CARLISLE COMPANIES INC, 10-Q filed on 4/27/2018
Quarterly Report
v3.8.0.1
Document and Entity Information - shares
3 Months Ended
Mar. 31, 2018
Apr. 19, 2018
Document and Entity Information    
Entity Registrant Name CARLISLE COMPANIES INCORPORATED  
Entity Central Index Key 0000790051  
Document Type 10-Q  
Document Period End Date Mar. 31, 2018  
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   60,946,851
Document Fiscal Year Focus 2018  
Document Fiscal Period Focus Q1  
v3.8.0.1
Condensed Consolidated Statements of Earnings and Comprehensive Income (Unaudited) - USD ($)
shares in Thousands, $ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income    
Revenues $ 984.7 $ 774.0
Cost of goods sold 735.3 547.9
Selling and administrative expenses 148.6 124.9
Research and development expenses 13.9 12.0
Other operating (income) expense, net (7.8) (0.3)
Operating income 94.7 89.5
Interest expense, net 14.5 6.6
Other non-operating (income) expense, net 1.9 (1.4)
Income from continuing operations before income taxes 78.3 84.3
Provision for income taxes 20.4 26.4
Income from continuing operations 57.9 57.9
Discontinued operations:    
Income before income taxes 299.0 6.2
Provision for income taxes 47.3 2.3
Income from discontinued operations 251.7 3.9
Net income $ 309.6 $ 61.8
Basic earnings per share attributable to common shares:    
Income from continuing operations (in dollars per share) $ 0.93 $ 0.89
Income from discontinued operations (in dollars per share) 4.05 0.06
Basic earnings per share (in dollars per share) 4.98 0.95
Diluted earnings per share attributable to common shares:    
Income from continuing operations (in dollars per share) 0.92 0.88
Income from discontinued operations (in dollars per share) 4.02 0.06
Diluted earnings per share (in dollars per share) $ 4.94 $ 0.94
Average shares outstanding (in thousands):    
Basic (in shares) 61,684 64,353
Diluted (in shares) 62,164 64,848
Dividends declared and paid per share (in dollars per share) $ 0.37 $ 0.35
Comprehensive Income    
Net income $ 309.6 $ 61.8
Other comprehensive income (loss)    
Foreign currency translation 22.2 11.4
Accrued post-retirement benefit liability, net of tax 0.9 0.4
Other, net of tax 0.2 (0.1)
Other comprehensive income 23.3 11.7
Comprehensive income $ 332.9 $ 73.5
v3.8.0.1
Condensed Consolidated Balance Sheets - USD ($)
$ in Millions
Mar. 31, 2018
Dec. 31, 2017
Current assets:    
Cash and cash equivalents $ 979.1 $ 378.3
Receivables, net of allowance of $6.0 million and $6.5 million, respectively 678.2 625.7
Inventories 490.1 448.8
Prepaid expenses 21.8 21.7
Other current assets 48.9 73.6
Discontinued operations 0.0 96.5
Total current assets 2,218.1 1,644.6
Property, plant, and equipment, net 746.0 731.1
Goodwill, net 1,456.8 1,452.1
Other intangible assets, net 1,044.8 1,065.0
Other long-term assets 38.1 34.9
Discontinued operations 0.0 372.1
Total assets 5,503.8 5,299.8
Current liabilities:    
Accounts payable 372.6 332.1
Accrued expenses 304.4 257.8
Deferred revenue 29.2 27.8
Discontinued operations 0.0 40.9
Total current liabilities 706.2 658.6
Long-term liabilities:    
Long-term debt 1,586.4 1,586.2
Deferred revenue 190.0 188.0
Other long-term liabilities 300.4 288.7
Discontinued operations 0.0 50.0
Total long-term liabilities 2,076.8 2,112.9
Shareholders' equity:    
Preferred stock, $1 par value per share (5,000,000 shares authorized and unissued) 0.0 0.0
Common stock, $1 par value per share (200,000,000 shares; 60,759,416 and 61,839,734 shares outstanding, respectively) 78.7 78.7
Additional paid-in capital 357.6 353.7
Deferred compensation equity 11.1 10.4
Treasury shares, at cost (17,713,502 and 16,613,193 shares, respectively) (778.0) (649.6)
Accumulated other comprehensive loss (68.9) (85.7)
Retained earnings 3,120.3 2,820.8
Total shareholders' equity 2,720.8 2,528.3
Total liabilities and equity $ 5,503.8 $ 5,299.8
v3.8.0.1
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Millions
Mar. 31, 2018
Dec. 31, 2017
Statement of Financial Position [Abstract]    
Receivables allowance $ 6.0 $ 6.5
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 outstanding 60,759,416 61,839,734
Treasury, shares 17,713,502 16,613,193
v3.8.0.1
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Operating activities:    
Net income $ 309.6 $ 61.8
Reconciliation of net income to net cash provided by operating activities:    
Depreciation 22.7 19.6
Amortization 28.3 19.2
Stock-based compensation, net of tax benefit 6.8 3.2
Deferred taxes (2.3) (0.2)
Gain on sale of discontinued operation, net of tax (247.9) 0.0
Other operating activities, net (3.1) 0.8
Changes in assets and liabilities, excluding effects of acquisitions:    
Receivables (26.8) (34.1)
Inventories (55.8) (33.8)
Prepaid expenses and other assets 11.5 3.3
Accounts payable 27.2 31.2
Accrued expenses (40.6) (46.6)
Deferred revenues 3.3 7.8
Other long-term liabilities 0.3 (0.3)
Net cash provided by operating activities 33.2 31.9
Investing activities:    
Proceeds from sale of discontinued operation 754.6 0.0
Capital expenditures (42.5) (30.4)
Acquisitions, net of cash acquired (0.7) (225.8)
Other investing activities, net 3.6 0.0
Net cash provided by (used in) investing activities 715.0 (256.2)
Financing activities:    
Proceeds from revolving credit facility 0.0 50.0
Repayments of revolving credit facility 0.0 (50.0)
Repurchases of common stock (122.0) 0.0
Dividends paid (23.1) (22.7)
Withholding tax paid related to stock-based compensation (4.6) (7.0)
Proceeds from exercise of stock options 1.7 1.6
Net cash used in financing activities (148.0) (28.1)
Effect of foreign currency exchange rate changes on cash and cash equivalents 1.9 1.1
Change in cash and cash equivalents 602.1 (251.3)
Less: Change in cash and cash equivalents of discontinued operations (1.3) (4.6)
Cash and cash equivalents at beginning of period 378.3 385.3
Cash and cash equivalents at end of period $ 979.1 $ 129.4
v3.8.0.1
Condensed Consolidated Statement of Shareholders' Equity (Unaudited) - USD ($)
$ in Millions
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, 2016 $ 2,466.9 $ 78.7 $ 335.3 $ 10.3 $ (122.2) $ 2,547.4 $ (382.6)
Balance (in shares) at Dec. 31, 2016   64,300,000         14,200,000
Increase (Decrease) in Shareholders' Equity              
Net income 61.8         61.8  
Other comprehensive income (loss), net of tax 11.7       11.7    
Cash dividends - $0.37 and $0.35 for the three months ended March 31, 2018 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]   100,000         (100,000)
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   64,400,000         14,100,000
Increase (Decrease) in Shareholders' Equity              
Adoption of accounting standards | Adjustments for New Accounting Pronouncement [2] 6.5       (6.5) 13.0  
Balance at the beginning of the period at Dec. 31, 2017 $ 2,528.3 $ 78.7 353.7 10.4 (85.7) 2,820.8 $ (649.6)
Balance (in shares) at Dec. 31, 2017 61,839,734 61,800,000         16,600,000
Increase (Decrease) in Shareholders' Equity              
Net income $ 309.6         309.6  
Other comprehensive income (loss), net of tax 23.3       23.3    
Cash dividends - $0.37 and $0.35 for the three months ended March 31, 2018 and 2017, respectively (23.1)         (23.1)  
Repurchases of common stock (129.3)           $ (129.3)
Repurchases of common stock (in shares)   (1,200,000)         1,200,000
Issuances for stock based compensation (1) [1] 5.5   3.9 0.7     $ 0.9
Issuances for stock based compensation (in shares) [1]   100,000         (100,000)
Balance at the end of the period at Mar. 31, 2018 $ 2,720.8 $ 78.7 $ 357.6 $ 11.1 $ (68.9) $ 3,120.3 $ (778.0)
Balance (in shares) at Mar. 31, 2018 60,759,416 60,700,000         17,700,000
[1] Issuances and deferrals, net for stock based compensation reflects share activity related to option exercises, restricted and performance shares vested and net issuances and deferrals associated with deferred compensation equity.
[2] Refer to Note 2 for further information regarding new accounting standards adopted.
v3.8.0.1
Condensed Consolidated Statement of Shareholders' Equity (Unaudited) (Parenthetical) - $ / shares
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Statement of Stockholders' Equity [Abstract]    
Cash dividends (in dollars per share) $ 0.37 $ 0.35
v3.8.0.1
Basis of Presentation
3 Months Ended
Mar. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation Basis of Presentation
The accompanying unaudited Condensed Consolidated Financial Statements have been prepared by Carlisle Companies Incorporated (the "Company" 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 ("United States" or "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, 2017.
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, revenues and expenses of all majority-owned subsidiaries. Intercompany transactions and balances are eliminated in consolidation.
In the Company's opinion, the accompanying unaudited Condensed Consolidated Financial Statements contain all adjustments, consisting solely of adjustments of a normal, recurring nature, except as disclosed in Note 2 for new accounting standards adopted, necessary to present fairly the financial position, results of operations and cash flows for the periods presented. During the fourth quarter of 2017, the Company revised (i) the Condensed Consolidated Statements of Income to include a subtotal of operating income, with other non-operating (income) expense, net reflected as a separate line item below interest expense, net and (ii) its segment measure of profit and loss to operating income (previously earnings before interest and taxes). The Company has reclassified certain prior period amounts to conform to the current period presentation of operating income, including other operating (income) expense, net, operating income and other non-operating (income) expense, net in the Condensed Consolidated Statements of Income and operating income in Note 3. These changes were made to better reflect the Company's results of operations and to be consistent with the change in the measure of operating performance evaluated by the Chief Operating Decision Maker, the Company's Chief Executive Officer.
Discontinued Operations
The results of operations for the Company's Carlisle FoodService Products ("CFS") segment have been classified as discontinued operations for all periods presented in the Condensed Consolidated Statements of Income. Assets and liabilities subject to the completed sale of CFS have been classified as discontinued operations for all periods presented in the Condensed Consolidated Balance Sheets. Refer to Note 5 for additional information.
v3.8.0.1
New Accounting Pronouncements
3 Months Ended
Mar. 31, 2018
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]  
New Accounting Pronouncements New Accounting Pronouncements 
New Accounting Standards Adopted
In May 2014, the Financial Accounting Standards Board ("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.
On January 1, 2018, the Company adopted ASU 2014-09 and all the related amendments ("ASC 606") to all uncompleted contracts using the modified retrospective method. The Company recognized the cumulative effect of initially applying ASC 606 as an adjustment to the opening balance of retained earnings totaling $6.5 million. The comparative information has not been adjusted and continues to be reported under the accounting standards in effect for those periods. The Company expects the impact of the adoption of ASC 606 to be immaterial to its reported revenue on an ongoing basis.
A majority of the Company's revenues continue to be recognized when products are shipped from its manufacturing facilities. For certain highly customized product contracts in the Carlisle Interconnect Technologies segment, revenue was previously recognized as billed at the point products were shipped and title and associated risk and rewards of ownership passed to the customer. In accordance with ASC 606, the Company now recognizes revenue over time, for those highly customized products, using the input method as products are manufactured.
A summary of the effects of adopting ASC 606 on the Condensed Consolidated Financial Statements follows:
 
 
Three Months Ended March 31, 2018
(in millions)
 
As Reported
 
Balances Without Adoption of
ASC 606
 
Effect of Change Higher/(Lower)
Condensed Consolidated Statement of Income
 
 
 
 
 
 
Revenues
 
$
984.7

 
$
973.7

 
$
11.0

Cost of goods sold
 
735.3

 
728.4

 
6.9

Operating income
 
94.7

 
90.6

 
4.1

Provision for income taxes
 
20.4

 
19.4

 
1.0

Income from continuing operations
 
57.9

 
54.8

 
3.1

Net income
 
309.6

 
306.5

 
3.1

 
 
March 31, 2018
(in millions)
 
As Reported
 
Balances Without Adoption of
ASC 606
 
Effect of Change Higher/(Lower)
Condensed Consolidated Balance Sheet
 
 
 
 
 
 
Receivables
 
$
678.2

 
$
645.0

 
$
33.2

Inventories
 
490.1

 
511.4

 
(21.3
)
Other current assets
 
48.9

 
48.2

 
0.7

Accrued expenses
 
304.4

 
303.4

 
1.0

Other long-term liabilities
 
300.4

 
298.4

 
2.0

Retained earnings
 
3,120.3

 
3,113.8

 
6.5


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 ("ASU 2017-07"), which requires employers to include only the service cost component of net periodic pension cost and net periodic postretirement benefit cost in operating income, if such measure is presented. 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 income. ASU 2017-07 also stipulates that only the service cost component of net benefit cost is eligible for capitalization into inventory or other tangible assets.
On January 1, 2018, the Company adopted ASU 2017-07 using a retrospective approach for the presentation in the Condensed Consolidated Statement of Income to include only the service cost component of net periodic pension costs and net periodic postretirement benefit cost in operating income. The Company elected to use, as a practical expedient, the amounts disclosed in its defined benefit plan note for the prior comparative period as the estimation basis for applying the retrospective presentation requirements. As a result of adopting ASU 2017-07, net periodic benefit income for the non-service cost components of $(0.6) million was reclassified from other operating (income) expense, net to other non-operating (income) expense, net for the three months ended March 31, 2017.
In February 2018, the FASB issued ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income ("ASU 2018-02") which allows entities to reclassify from accumulated other comprehensive income to retained earnings for stranded tax effects related to the change in federal tax rate for all items accounted for in other comprehensive income. Entities can also elect to reclassify other stranded tax effects that relate to the Tax Cuts and Jobs Act, but do not directly relate to the change in the federal tax rate, including state taxes and changing from a worldwide tax system to a territorial system. Tax effects that are stranded in other comprehensive income for other reasons may not be reclassified.
Effective January 1, 2018, the Company early adopted ASU 2018-02 using a modified retrospective approach for the presentation in the Condensed Consolidated Balance Sheets to reclassify $6.5 million related to the change in federal tax rate from accumulated other comprehensive loss to retained earnings.
New Accounting Standards Issued But Not Yet Adopted 
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.
v3.8.0.1
Segment Information
3 Months Ended
Mar. 31, 2018
Segment Reporting [Abstract]  
Segment Information Segment Information 
The Company has organized its operations into four primary segments, based on the products it sells, each of which represent a reportable segment as follows:
Carlisle Construction Materials ("CCM")—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 primarily include new construction, re-roofing and maintenance of low-sloped roofs, water containment, HVAC sealants and coatings and waterproofing. In addition, CCM offers a broad range of specialty polyurethane products and solutions across a broad diversity of markets and applications. 
Carlisle Interconnect Technologies ("CIT")—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 Fluid Technologies ("CFT")—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 general industrial, transportation, auto refinishing, protective coating, wood and specialty markets. 
Carlisle Brake & Friction ("CBF")—the principal products of this segment include high-performance brakes and friction material and clutch and transmission friction material for the construction, agriculture, mining, on-highway, aerospace and motor sports markets.
A summary of segment information follows:
 
 
Three Months Ended March 31,
 
 
2018
 
2017
(in millions)
 
Revenues
 
Operating Income
    
Revenues
 
Operating Income
Carlisle Construction Materials
 
$
598.6

 
$
75.8

 
$
446.1

 
$
80.7

Carlisle Interconnect Technologies
 
224.3

 
27.2

 
194.2

 
21.5

Carlisle Fluid Technologies
 
63.5

 
5.7

 
60.5

 
4.9

Carlisle Brake & Friction
 
98.3

 
4.5

 
73.2

 
1.2

Segment total
 
984.7

 
113.2

 
774.0

 
108.3

Corporate and unallocated (1)
 

 
(18.5
)
 

 
(18.8
)
Total
 
$
984.7

 
$
94.7

 
$
774.0

 
$
89.5

(1) 
Corporate operating income includes other unallocated costs, primarily general corporate expenses.
v3.8.0.1
Acquisitions
3 Months Ended
Mar. 31, 2018
Business Combinations [Abstract]  
Acquisitions Acquisitions 
Accella Holdings LLC 
On November 1, 2017, the Company acquired 100% of the equity of Accella Holdings LLC, the parent company to Accella Performance Materials Inc. (collectively "Accella"), a specialty polyurethane platform, from Accella Performance Materials LLC, a subsidiary of Arsenal Capital Partners, for total consideration of $671.4 million, including a cash, working capital and indebtedness settlement, which was finalized in the first quarter of 2018. Accella offers a wide range of polyurethane products and solutions across a broad diversity of markets and applications. The Company funded the acquisition with borrowings from the Revolving Credit Facility.
In the first quarter of 2018, Accella contributed revenues of $106.5 million and an operating loss of $1.6 million to the Company's consolidated results. The results of operations of the acquired business are reported as part of the CCM segment.
The Accella amounts included in the pro forma financial information below are based on Accella’s historical results and therefore may not be indicative of the actual results if owned by Carlisle. The pro forma adjustments represent management’s best estimates based on information available at the time the pro forma information was prepared and may differ from the adjustments that may actually have been required. Accordingly, pro forma information should not be relied upon as being indicative of the historical results that would have been realized had the acquisition occurred as of the date indicated or that may be achieved in the future.
The unaudited combined pro forma financial information presented below includes revenues and income from continuing operations, net of tax, of the Company as if the business combination had occurred on January 1, 2016, based on the purchase price allocation presented below:
 
 
Unaudited Pro Forma
 
 
Three Months Ended
March 31, 2017
(in millions)
 
Revenues
 
$
860.4

Income from continuing operations
 
50.6


The pro forma financial information reflects adjustments to Accella's historical financial information to apply the Company's accounting policies and to reflect the additional depreciation and amortization related to the preliminary fair value adjustments of the acquired net assets of $4.1 million in the first quarter of 2017, together with the associated tax effects. Also, the pro forma financial information reflects acquisition-related costs described above as if they occurred in 2016.
The following table summarizes the consideration transferred to acquire Accella and the preliminary allocation of the purchase price among the assets acquired and liabilities assumed. The acquisition has been accounted for using the acquisition method of accounting in accordance with ASC 805, Business Combinations, which requires that consideration be allocated to the acquired assets and assumed liabilities based upon their acquisition date fair values with the remainder allocated to goodwill. The fair values are preliminary and subject to change pending receipt of the final valuation for all acquired assets and liabilities.
 
 
Preliminary Allocation
 
Measurement Period Adjustments
 
Revised Preliminary Allocation
(in millions)
 
As of 11/1/2017
 
 
As of 3/31/2018
Total cash consideration transferred
 
$
670.7

 
$
0.7

 
$
671.4

Recognized amounts of identifiable assets acquired and liabilities assumed:
 
 
 
 
 
 
Cash and cash equivalents
 
$
16.5

 
$

 
$
16.5

Receivables, net
 
66.8

 

 
66.8

Inventories
 
48.5

 
(1.0
)
 
47.5

Prepaid expenses and other current assets
 
0.9

 

 
0.9

Property, plant and equipment
 
59.6

 

 
59.6

Definite-lived intangible assets
 
240.0

 

 
240.0

Other long-term assets
 
15.6

 

 
15.6

Accounts payable
 
(45.5
)
 

 
(45.5
)
Income tax payable
 
2.0

 

 
2.0

Accrued expenses
 
(23.2
)
 

 
(23.2
)
Other long-term liabilities
 
(15.6
)
 

 
(15.6
)
Deferred income taxes
 
(83.5
)
 

 
(83.5
)
Total identifiable net assets
 
282.1

 
(1.0
)
 
281.1

Goodwill
 
$
388.6

 
$
1.7

 
$
390.3


The goodwill recognized in the acquisition of Accella is attributable to its significant purchase synergies, other administrative synergies and the assembled workforce to Carlisle, in addition to opportunities for product line expansions. The Company acquired $68.5 million of gross contractual accounts receivable, of which $1.7 million was not expected to be collected at the date of acquisition. Goodwill of $38.5 million is tax deductible, primarily in the United States. All of the goodwill has been preliminarily assigned to the CCM reporting unit which aligns with the CCM reportable segment. The $240.0 million value allocated to definite-lived intangible assets consists of $146.0 million of customer relationships with useful lives ranging from 9 to 12 years, various acquired technologies of $66.0 million with useful lives ranging from 3 to 14 years and trade names of $28.0 million with useful lives ranging from 4 to 14 years. In accordance with the purchase agreement, Carlisle is indemnified for up to $25.0 million, and recorded an indemnification asset of $15.6 million in other long-term assets relating to the indemnification for a pre-acquisition income tax liability. The Company has also recorded, as part of the purchase price allocation, deferred tax liabilities related to intangible assets of approximately $83.5 million.
Excluding Accella, proforma results of operations for the 2017 acquisitions have not been presented because the effect of these acquisitions was not material to the Company's financial condition or results of operations for any of the periods presented.
Drexel Metals
On July 3, 2017, the Company acquired 100% of the equity of Drexel Metals, Inc., ("Drexel Metals") for cash consideration of $55.8 million. Drexel Metals is a leading provider of architectural standing seam metal roofing systems for commercial, institutional and residential applications.
In the first quarter of 2018, Drexel Metals contributed revenues of $12.0 million and operating income of $0.5 million to the Company's consolidated results. The results of operations of the acquired business are reported within the CCM segment.
Consideration has been preliminarily allocated to goodwill of $26.9 million, $19.0 million to definite-lived intangible assets, $10.4 million to indefinite-lived intangible assets, $8.8 million to inventory, $5.3 million to accounts receivable, $5.8 million to accounts payable and $10.8 million to deferred income and other taxes payable. Definite-lived intangible assets consist of customer relationships with an estimated useful life of nine years. Of the $26.9 million of goodwill, none is deductible for tax purposes. All of the goodwill was assigned to the CCM reporting unit, which aligns with the reportable segment.
Arbo
On January 31, 2017, the Company acquired 100% of the equity of Arbo Holdings Limited ("Arbo") for estimated consideration of GBP 9.1 million or $11.5 million, including the estimated fair value of contingent consideration of GBP 2.0 million or $2.5 million and a working capital settlement, which was finalized in the second quarter of 2017. Arbo is a provider of sealants, coatings, and membrane systems used for waterproofing and sealing buildings and other structures.
In the first quarter of 2018, Arbo contributed revenues of $4.5 million and operating income of $0.2 million to the Company's consolidated results. The results of operations of the acquired business are reported within the CCM segment.
Consideration has been allocated to goodwill of $4.7 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, $1.4 million to accounts payable, and $1.4 million to deferred income and other taxes payable. Definite-lived intangible assets consist of customer relationships with an estimated useful life of 15 years. Of the $4.7 million of goodwill, $1.3 million is deductible for tax purposes. All of the goodwill was assigned to the CCM reporting unit, which aligns with the reportable segment.
v3.8.0.1
Discontinued Operations
3 Months Ended
Mar. 31, 2018
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations Discontinued Operations
As previously announced, the Company signed a definitive agreement to sell CFS to The Jordan Company of New York, NY. The sale was completed on March 20, 2018 for gross proceeds of $754.6 million, subject to a working capital adjustment. The sale of CFS is consistent with the Company's vision of operating a portfolio of businesses with highly engineered manufacturing products in strong growth markets.
A summary of the results from discontinued operations included in the Condensed Consolidated Statements of Income follows:
(in millions)
 
Three Months Ended March 31,
 
2018
 
2017
Revenues
 
$
69.5

 
$
83.2

 
 
 
 
 
Cost of goods sold
 
49.5

 
61.7

Other operating expenses, net
 
14.8

 
15.2

Operating income
 
5.2

 
6.3

Other non-operating (income) expense, net
 

 
0.1

Income from discontinued operations before income taxes
 
5.2


6.2

Gain on sale of discontinued operations
 
293.8

 

Provision for income taxes
 
47.3

 
2.3

Income from discontinued operations
 
$
251.7


$
3.9

A summary of the carrying amounts of CFS's major assets and liabilities, which were classified as discontinued operations in the Condensed Consolidated Balance Sheet follows:
(in millions)
 
December 31, 2017
ASSETS
 
 
Cash and cash equivalents
 
$
1.3

Receivables, net
 
32.0

Inventories
 
59.0

Prepaid other current assets
 
4.2

Total current assets
 
$
96.5

 
 
 
Property, plant, and equipment, net
 
$
49.7

Goodwill, net
 
149.7

Other intangible assets, net
 
169.4

Other long-term assets
 
3.3

Total long-term assets
 
$
372.1

 
 
 
LIABILITIES
 
 
Accounts payable
 
$
20.4

Accrued expenses
 
20.5

Total current liabilities
 
$
40.9

 
 
 
Other long-term liabilities
 
$
50.0

Total long-term liabilities
 
$
50.0

A summary of cash flows from discontinued operations included in the Condensed Consolidated Statements of Cash Flows follows:
(in millions)
 
Three Months Ended March 31,
 
2018
 
2017
Net cash provided by operating activities
 
$
0.6

 
$
10.3

Net cash used in investing activities
 
(8.1
)
 
(215.2
)
Net cash provided by financing activities (1)
 
8.8

 
209.5

Change in cash and cash equivalents from discontinued operations
 
$
1.3

 
$
4.6

(1) 
Represents borrowings from the Carlisle cash pool to fund capital expenditures and acquisitions.
v3.8.0.1
Earnings Per Share
3 Months Ended
Mar. 31, 2018
Earnings Per Share [Abstract]  
Earnings Per Share Earnings Per Share 
The Company’s restricted shares and restricted stock units contain non-forfeitable rights to dividends and are considered participating securities for purposes of computing earnings per share pursuant to the two-class method. The computation below of earnings per share includes the income attributable to the vested and deferred restricted shares in the numerator and includes the dilutive impact of those underlying shares in the denominator. 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 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)
 
2018
 
2017
Income from continuing operations
 
$
57.9

 
$
57.9

Less: dividends declared on common stock outstanding, restricted shares and restricted share units
 
(23.1
)
 
(22.7
)
Undistributed earnings
 
34.8

 
35.2

Percent allocated to common shareholders (1)
 
99.3
%
 
99.3
%
 
 
34.5

 
34.9

Add: dividends declared on common stock
 
22.8

 
22.5

Income from continuing operations attributable to common shares
 
$
57.3

 
$
57.4

 
 
 
 
 
Shares (in thousands):
 
 
 
 
Weighted-average common shares outstanding 
 
61,684

 
64,353

Effect of dilutive securities:
 
 
 
 
Performance awards
 
131

 
107

Stock options
 
349

 
388

Adjusted weighted-average common shares outstanding and assumed conversion
 
62,164

 
64,848

 
 
 
 
 
Per share income from continuing operations attributable to common shares:
 
 
 
 
Basic
 
$
0.93

 
$
0.89

Diluted
 
$
0.92

 
$
0.88

 
 
 
 
 
(1)    Basic weighted-average common shares outstanding
 
61,684

 
64,353

Basic weighted-average common shares outstanding, unvested restricted shares expected to vest and restricted share units
 
62,117

 
64,822

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 follows:
 
 
Three Months Ended March 31,
(in millions except share amounts presented in thousands)
 
2018
 
2017
Income from discontinued operations attributable to common shareholders for basic and diluted earnings per share
 
$
250.0

 
$
3.9

Net income attributable to common shareholders for basic and diluted earnings per share
 
307.3

 
61.3

Anti-dilutive stock options excluded from EPS calculation (1)
 
564

 
210


(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.
v3.8.0.1
Revenue Recognition
3 Months Ended
Mar. 31, 2018
Revenue from Contract with Customer [Abstract]  
Revenue Recognition Revenue Recognition
Revenue is recognized when obligations under the terms of a contract with a customer are satisfied; generally this occurs with the transfer of control of the Company’s products or services. Revenue is measured as the amount of total consideration expected to be received in exchange for transferring goods or providing services. Total expected consideration, in certain cases, is estimated at each reporting period, including interim periods, and is subject to change with variability dependent on future events, such as customer behavior related to future purchase volumes, returns, early payment discounts and other customer allowances. Estimates for rights of return, discounts and rebates to customers and other adjustments for variable consideration are provided for at the time of sale as a deduction to revenue, based on an analysis of historical experience and actual sales data. Changes in these estimates are reflected as an adjustment to revenue in the period identified. Sales, value added and other taxes collected concurrently with revenue-producing activities are excluded from revenue.
The Company receives payment at the inception of the contract for separately priced extended service warranties, and revenue is deferred and recognized on a straight-line basis over the life of the contracts. The term of these warranties range from five to 40 years. The weighted average life of the contracts as of March 31, 2018, is approximately 19 years.
Performance Obligations
A performance obligation is a promise in a contract to transfer a distinct good or service to the customer in exchange for payment and is the unit of account. A contract's transaction price is allocated to each distinct performance obligation and recognized as revenue when or as the performance obligation is satisfied. The majority of the Company’s contracts have a single performance obligation to transfer individual goods or services. For contracts with multiple performance obligations, the contracts transaction price is allocated to each performance obligation using the Company’s best estimate of the standalone selling price of each distinct good or service in the contract. The primary method used to estimate standalone selling price is observable prices.
The Company’s performance obligations are satisfied, and control is transferred, either at a point in time or over time as work progresses. For the majority of the Company’s products, control is transferred and revenue is recognized when the product is shipped from the manufacturing facility to the customer.
Revenue is recognized over time primarily for separately priced extended service warranties in the CCM segment and certain highly customized product contracts in the CIT segment. Revenues for separately priced extended service warranties are recognized over the life of the contract. Revenues for highly customized product contracts are recognized based on the proportion of costs incurred to date, relative to total estimated costs to complete the contract and are generally incurred over twelve months or less. Highly customized product contract costs generally include labor, material and overhead.
A summary of the timing of revenue recognition and reconciliation of disaggregated revenue by reportable segment follows:
 
 
Three Months Ended March 31, 2018
(in millions)
 
CCM
 
CIT
 
CFT
 
CBF
 
Total
Products transferred at a point in time
 
$
593.4

 
$
195.4

 
$
63.5

 
$
98.3

 
$
950.6

Products and services transferred over time
 
5.2

 
28.9

 

 

 
34.1

Total revenues
 
$
598.6

 
$
224.3

 
$
63.5

 
$
98.3

 
$
984.7

 
 
Three Months Ended March 31, 2017
(in millions)
 
CCM
 
CIT
 
CFT
 
CBF
 
Total
Products transferred at a point in time
 
$
441.2

 
$
192.6

 
$
60.5

 
$
73.2

 
$
767.5

Products and services transferred over time
 
4.9

 
1.6

 

 

 
6.5

Total revenues
 
$
446.1

 
$
194.2

 
$
60.5

 
$
73.2

 
$
774.0


Remaining performance obligations for extended service warranties represent the transaction price for the remaining stand-ready obligation to perform warranty services. A summary of estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied or partially unsatisfied as of March 31, 2018, follows:
(in millions)
 
Remainder of 2018
 
2019
 
2020
 
2021
 
2022
 
2023
 
Thereafter
Extended service warranties
 
$
15.1

 
$
19.1

 
$
18.1

 
$
17.1

 
$
15.9

 
$
14.7

 
$
110.0


The Company has applied the practical expedient to not disclose information about remaining performance obligations that have original expected durations of one year or less. Additionally, the Company has applied the transition practical expedient to not disclose the amount of transaction price allocated to the remaining performance obligations and an expectation of when the Company expects to recognize associated revenues, for the three months ended March 31, 2018.
Contract Balances
Contract liabilities relate to payments received in advance of performance under a contract, primarily related to extended service warranties in the CCM segment and systems contracts in the CFT segment. Contract liabilities are recognized as revenue as (or when) the Company performs under the contract. A summary of the change in contract liabilities for the three months ended March 31, follows:
(in millions)
 
2018
 
2017
Balance as of January 1
 
$
215.8

 
$
195.2

Revenue recognized
 
(14.9
)
 
(13.0
)
Revenue deferred
 
18.2

 
20.9

Acquired liabilities
 
0.1

 

Balance as of March 31
 
$
219.2

 
$
203.1


Contract assets relate to the Company's right to payment for performance completed to date under a contract, primarily related to highly customized product contracts with in the CIT segment. Accounts receivable are recorded when the right to payment becomes unconditional. A summary of the change in contract assets for the three months ended March 31, follows:
(in millions)
 
2018
Balance as of January 1
 
$

Adoption of ASC 606
 
22.8

Revenue recognized and unbilled
 
33.8

Revenue billed
 
(22.8
)
Balance as of March 31
 
$
33.8


Contract assets were immaterial as of March 31, 2017.
Costs to Obtain a Contract
The Company has applied the practical expedient to recognize costs of obtaining or fulfilling a contract as expense as incurred. These costs generally included sales commissions and are included in selling, general and administrative costs in the Condensed Consolidated Statement of Income.
Revenues by End-Market
A summary of revenues disaggregated by major end-market industries and reconciliation of disaggregated revenue by segment follows:
 
 
Three Months Ended March 31, 2018
(in millions)
 
CCM
 
CIT
 
CFT
 
CBF
 
Total
General construction
 
$
546.3

 
$

 
$

 
$

 
$
546.3

Aerospace
 

 
154.8

 

 
6.3

 
161.1

Heavy equipment
 
26.2

 

 

 
79.2

 
105.4

Transportation
 

 

 
33.2

 
9.8

 
43.0

Medical
 

 
34.7

 

 

 
34.7

General industrial and other
 
26.1

 
34.8

 
30.3

 
3.0

 
94.2

Total revenues
 
$
598.6

 
$
224.3

 
$
63.5

 
$
98.3

 
$
984.7

 
 
Three Months Ended March 31, 2017
(in millions)
 
CCM
 
CIT
 
CFT
 
CBF
 
Total
General construction
 
$
446.1

 
$

 
$

 
$

 
$
446.1

Aerospace
 

 
131.5

 

 
4.9

 
136.4

Heavy equipment
 

 

 

 
55.0

 
55.0

Transportation
 

 

 
31.9

 
9.3

 
41.2

Medical
 

 
28.3

 

 

 
28.3

General industrial and other
 

 
34.4

 
28.6

 
4.0

 
67.0

Total revenues
 
$
446.1

 
$
194.2

 
$
60.5

 
$
73.2

 
$
774.0


Revenues by Geographic Area
A summary of revenues based on the country to which the product was delivered and reconciliation of disaggregated revenue by segment follows:
 
 
Three Months Ended March 31, 2018
(in millions)
 
CCM
 
CIT
 
CFT
 
CBF
 
Total
United States
 
$
529.0

 
$
155.6

 
$
25.6

 
$
41.5

 
$
751.7

International:
 
 
 
 
 
 
 
 
 
 
Europe
 
39.4

 
22.3

 
13.3

 
30.3

 
105.3

Asia
 
5.2

 
22.9

 
19.8

 
18.9

 
66.8

Canada
 
18.4

 
1.1

 
1.6

 
0.7

 
21.8

Mexico and Latin America
 
0.9

 
12.0

 
2.1

 
3.6

 
18.6

Middle East and Africa
 
3.1

 
7.6

 
0.6

 
0.2

 
11.5

Other
 
2.6

 
2.8

 
0.5

 
3.1

 
9.0

Total international
 
$
69.6

 
$
68.7

 
$
37.9

 
$
56.8

 
$
233.0

Total revenues
 
$
598.6

 
$
224.3

 
$
63.5

 
$
98.3

 
$
984.7

 
 
Three Months Ended March 31, 2017
(in millions)
 
CCM
 
CIT
 
CFT
 
CBF
 
Total
United States
 
$
394.6

 
$
125.7

 
$
25.1

 
$
29.5

 
$
574.9

International:
 
 
 
 
 
 
 
 
 
 
Europe
 
36.3

 
26.5

 
13.0

 
22.5

 
98.3

Asia
 
1.9

 
20.0

 
17.8

 
13.3

 
53.0

Canada
 
10.0

 
1.4

 
1.6

 
1.2

 
14.2

Mexico and Latin America
 
0.4

 
11.6

 
1.7

 
2.9

 
16.6

Middle East and Africa
 
2.3

 
7.4

 
0.4

 
1.6

 
11.7

Other
 
0.6

 
1.6

 
0.9

 
2.2

 
5.3

Total international
 
$
51.5

 
$
68.5

 
$
35.4

 
$
43.7

 
$
199.1

Total revenues
 
$
446.1

 
$
194.2

 
$
60.5

 
$
73.2

 
$
774.0

v3.8.0.1
Exit and Disposal activities
3 Months Ended
Mar. 31, 2018
Restructuring and Related Activities [Abstract]  
Exit and Disposal Activities Exit and Disposal Activities
Beginning in the fourth quarter of 2016, and through 2018, the Company has undertaken operational restructuring and other cost reduction actions to streamline processes and manage costs throughout various departments. These actions 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 by operating segment.
CIT
The Company continues to incur costs to relocate certain of its medical manufacturing operations in Shenzhen, China to a new manufacturing operation in Dongguan, China. During the three months ended March 31, 2018, employee termination benefit costs associated with this plan totaled $0.7 million. Cumulative exit and disposal costs recognized is $14.8 million through March 31, 2018, with total costs expected to approximate $15.7 million. The remaining costs are expected to be incurred principally through the second half of 2018. Other associated costs are not expected to
be significant.
During 2017, the Company entered into a letter of undertaking with the Chinese government, whereby the Company designated $10.1 million in cash specifically for the payment of employee termination benefits associated with the Chinese medical business action discussed above. Cash payments out of these designated funds began in August 2017 and will continue through the first half of 2018. The designated cash balance as of March 31, 2018, totaled $2.9 million.
CFT
During 2017, the Company initiated plans to restructure its global footprint. These plans involve exiting manufacturing operations in Brazil and Mexico, exiting the systems sales business in Germany, and relocating the manufacturing operations in Angola, Indiana, to its existing Bournemouth, United Kingdom, manufacturing operations. During the three months ended March 31, 2018, exit and disposal expense totaled less than $0.1 million, primarily reflecting employee termination benefit costs and legal fees. This project was substantially complete as of March 31, 2018, with cumulative exit and disposal costs of $10.4 million.
CBF
During 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 to 21 months to complete. Total associated exit and disposal costs are expected to be between $17.0 million to $20.5 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 $3.5 million to $5.0 million expected to be recognized ratably through the remainder of 2018),
Costs to relocate and install equipment (between $4.0 million to $5.0 million, expected to be incurred primarily in mid-2018),
Employee retention and termination benefits (approximately $3.0 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 (between $6.5 million to $7.5 million, expected to be incurred primarily in the second half of 2018).
During the three months ended March 31, 2018, exit and disposal expense totaled $2.0 million, primarily related to accelerated depreciation and employee termination benefits.
Consolidated Summary
The Company's exit and disposal expense by activity follows:
(in millions)
 
Three Months Ended March 31,
 
2018
 
2017
Accelerated depreciation
 
$
0.8

 
$

Employee severance and benefit arrangements
 
0.7

 
2.4

Relocation costs
 
0.2

 
0.3

Other restructuring costs
 
1.4

 
0.5

Total exit and disposal costs
 
$
3.1

 
$
3.2

The Company's exit and disposal activities expense by segment follows:
(in millions)
 
Three Months Ended March 31,
 
2018
 
2017
Carlisle Brake & Friction
 
$
2.0

 
$
0.3

Carlisle Interconnect Technologies
 
1.1

 
2.3

Carlisle Fluid Technologies
 

 
0.5

Corporate
 

 
0.1

Total exit and disposal costs
 
$
3.1

 
$
3.2

The Company's exit and disposal activities expense by financial statement line item follows:
(in millions)
 
Three Months Ended March 31,
 
2018
 
2017
Cost of goods sold
 
$
2.3

 
$
1.5

Selling and administrative expenses
 
0.6

 
1.3

Other operating (income) expense, net
 
0.2

 
0.3

Research and development expenses
 

 
0.1

Total exit and disposal costs
 
$
3.1

 
$
3.2

The Company's change in exit and disposal activities liability follows:
(in millions)
 
CIT
 
CFT
 
CBF
 
Total
Balance as of January 1, 2018
 
$
4.9

 
$
6.7

 
$
1.5

 
$
13.1

Charges
 
1.1

 

 
2.0

 
3.1

Cash payments
 
(2.5
)
 
(3.6
)
 
(1.0
)
 
(7.1
)
Other adjustments and non-cash settlements
 
(0.2
)
 

 
(0.8
)
 
(1.0
)
Balance as of March 31, 2018
 
$
3.3

 
$
3.1

 
$
1.7

 
$
8.1


The liability of $8.1 million primarily relates to employee severance and benefit arrangements, and is included in accrued expenses on the Condensed Consolidated Balance Sheet.
v3.8.0.1
Income Taxes
3 Months Ended
Mar. 31, 2018
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes 
The effective income tax rate on continuing operations for the three months ended March 31, 2018, was 26.1%. The year-to-date provision for income taxes includes taxes on earnings at an anticipated rate of approximately 24.7%, and a year-to-date discrete tax expense of $1.1 million, primarily relating to expenses from net foreign exchange gains.
The effective income tax rate on continuing operations for the three months ended March 31, 2017, was 31.3% and included a year-to-date net discrete tax benefit of $1.5 million. The change in the rate from March 31, 2017 to March 31, 2018 was primarily caused by the reduction to the statutory United States income tax rate from 35% to 21% as part of the Tax Cuts and Jobs Act (“Tax Act”) signed in December 2017.
The changes included in the Tax Act are broad and complex. As such, on December 22, 2017, the Securities and Exchange Commission (“SEC”) issued SAB 118. SAB 118 expresses views of the SEC regarding ASC Topic 740, Income Taxes in the reporting period that includes the enactment date of the Tax Act. If a company does not have the necessary information available, prepared or analyzed for certain income tax effects of the Tax Act, SAB 118 allows a company to report provisional numbers and adjust those amounts during the measurement period not to extend beyond one year. The Company has recorded provisional amounts for all known and estimable impacts of the Tax Act that are effective for the year ended December 31, 2017. There are no adjustments to the provisional numbers included in the current quarter as calculations have not been finalized nor have there been any changes in the interpretation of the law or additional guidance regarding the law that would materially impact the Company’s provisional amount.
The Company continues to review the anticipated impacts of the global intangible low taxed income (“GILTI”) and Foreign-Derived Intangible Income deduction (“FDII”) on the Company for 2018. The combined forecasted net impact of both GILTI and FDII are not anticipated to be material to the tax rate.
v3.8.0.1
Inventories
3 Months Ended
Mar. 31, 2018
Inventory Disclosure [Abstract]  
Inventories Inventories
The summarized components of inventory follows:
(in millions)
 
March 31, 2018
 
December 31, 2017
Raw Materials
 
$
187.3

 
$
177.7

Work-in-process
 
74.7

 
62.9

Finished goods
 
261.8

 
238.5

Reserves
 
(33.7
)
 
(30.3
)
Inventories
 
$
490.1

 
$
448.8

v3.8.0.1
Goodwill and Other Intangible Assets, net
3 Months Ended
Mar. 31, 2018
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Other Intangible Assets, net Goodwill and Other Intangible Assets, net
As a result of the sale of CFS on March 20, 2018, the Company reclassified $149.7 million of goodwill and $169.4 million of other intangible assets, net allocated to the CFS segment as of December 31, 2017, to discontinued operations within long-term assets on the Condensed Consolidated Balance Sheets.
The changes in the carrying amount of goodwill, net for the three months ended March 31, follows:
(in millions)
 
CCM
 
CIT
 
CFT
 
CBF (1)
 
Total
Balance as of December 31, 2017
 
$
544.3

 
$
640.3

 
$
171.0

 
$
96.5

 
$
1,452.1

Goodwill acquired during year (2)
 

 

 

 

 

Measurement period adjustments
 
1.7

 

 

 

 
1.7

Currency translation and other
 
1.3

 
0.5

 
1.2

 

 
3.0

Balance as of March 31, 2018
 
$
547.3

 
$
640.8

 
$
172.2

 
$
96.5

 
$
1,456.8


(1) 
CBF goodwill balance as of December 31, 2017, is presented net of accumulated impairment losses of $130.0 million recorded in 2016. No other segments have incurred impairment losses.
(2) 
Refer to Note 4 for further information on goodwill resulting from recent acquisitions.
A summary of the Company's other intangible assets, net follows:
 
 
March 31, 2018
 
December 31, 2017
(in millions)
 
Acquired
Cost
 
Accumulated
Amortization
 
Net Book Value
 
Acquired
Cost
 
Accumulated
Amortization
 
Net Book Value
Assets subject to amortization:
 
 
 
 
 
 
 
 
 
 
 
 
Customer relationships
 
$
847.7

 
$
(245.6
)
 
$
602.1

 
$
844.8

 
$
(230.8
)
 
$
614.0

Technology and intellectual property
 
236.0

 
(101.7
)
 
134.3

 
272.0

 
(95.6
)
 
176.4

Trade names and other
 
78.2

 
(14.7
)
 
63.5

 
40.1

 
(9.6
)
 
30.5

Assets not subject to amortization:
 
 
 
 

 
 

 
 
 
 
 
 
Trade names
 
244.9

 

 
244.9

 
244.1

 

 
244.1

Other intangible assets, net
 
$
1,406.8

 
$
(362.0
)
 
$
1,044.8

 
$
1,401.0

 
$
(336.0
)
 
$
1,065.0


The net book values of other intangible assets, net by reportable segment follows:
(in millions)
 
March 31, 2018
 
December 31, 2017
Carlisle Construction Materials
 
$
316.4

 
$
325.1

Carlisle Interconnect Technologies
 
336.2

 
344.5

Carlisle Fluid Technologies
 
300.9

 
302.5

Carlisle Brake & Friction
 
91.3

 
92.9

Total
 
$
1,044.8

 
$
1,065.0

v3.8.0.1
Commitments and Contingencies
3 Months Ended
Mar. 31, 2018
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
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 the Company did not have any significant accruals related to potential future costs of environmental remediation as of March 31, 2018, nor are any an asset retirement obligations 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.
v3.8.0.1
Long-term Debt
3 Months Ended
Mar. 31, 2018
Debt Disclosure [Abstract]  
Long-term Debt Long-term Debt
A summary of the Company's long-term debt follows: