8-KAcquisitions & DispositionsExhibits & Filings

DOVER Corp 8-K Report, Acquisition Completed (Mar 4, 2014)

Filed March 4, 2014For Securities:DOV

Summary

Dover Corporation (DOV) announced the completion of the previously disclosed distribution of 100% of its common stock in Knowles Corporation (KN) to Dover shareholders. This transaction, finalized on February 28, 2014, effectively spun off Knowles as an independent, publicly traded entity on the NYSE. Shareholders of record on February 19, 2014, received one share of Knowles for every two shares of Dover held, with fractional shares being sold and proceeds distributed. This strategic move significantly alters Dover's financial reporting, as Knowles will no longer be consolidated into Dover's financial results. Investors should note that Dover's future financial performance will be solely attributable to its continuing operations. The filing also includes pro forma financial information reflecting the impact of this distribution, providing a clearer view of Dover's standalone financial position going forward.

Key Highlights

  • 1Dover Corporation completed the spin-off of its subsidiary, Knowles Corporation (KN), on February 28, 2014.
  • 2Knowles Corporation is now an independent public company trading under the ticker symbol 'KN' on the NYSE.
  • 3Shareholders received one share of Knowles for every two shares of Dover held as of the record date (February 19, 2014).
  • 4Dover will no longer consolidate Knowles within its financial results following the distribution.
  • 5The company has filed unaudited pro forma consolidated financial information to reflect the impact of the distribution.
  • 6Adjusted earnings from continuing operations information is also provided.
  • 7This transaction represents a significant strategic shift, focusing Dover on its core continuing businesses.

Frequently Asked Questions

The main event is the completion of Dover Corporation's distribution of 100% of the common stock of its subsidiary, Knowles Corporation, to Dover shareholders. This effectively made Knowles an independent public company.

Shareholders of record as of February 19, 2014, received one share of Knowles common stock for every two shares of Dover common stock they owned. Fractional shares were sold, and the proceeds were distributed to eligible shareholders.

Following the distribution, Dover Corporation will no longer consolidate Knowles Corporation within its financial results. This means Dover's future financial performance will reflect only its continuing operations.

The filing includes unaudited pro forma consolidated financial information giving effect to the Distribution, providing a clearer picture of Dover's standalone financial position. Unaudited Adjusted Earnings from Continuing Operations are also presented.