A Dark Vector Cognition product

Cover and table of contents

19K characters. Original on sec.gov · Markdown

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

☑ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2022

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to

Commission file number 1-10235

IDEX CORPORATION

(Exact name of registrant as specified in its charter)

Delaware36-3555336
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
3100 Sanders Road,Suite 301,Northbrook,Illinois60062
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (847) 498-7070

Securities Registered Pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $.01 per shareIEXNew York Stock Exchange

Securities Registered Pursuant to Section 12(g) of the Act:

None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes þ No ¨

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No þ

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes þ No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☑Accelerated filer ☐Non-accelerated filer ☐Smaller reporting company☐
Emerging growth company☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☑

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No þ

The aggregate market value, as of the last business day of the registrant’s most recently completed second fiscal quarter, of the common stock (based on the June 30, 2022 closing price of $181.63) held by non-affiliates of IDEX Corporation was $13,718,682,816.

The number of shares outstanding of IDEX Corporation’s common stock, par value $.01 per share, as of February 17, 2023 was 75,518,200.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the proxy statement with respect to the IDEX Corporation 2023 annual meeting of stockholders (the “2023 Proxy Statement”) are incorporated by reference into Part III of this Form 10-K.

Table of Contents

PART I.Item 1.Business1
Item 1A.Risk Factors15
Item 1B.Unresolved Staff Comments20
Item 2.Properties21
Item 3.Legal Proceedings21
Item 4.Mine Safety Disclosures21
PART II.Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities22
Item 6.[Reserved]23
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations24
Item 7A.Quantitative and Qualitative Disclosures About Market Risk35
Item 8.Financial Statements and Supplementary Data36
Management’s Report on Internal Control Over Financial Reporting36
Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34)37
Consolidated Balance Sheets41
Consolidated Statements of Income42
Consolidated Statements of Comprehensive Income43
Consolidated Statements of Equity44
Consolidated Statements of Cash Flows45
Notes to Consolidated Financial Statements46
Note 1. Significant Accounting Policies46
Note 2. Acquisitions and Divestitures50
Note 3. Collaborative Investments58
Note 4. Balance Sheet Components63
Note 5. Revenue60
Note 6. Goodwill and Intangible Assets63
Note 7. Borrowings64
Note 8. Derivative Instruments67
Note 9. Fair Value Measurements68
Note 10. Leases69
Note 11. Commitments and Contingencies71
Note 12. Share Repurchases71
Note 13. Income Taxes71
Note 14. Business Segments and Geographic Information74
Note 15. Restructuring Expenses and Asset Impairments77
Note 16. Share-Based Compensation78
Note 17. Other Comprehensive (Loss) Income83
Note 18. Retirement Benefits84
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure91
Item 9A.Controls and Procedures91
Item 9B.Other Information91
Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections91
PART III.Item 10.Directors, Executive Officers and Corporate Governance92
Item 11.Executive Compensation92
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters92
Item 13.Certain Relationships and Related Transactions, and Director Independence92
Item 14.Principal Accountant Fees and Services92
PART IV.Item 15.Exhibits and Financial Statement Schedules93
Item 16.Form 10-K Summary93
Signatures98

PART I

Cautionary Statement Under the Private Securities Litigation Reform Act

This report contains “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. These statements may relate to, among other things, the Company’s full year 2023 focus and the assumptions underlying these expectations, plant and equipment capacity for future growth and the anticipated timing and effects of planned facility expansion, the duration of supply chain challenges, anticipated future acquisition behavior and capital deployment, availability of cash and financing alternatives, the intent to refinance or repay the Company’s 3.20% Senior Notes due June 2023 using the available borrowing capacity of the Revolving Facility and the anticipated benefits of the Company’s acquisitions, including the acquisitions of ABEL Pumps, L.P. and certain of its affiliates (“ABEL”), Airtech Group, Inc., US Valve Corporation and related entities (“Airtech”), Nexsight, LLC and its businesses Envirosight, WinCan, MyTana and Pipeline Renewal Technologies (“Nexsight”), KZ CO. (“KZValve”) and Muon B.V. and its subsidiaries (“Muon Group”) and are indicated by words or phrases such as “anticipates,” “estimates,” “plans,” “guidance,” “expects,” “projects,” “forecasts,” “should,” “could,” “will,” “management believes,” “the Company believes,” “the Company intends” and similar words or phrases. These statements are subject to inherent uncertainties and risks that could cause actual results to differ materially from those anticipated at the date of this report. The risks and uncertainties include, but are not limited to, the following: the impact of health epidemics and pandemics, including the COVID-19 pandemic, and the impact of related governmental actions on the Company’s ability to operate its business and facilities, on its customers, on supply chains and on the U.S. and global economy generally; economic and political consequences resulting from terrorist attacks and wars, including Russia's invasion of Ukraine and the global response to this invasion, which, along with the ongoing effects of the COVID-19 pandemic, could have an adverse impact on the Company's business by creating disruptions in the global supply chain and by potentially having an adverse impact on the global economy; levels of industrial activity and economic conditions in the U.S. and other countries around the world, including uncertainties in the financial markets; pricing pressures, including inflation and rising interest rates, and other competitive factors and levels of capital spending in certain industries, all of which could have a material impact on order rates and the Company’s results; the Company’s ability to make acquisitions and to integrate and operate acquired businesses on a profitable basis; the relationship of the U.S. dollar to other currencies and its impact on pricing and cost competitiveness; political and economic conditions in foreign countries in which the Company operates; developments with respect to trade policy and tariffs; interest rates; capacity utilization and the effect this has on costs; labor markets; supply chain backlogs, including risks affecting component availability, labor inefficiencies and freight logistical challenges; market conditions and material costs; risks related to environmental, social and corporate governance issues, including those related to climate change and sustainability; and developments with respect to contingencies, such as litigation and environmental matters, and the other risk factors discussed in Item 1A, “Risk Factors” of this annual report. The forward-looking statements included here are only made as of the date of this report, and management undertakes no obligation to publicly update them to reflect subsequent events or circumstances, except as may be required by law. Investors are cautioned not to rely unduly on forward-looking statements when evaluating the information presented here.

Next: Item 1. Business.