13 unchanged sentences
Interest and investment income 2,026 2,150 1,681
+Added: Pension settlement charge for U.S.
+Added: Plans ( 41,221 ) — —
Other - net 8,527 ( 17,610 ) ( 17,577 )
7 unchanged sentences
Average common shares 57,629 58,091 57,757
−Removed: Incremental common shares attributable to outstanding stock options, restricted stock and deferred stock-based compensation
+Added: Incremental common shares attributable to equity compensation 620 643 716
Average common shares and common share equivalents 58,249 58,734 58,473
15 unchanged sentences
Amortization of actuarial loss 7,575 14,954 12,767
+Added: Curtailment gain 1,052 — —
Settlement loss recognized 32,219 3,187 1,931
12 unchanged sentences
Prepaid expenses and other current assets 48,803 48,282
−Removed: Assets held for sale — 19,615
Total current assets 1,132,971 1,164,838
−Removed: Property, plant and equipment - net 355,565 358,618
−Removed: Operating right of use lease assets 110,851 122,125
Goodwill 1,804,693 1,713,148
+Added: Property, plant and equipment - net 353,442 355,565
Intangible assets - net 329,402 357,367
+Added: Operating right of use lease assets 102,279 110,851
Deferred income taxes 10,447 11,381
3 unchanged sentences
Current liabilities:
−Removed: Accounts payable $ 91,689 $ 70,949
−Removed: Income taxes payable 16,636 7,841
+Added: Current maturities of long - term debt $ 392,537 $ 34,188
Accrued liabilities 206,828 201,992
+Added: Accounts payable 99,276 91,689
Customer advance payments 92,584 77,868
−Removed: Current maturities of long - term debt 34,188 38,043
+Added: Income taxes payable 22,333 16,636
Operating lease liability - current 15,738 17,222
Finance lease liability 4,907 5,799
−Removed: Liabilities held for sale — 13,148
Total current liabilities 834,203 445,394
1 unchanged sentence
Operating lease liability - noncurrent 90,768 97,685
−Removed: Finance lease liability - noncurrent 14,944 10,470
−Removed: Pension obligations 80,584 165,529
−Removed: Postretirement obligations 82,652 85,249
Deferred income taxes 110,781 88,467
+Added: Postretirement obligations 56,804 82,652
+Added: Pension obligations 40,551 80,584
+Added: Finance lease liability - noncurrent 11,184 14,944
Other long-term liabilities 36,389 40,396
25 unchanged sentences
Shares issued under company stock and employee benefit plans — 38,712 — — 12,141 50,853
−Removed: — 18,475 — — 7,545 26,020
Stock-based compensation — 12,856 — — — 12,856
−Removed: Purchase of treasury shares ( 998,004 shares)
+Added: Purchase of treasury shares
+Added: ( 384,498 shares)
— — — — ( 52,614 ) ( 52,614 )
8 unchanged sentences
Shares issued under company stock and employee benefit plans — 27,893 — — 3,887 31,780
−Removed: — 38,712 — — 12,141 50,853
Stock-based compensation — 22,757 — — — 22,757
−Removed: Purchase of treasury shares ( 384,498 shares)
+Added: Purchase of treasury shares
+Added: ( 291,253 shares)
— — — — ( 60,970 ) ( 60,970 )
8 unchanged sentences
Shares issued under company stock and employee benefit plans — 10,615 — — 1,509 12,124
−Removed: — 27,893 — — 3,887 31,780
Stock-based compensation — 30,748 — — — 30,748
−Removed: Purchase of treasury shares ( 291,253 shares)
+Added: Purchase of treasury shares
+Added: ( 1,200,546 shares)
— — — — ( 262,869 ) ( 262,869 )
2 unchanged sentences
Net income — — 513,103 — — 513,103
−Removed: Impact of adoption of ASU 2016-13 — — ( 396 ) — — ( 396 )
−Removed: Other comprehensive income:
+Added: Other comprehensive income (loss):
Foreign currency translation adjustments — — — ( 126,657 ) — ( 126,657 )
+Added: Pension plan settlement adjustment — — — 33,271 — 33,271
Defined benefit pension and post-retirement plans adjustment — — — 61,439 — 61,439
14 unchanged sentences
Non-cash stock compensation 30,748 22,757 12,856
−Removed: Loss on sale of property, plant and equipment 589 484 953
+Added: Loss (gain) on sale of property, plant and equipment ( 581 ) 589 484
Impairment loss on assets held for sale — — 87,371
+Added: Pension settlement charge for U.S.
+Added: Plans 41,221 — —
Other non-cash 1,259 4,907 3,729
7 unchanged sentences
Customer advance payments 18,682 36,167 ( 619 )
−Removed: Other - principally pension plan ( 73,691 ) 1,818 ( 3,903 )
+Added: Other ( 55,755 ) ( 73,691 ) 1,818
Net cash provided by operating activities 513,131 545,927 502,421
9 unchanged sentences
Repayment of capital lease obligations ( 5,439 ) ( 6,624 ) ( 7,605 )
−Removed: Payment of debt issuance costs — — ( 1,742 )
Issuance of common shares 12,124 31,780 50,853
3 unchanged sentences
Effect of exchange rate changes on cash ( 10,879 ) 1,834 346
−Removed: Increase in cash and cash equivalents 91,679 57,129 55,486
+Added: Increase (decrease) in cash and cash equivalents ( 136,515 ) 91,679 57,129
Cash and cash equivalents at beginning of year 299,972 208,293 151,164
19 unchanged sentences
Revenues deferred as of October 31, 2022 and 2021 were not material.
−Removed: However, for certain contracts related to the sale of customer-specific products within our Advanced Technology Solutions segment, revenue is recognized for these contracts over time as we satisfy performance obligations because of the continuous transfer of control to the customer.
+Added: However, for certain contracts related to the sale of customer-specific products within our Medical and Fluid Solutions segment, revenue is recognized for these contracts over time as we satisfy performance obligations because of the continuous transfer of control to the customer.
The continuous transfer of control to the customer occurs as we enhance assets that are customer controlled and we are contractually entitled to payment for work performed to date plus a reasonable margin.
4 unchanged sentences
Contract assets recognized are recorded in Prepaid expenses and other current assets and contract liabilities are recorded in Accrued liabilities in our Consolidated Balance Sheets and were not material at October 31, 2022 or 2021.
−Removed: Revenue recognized over time represented approximately ten percent of our overall consolidated revenues at October 31, 2021 or 2020.
+Added: Revenue recognized over time represented approximately less than ten percent of our overall consolidated revenues at October 31, 2022 or 2021.
Revenue is measured as the amount of consideration we expect to receive in exchange for transferring products or services.
6 unchanged sentences
We offer assurance-type warranties on our products as well as separately sold warranty contracts.
−Removed: Revenue related to warranty contracts that are sold separately is recognized over the life of the warranty term and are not material.
−Removed: Certain arrangements may include installation, installation supervision, training, and spare parts, which tend to be completed in a short period of time, at an insignificant cost, and utilizing skills not unique to us, therefore, are typically regarded as inconsequential or not material.
+Added: Revenue related to warranty contracts that are sold separately is recognized over the life of the warranty term and is not material.
+Added: Certain arrangements may include installation, installation supervision, training and spare parts, which tend to be completed in a short period of time, at an insignificant cost, and utilizing skills not unique to us;
+Added: therefore, these items are typically regarded as inconsequential or not material.
We disclose disaggregated revenues by operating segment and geography in accordance with the revenue standard and on the same basis used internally by the chief operating decision maker for evaluating performance of operating segments and for allocating resources.
8 unchanged sentences
Research and development costs are expensed as incurred and were $ 63,031 , $ 59,422 and $ 63,591 in 2022, 2021 and 2020, respectively.
−Removed: As a percentage of sales, research and development expenses were 2.5 , 3.0 and 2.7 percent in 2021, 2020 and 2019, respectively.
Earnings per share — Basic earnings per share are computed based on the weighted-average number of common shares outstanding during each year, while diluted earnings per share are based on the weighted-average number of common shares and common share equivalents outstanding.
2 unchanged sentences
Options for 78 common shares were excluded from the diluted earnings per share calculation in 2022 and 46 and 95 options were excluded from the calculation of diluted earnings per share in 2021 and 2020, respectively because their effect would have been anti-dilutive.
−Removed: Under the Amended and Restated 2012 Stock Incentive and Award Plan, executive officers and selected other key employees receive common share awards based on corporate performance measures over three-year performance periods.
+Added: Under the 2021 Stock Incentive and Award Plan, executive officers and selected other key employees receive common share awards based on corporate performance measures over three -year performance periods.
Awards for which performance measures have not been met were excluded from the calculation of diluted earnings per share.
13 unchanged sentences
Accounts receivable are net of an allowance for credit losses of $ 8,218 and $ 7,522 at October 31, 2022 and October 31, 2021, respectively.
−Removed: The change in the allowance for expected credit losses includes an immaterial accounting standard adoption impact from ASU 2016-13 of $ 396 for the twelve months ended October 31, 2021.
−Removed: The provision for losses on receivables was $ 32 for the twelve months ended October 31, 2021, respectively, compared to $ 2,165 for the same periods a year ago, respectively.
+Added: The provision for losses on receivables was $ 1,259 for the twelve months ended October 31, 2022 compared to $ 32 for the same period a year ago.
The remaining change in the allowance for credit losses is principally related to the write-off of uncollectible accounts.
Inventories — Inventories are valued at the lower of cost or net realizable value.
−Removed: Cost was determined using the last-in, first-out (LIFO) method for 16 percent of consolidated inventories at October 31, 2021 and 19 percent of consolidated inventories at October 31, 2020.
−Removed: The first-in, first-out (FIFO) method is used for all other inventories.
−Removed: Consolidated inventories would have been $ 4,216 and $ 4,545 higher than reported at October 31, 2021 and 2020, respectively, had the FIFO method, which approximates current cost, been used for valuation of all inventories.
+Added: Effective in the third quarter of 2022, we changed our accounting method for certain U.S.
+Added: inventories from a last-in, first-out basis (LIFO) to a first-in, first-out basis (FIFO).
+Added: Previously, the LIFO method was used to determine the cost of a portion of our inventories in the U.S.
+Added: We believe this change in accounting method is preferable as it is consistent with how we manage our business, results in a uniform method to value our inventory across all regions of our business, improves comparability with our peers and is expected to better reflect the current value of inventory on the consolidated balance sheets.
+Added: We applied this accounting change as a cumulative effect adjustment to cost of sales in the third quarter of 2022 and did not restate prior period financial statements because the impact was not material.
+Added: Cost was determined using the LIFO method for 16 percent of consolidated inventories at October 31, 2021.
+Added: Consolidated inventories would have been $ 4,216 higher than reported at October 31, 2021 had the FIFO method, which approximates current cost, been used for valuation of all inventories.
Property, plant and equipment and depreciation — Property, plant and equipment are carried at cost.
Additions and improvements that extend the lives of assets are capitalized, while expenditures for repairs and maintenance are expensed as incurred.
−Removed: Plant and equipment are depreciated for financial reporting purposes using the straight-line method over the estimated useful lives of the assets or, in the case of property under finance leases, over the terms of the leases.
−Removed: Leasehold improvements are depreciated over the shorter of the lease term or their useful lives.
+Added: Plant and equipment are depreciated for financial reporting purposes using the straight-line method over the estimated
Nordson Corporation 37
Notes to Consolidated Financial Statements — (Continued)
+Added: useful lives of the assets or, in the case of property under finance leases, over the terms of the leases.
+Added: Leasehold improvements are depreciated over the shorter of the lease term or their useful lives.
Useful lives are as follows:
50 unchanged sentences
Note 2 — Recently issued accounting standards
−Removed: New accounting guidance adopted:
−Removed: In June 2016, the Financial Accounting Standards Board (FASB) issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326),” which changed the impairment model for most financial instruments.
−Removed: Prior guidance required the recognition of credit losses based on an incurred loss impairment methodology that reflected losses once the losses are probable.
−Removed: We adopted the new standard on November 1, 2020 and are now applying a current expected credit loss model that requires recognizing an estimate of credit losses that are expected to occur over the life of the financial instruments that are in the scope of the update, including trade receivables.
−Removed: The standard requires judgment and consideration of historical information, current information, and reasonable and supportable forecasts, as well as the impact of any prepayments.
−Removed: In addition, we reviewed our business processes and controls to support the recognition and disclosure as required under the new standard.
−Removed: The adoption of this new standard did not have a material impact on our Consolidated Financial Statements.
−Removed: In August 2018, the FASB issued ASU 2018-15, “Intangibles – Goodwill and Other Internal – Use Software (Subtopic 350-40),” which is meant to help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement (hosting arrangement), by providing guidance in determining when the arrangement includes a software license.
−Removed: We adopted the new standard on November 1, 2020.
−Removed: Hosted arrangements deemed to be in scope will follow the capitalization criteria for implementation costs as though they were internal-use computer software.
−Removed: There may be multiple elements besides the software license (such as:
−Removed: training, future upgrades, data conversion, and other elements) which require the allocation of the contract price to each of the elements;
−Removed: entities are to capitalize only those elements which meet the capitalization criteria.
−Removed: Capitalized implementation costs are amortized over the term of the hosted arrangement including consideration for renewal or termination options.
−Removed: In addition, we reviewed our business processes and controls to support the recognition and disclosure as required under the new standard.
−Removed: The adoption of this new standard did not have a material impact on our Consolidated Financial Statements.
−Removed: In August 2018, the FASB issued ASU 2018-14, “Compensation – Retirement Benefits – Defined Benefit Plans – General (Subtopic 715-20),” a new standard which addresses defined benefit plans.
−Removed: The amendments modify the following disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans:
−Removed: the amounts in accumulated other comprehensive income expected to be recognized as components of net period benefit cost over the next fiscal year, amount and timing of plan assets expected to be returned to the employer, related party disclosure about the amount of future annual benefits covered by insurance and annuity contracts and significant transactions between the employer or related parties and the plan, and the effects of a 1.00 percent point change in assumed health care cost trend rates on the (a) aggregate of the service and interest cost components of net periodic benefit costs and (b) benefit obligations for postretirement health care benefits are removed.
−Removed: A disclosure requirement was added for the explanation of the reasons for significant gains and losses related to changes in the benefit obligation for the period.
−Removed: Additionally, the standard clarifies disclosure requirements surrounding the projected benefit obligation (PBO) and fair value of plan assets for plans with PBOs in excess of plan assets and the accumulated benefit obligation (ABO) and fair value of plan assets for plans with ABOs in excess of plan assets.
−Removed: We adopted the new standard and revised disclosures as reflected in Note 7 with no material impact to the Consolidated Financial Statements.
−Removed: In August 2018, the FASB issued a new standard which removes, modifies, and adds certain disclosure requirements on fair value measurements.
−Removed: The guidance removes disclosure requirements pertaining to the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the policy for timing of transfers between levels, and the valuation processes for Level 3 fair value measurements.
−Removed: For investments in certain entities that calculate net asset value, an entity is required to disclose the timing of liquidation of an investee’s assets and the date when restrictions from redemption might lapse only if the investee has communicated the timing to the entity or announced the timing publicly.
−Removed: In addition, the amendment clarifies that the measurement uncertainty disclosure is to communicate information about the uncertainty in measurement as of the reporting date.
−Removed: The guidance adds disclosure requirements for changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period as well as
−Removed: Nordson Corporation 39
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements.
−Removed: We adopted the new standard on November 1, 2020 with no material impact to the Consolidated Financial Statements.
−Removed: In December 2019, the FASB issued ASU 2019-12, “Income Taxes (ASC 740) – Simplifying the Accounting for Income Taxes,” which simplifies the accounting for income taxes by removing certain exceptions to the general principles in ASC 740.
−Removed: The amendments also improve consistent application of and simplify U.S.
−Removed: GAAP for other areas of ASC 740 by clarifying and amending existing guidance.
−Removed: We adopted the new standard on November 1, 2020 with no material impact to the Consolidated Financial Statements.
+Added: There have been no new accounting standards issued that would require either disclosure or adoption for 2022 by the Company.
Note 3 — Acquisitions
2 unchanged sentences
Operating results since the respective dates of acquisitions are included in the Consolidated Statement of Income.
+Added: 2022 acquisition
+Added: On November 1, 2021, we acquired 100 percent of NDC Technologies (NDC), a leading global provider of precision measurement solutions for in-line manufacturing process control.
+Added: NDC's technology portfolio includes in-line measurement sensors, gauges and analyzers using near-infrared, laser, X-ray, optical and nucleonic technologies, as well as proprietary algorithms and software.
+Added: We acquired NDC for an aggregate purchase price of $ 171,613 , net of cash of approximately $ 7,533 and other working capital adjustments of $ 2,763 , utilizing cash on hand.
+Added: Based on the fair value of the assets acquired and the liabilities assumed, goodwill of $ 131,129 and identifiable intangible assets of $ 31,130 were recorded.
+Added: The identifiable intangible assets consist primarily of $ 10,800 of tradenames (amortized over 13 years), $ 10,000 of technology (amortized over 7 years), $ 9,500 of customer relationships (amortized over 4 years) and $ 830 of non-compete agreements (amortized over 3 years).
+Added: Goodwill associated with this acquisition of $ 72,018 is tax deductible.
+Added: This acquisition is being reported in our Industrial Precision Solutions segment and the results of NDC are not material to our Consolidated Financial Statements.
2020 acquisitions
12 unchanged sentences
Goodwill associated with this acquisition was tax deductible.
−Removed: This acquisition is being reported in our Advanced Technology Solutions segment and the results for Fluortek were not material to the our Consolidated Financial Statements.
−Removed: 2019 acquisition
−Removed: On July 1, 2019, we purchased certain assets of Optical Control GmbH & Co.
−Removed: KG ("Optical"), a Nuremberg, Germany designer and developer of high speed, fully automatic counting systems utilizing x-ray technology.
−Removed: This transaction was not material to our Consolidated Financial Statements.
−Removed: We recorded the acquisition of Optical based on the fair value of the assets acquired and the liabilities assumed.
−Removed: Goodwill associated with this acquisition is tax deductible.
−Removed: This acquisition is being reported in our Advanced Technology Solutions segment.
+Added: This acquisition is being reported in our Medical and Fluid Solutions segment and the results for Fluortek were not material to the our Consolidated Financial Statements.
+Added: Nordson Corporation 39
+Added: Notes to Consolidated Financial Statements — (Continued)
Note 4 — Divestiture
5 unchanged sentences
Based on this review, we recorded a non-cash, assets held for sale impairment charge of $ 87,371 in 2020.
−Removed: Nordson Corporation 40
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: The assets and liabilities of the screws and barrels product line classified as held for sale at October 31, 2020 were as follows:
−Removed: Receivables - net $ 14,327
−Removed: Inventories - net 9,854
−Removed: Prepaid expenses and other current assets 696
−Removed: Property, plant and equipment - net 58,950
−Removed: Other assets 23,159
−Removed: Impairment on carrying value ( 87,371 )
−Removed: Assets held for sale $ 19,615
−Removed: Accounts payable $ 4,625
−Removed: Accrued liabilities 3,352
−Removed: Other liabilities 5,171
−Removed: Liabilities held for sale $ 13,148
Excluding the non-cash, assets held for sale impairment charge recorded in the fourth quarter of 2020, the operating results of the screws and barrels product line were not material to our Consolidated Financial Statements for any period presented.
There were no significant adjustments in 2021 to the loss recognized in 2020.
−Removed: Nordson Corporation 41
−Removed: Notes to Consolidated Financial Statements — (Continued)
Note 5 — Details of Consolidated Balance Sheet 2022 2021
5 unchanged sentences
$ 537,313 $ 489,389
+Added: Finished goods $ 218,491 $ 211,628
Raw materials and component parts 157,447 111,089
Work-in-process 53,195 54,557
−Removed: Finished goods 211,628 183,860
429,133 377,274
Obsolescence and other reserves ( 45,735 ) ( 50,079 )
−Removed: LIFO reserve ( 4,216 ) ( 4,545 )
$ 383,398 $ 327,195
12 unchanged sentences
Salaries and other compensation $ 81,181 $ 87,066
−Removed: Pension and retirement 5,622 10,282
Taxes other than income taxes 14,869 13,095
+Added: Warranty 11,723 11,113
+Added: Interest 6,018 6,262
+Added: Pension and retirement 4,456 5,622
Customer commissions 3,526 10,460
1 unchanged sentence
$ 206,828 $ 201,992
+Added: Nordson Corporation 40
+Added: Notes to Consolidated Financial Statements — (Continued)
Note 6 — Goodwill and intangible assets
8 unchanged sentences
The discounted cash flow method (Income Approach) uses assumptions for revenue growth, operating margin and working capital turnover that are based on management’s strategic plans tempered by performance trends and reasonable expectations about those trends.
−Removed: Terminal value calculations employ a published formula
−Removed: Nordson Corporation 42
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: known as the Gordon Growth Model Method that essentially captures the present value of perpetual cash flows beyond the last projected period assuming a constant Weighted Average Cost of Capital (WACC) methodology and growth rate.
+Added: Terminal value calculations employ a published formula known as the Gordon Growth Model Method that essentially captures the present value of perpetual cash flows beyond the last projected period assuming a constant Weighted Average Cost of Capital (WACC) methodology and growth rate.
For each reporting unit, a sensitivity analysis is performed to vary the discount and terminal growth rates in order to provide a range of reasonableness for detecting impairment.
10 unchanged sentences
Based on our annual impairment tests in 2022, 2021 and 2020, the fair value of each reporting unit exceeded its carrying value, and accordingly, we did not record any goodwill impairment charges in 2022, 2021 or 2020.
−Removed: Our reporting units include components of the Industrial Precision Solutions and the Advanced Technology Solutions segments.
+Added: Effective in the fourth quarter of 2022, we realigned our former two operating segments into three :
+Added: Industrial Precision Solutions, Medical and Fluid Solutions, and Advanced Technology Solutions.
+Added: Previously, Advanced Technology Solutions was comprised of Medical and Fluid Solutions and the former Advanced Technology Solutions.
+Added: Our segment change did not have any impact on our reporting units.
+Added: Our reporting units include components of the Industrial Precision Solutions, Medical and Fluid Solutions, and the Advanced Technology Solutions segments.
Changes in the carrying amount of goodwill during 2022 by operating segment:
−Removed: Industrial Precision Solutions Advanced Technology Solutions Total
+Added: Industrial Precision Solutions Medical Fluid Systems Advanced Technology Systems Total
Balance at October 31, 2021 $ 415,020 $ 1,176,149 $ 121,979 $ 1,713,148
+Added: Acquisitions 131,129 — — 131,129
Currency effect ( 25,913 ) ( 4,080 ) ( 9,591 ) ( 39,584 )
Balance at October 31, 2022 $ 520,236 $ 1,172,069 $ 112,388 $ 1,804,693
+Added: The increase in goodwill for 2022 was due to the acquisition of NDC.
+Added: See Note 3 for additional details.
+Added: Nordson Corporation 41
+Added: Notes to Consolidated Financial Statements — (Continued)
Changes in the carrying amount of goodwill during 2021 by operating segment:
−Removed: Industrial Precision Solutions Advanced Technology Solutions Total
+Added: Industrial Precision Solutions Medical Fluid Systems Advanced Technology Systems Total
Balance at October 31, 2020 $ 415,862 $ 1,175,972 $ 121,520 $ 1,713,354
−Removed: Acquisition — 90,441 90,441
−Removed: Other ( 453 ) — ( 453 )
Currency effect ( 842 ) 177 459 ( 206 )
1 unchanged sentence
Accumulated impairment losses, which were recorded in 2009, were $ 232,789 of which $ 229,173 related to the Advanced Technology Solutions segment and $ 3,616 related to the Industrial Precision Solutions segment.
−Removed: The Other activity above reflects an allocation of goodwill to the disposal group classified as held for sale in 2020.
−Removed: Nordson Corporation 43
−Removed: Notes to Consolidated Financial Statements — (Continued)
Information regarding intangible assets subject to amortization:
18 unchanged sentences
Amortization expense for 2022, 2021 and 2020 was $ 50,825 , $ 50,551 and $ 56,979 , respectively.
+Added: See Note 3 for details regarding intangibles recorded due to the acquisition of NDC.
Estimated amortization expense for each of the five succeeding years:
2023 $ 49,169
−Removed: 2023 $ 45,355
−Removed: 2024 $ 39,784
−Removed: 2025 $ 38,796
−Removed: 2026 $ 37,530
Note 7 — Retirement, pension and other postretirement plans
6 unchanged sentences
Pension plan benefits are generally based on years of employment and, for salaried employees, the level of compensation.
−Removed: Actuarially determined amounts are contributed to United States plans to provide sufficient assets to meet future benefit payment requirements.
−Removed: We also sponsor an unfunded supplemental pension plan for certain employees.
−Removed: International subsidiaries fund their pension plans according to local requirements.
+Added: Actuarially determined amounts are contributed to United States plans to provide sufficient assets to meet future benefit payment
Nordson Corporation 42
Notes to Consolidated Financial Statements — (Continued)
+Added: requirements.
+Added: We also sponsor an unfunded supplemental pension plan for certain employees.
+Added: International subsidiaries fund their pension plans according to local requirements.
+Added: During the second quarter of 2022, we completed a partial plan settlement transaction in regards to two of our U.S.
+Added: pension plans in which plan assets amounting to $ 171,181 were used to purchase a group annuity contract from The Prudential Insurance Company of America (Prudential).
+Added: The settlement resulted in a loss of $ 41,221 , which is included in Pension settlement charge for U.S.
+Added: Plans on the Consolidated Statements of Income.
+Added: This transaction relieved the Company of its responsibility for the pension obligation related to certain retired employees and transferred the obligation and payment responsibility to Prudential for retirement benefits owed to approximately 1,500 retirees and other beneficiaries.
+Added: The annuity contract covered retirees who commenced receiving benefits on or before November 1, 2021.
+Added: The monthly retirement benefit payment amounts currently received by retirees and their beneficiaries did not change as a result of this transaction.
+Added: Plan participants not included in the transaction remain in the plans and responsibility for payment of the retirement benefits remains with the Company.
A reconciliation of the benefit obligations, plan assets, accrued benefit cost and the amount recognized in financial statements for pension plans is as follows:
10 unchanged sentences
Foreign currency exchange rate change — — ( 14,291 ) 1,024
−Removed: Actuarial loss (gain) 4,561 47,788 ( 121 ) 2,729
+Added: Actuarial (gain) loss ( 165,697 ) 4,561 ( 29,414 ) ( 121 )
Benefits paid ( 15,464 ) ( 17,813 ) ( 2,183 ) ( 2,091 )
15 unchanged sentences
Total amount recognized in financial statements $ 30,331 $ 12,318 $ ( 22,564 ) $ ( 58,775 )
+Added: Nordson Corporation 43
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: The net actuarial gain included in the projected benefit obligation for the United States pension plans for 2022 was primarily due to higher discount rates partially offset by an increase in the compensation increase assumption.
The net actuarial loss included in the projected benefit obligation for the United States pension plans for 2021 was primarily due to updated census data partially offset by gains due to changes in the discount rates.
−Removed: The net actuarial loss included in the projected benefit obligation for 2020 was primarily due to lower discount rates and updated census data and assumptions.
+Added: Amounts recognized in accumulated other comprehensive (gain) loss:
United States International
2022 2021 2022 2021
−Removed: Amounts recognized in accumulated other comprehensive (gain) loss:
−Removed: Net actuarial loss $ 142,070 $ 192,593 $ 30,544 $ 32,097
+Added: Net actuarial loss (gain) $ 74,293 $ 142,070 $ ( 2,280 ) $ 30,544
Prior service cost (credit) — 48 ( 133 ) ( 1,808 )
−Removed: Accumulated other comprehensive loss $ 142,118 $ 192,577 $ 28,736 $ 29,960
−Removed: Nordson Corporation 45
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: The following table summarizes the changes in accumulated other comprehensive loss:
+Added: Accumulated other comprehensive loss (income) $ 74,293 $ 142,118 $ ( 2,413 ) $ 28,736
+Added: The following table summarizes the changes in accumulated other comprehensive loss (income):
United States International
4 unchanged sentences
Net gain recognized during the year ( 7,504 ) ( 14,885 ) ( 2,278 ) ( 3,144 )
−Removed: Prior service credit recognized during the year 64 84 303 290
−Removed: Settlement loss ( 4,111 ) ( 2,508 ) ( 32 ) —
−Removed: Curtailment ( 2,436 ) — — —
+Added: Prior service adjustment recognized during the year ( 48 ) 64 104 303
+Added: Settlement (gain) loss ( 41,548 ) ( 4,111 ) 29 ( 32 )
+Added: Curtailment (gain) loss ( 2,715 ) ( 2,436 ) 1,406 —
Exchange rate effect during the year — — ( 2,176 ) 414
17 unchanged sentences
Amortization of net actuarial loss 7,504 14,885 14,032 2,278 3,144 2,972
−Removed: Settlement loss 4,111 2,508 — 32 — 470
+Added: Settlement loss (gain) 41,548 4,111 2,508 ( 29 ) 32 —
+Added: Curtailment gain — — — ( 2,112 ) — —
Total benefit cost $ 52,630 $ 26,729 $ 28,248 $ 1,401 $ 4,295 $ 4,533
−Removed: Net periodic pension cost for 2021, 2020 and 2019 included settlement losses of $ 4,143 , $ 2,508 and $ 470 , respectively, due to lump sum retirement payments.
−Removed: The components of net periodic pension cost other than service cost are included in Other – net in our Consolidated Statements of Income.
Nordson Corporation 44
Notes to Consolidated Financial Statements — (Continued)
+Added: Net periodic pension cost for 2022, 2021 and 2020 also included settlement losses of $ 298 , $ 4,143 and $ 2,508 , respectively, due to lump sum retirement payments.
+Added: Net periodic pension cost for 2022 included a curtailment gain of $ 2,112 due to the freeze of an international defined benefit plan.
+Added: The components of net periodic pension cost other than service cost are included in Pension settlement charge for U.S.
+Added: Plans and Other – net in our Consolidated Statements of Income .
The weighted average assumptions used in the valuation of pension benefits were as follows:
18 unchanged sentences
The international plans include a cash balance plan with promised interest crediting rates.
−Removed: The weighted average crediting rates were 0.50 %, 0.40 % and 0.60 % for 2021, 2020 and 2019.
−Removed: Net actuarial gains or losses are amortized to expense on a plan-by-plan basis when they exceed the accounting corridor, which is set at 10 percent of the greater of the plan assets or benefit obligations.
+Added: The weighted average crediting rates were 0.60 %, 0.50 % and 0.40 % for 2022, 2021 and 2020, respectively.
+Added: Net actuarial gains or losses are amortized to expense on a plan-by-plan basis when exceeding the accounting corridor, which is set at 10 percent of the greater of the plan assets or benefit obligations.
Gains or losses within the corridor remain in other comprehensive income and are retested in subsequent measurements.
35 unchanged sentences
Technology 1,569 1,569 — — — — — —
−Removed: Utilities — — — — — — — —
−Removed: Mutual funds 52,319 52,319 — — — — — —
Fixed income securities:
24 unchanged sentences
Technology 5,080 5,080 — — — — — —
−Removed: Utilities 685 685 — — — — — —
Mutual funds 52,319 52,319 — — — — — —
11 unchanged sentences
Total Investments at Fair Value $ 639,589 $ 47,274
−Removed: These investment funds did not own a significant number of shares of Nordson Corporation common stock for any year presented.
+Added: These investment funds did not own a significant number of Nordson Corporation common shares for any year presented.
The inputs and methodology used to measure fair value of plan assets are consistent with those described in Note 12.
37 unchanged sentences
Actual return on plan assets:
−Removed: Assets held, end of year 1,739
Purchases 1,441
Sales ( 541 )
+Added: Settlements ( 714 )
+Added: Unrealized losses ( 440 )
Foreign currency translation ( 249 )
42 unchanged sentences
Net actuarial (gain) loss $ ( 5,035 ) $ 21,456 $ ( 661 ) $ ( 543 )
−Removed: Prior service credit — — — —
Accumulated other comprehensive (gain) loss $ ( 5,035 ) $ 21,456 $ ( 661 ) $ ( 543 )
−Removed: Nordson Corporation 51
−Removed: Notes to Consolidated Financial Statements — (Continued)
The following table summarizes the changes in accumulated other comprehensive (gain) loss:
4 unchanged sentences
Net gain (loss) recognized during the year ( 978 ) ( 1,359 ) 51 41
−Removed: Prior service credit recognized during the year — 17 — —
Exchange rate effect during the year — — 48 ( 35 )
Balance at end of year $ ( 5,035 ) $ 21,456 $ ( 661 ) $ ( 543 )
+Added: Nordson Corporation 49
+Added: Notes to Consolidated Financial Statements — (Continued)
Net postretirement benefit costs include the following components:
20 unchanged sentences
The weighted average health care trend rates reflect expected increases in the Company’s portion of the obligation.
−Removed: Net actuarial gains or losses are amortized to expense on a plan-by-plan basis when they exceed the accounting corridor, which is set at 10 percent of the greater of the plan assets or benefit obligations.
+Added: Net actuarial gains or losses are amortized to expense on a plan-by-plan basis when exceeding the accounting corridor, which is set at 10 percent of the greater of the plan assets or benefit obligations.
Gains or losses outside of the corridor are subject to amortization over an average employee future service period that differs by plan.
1 unchanged sentence
Contributions to postretirement plans in 2023 are estimated to be approximately $ 3,230 .
−Removed: Nordson Corporation 52
−Removed: Notes to Consolidated Financial Statements — (Continued)
Retiree postretirement benefit payments are anticipated to be paid as follows:
2 unchanged sentences
2028-2030 20,438 34
+Added: Nordson Corporation 50
+Added: Notes to Consolidated Financial Statements — (Continued)
Note 8 — Income taxes
13 unchanged sentences
Our income tax provision for 2021 included a tax benefit of $ 5,982 due to our share-based payment transactions.
+Added: Our income tax provision for 2020 included a tax benefit of $ 15,661 due to our share-based payment transactions.
Income before taxes in 2020 included a non-cash, assets held for sale impairment charge of $ 87,371 related to our commitment to sell our screws and barrels product line within the Adhesives reporting unit under our Industrial Precision Solutions segment and the tax benefit of the impairment was $ 15,254 .
A portion of the impairment charge did not have related tax benefits.
−Removed: Our income tax provision for 2019 included a provisional tax benefit of $ 4,866 to reflect the adjustment to the provisional amounts recognized in 2018 due to changes in interpretations and assumptions and the finalization of estimates related to the U.S.
−Removed: Tax Cuts and Jobs Act (the "Act").
−Removed: We are paying the transition tax in installments over the eight-year period allowable under the Act.
−Removed: The remaining transition tax is included in other long-term liabilities in the Consolidated Balance Sheet at October 31, 2021.
−Removed: Other provisions of the Act became effective for us in 2019.
−Removed: The Foreign-Derived Intangible Income provision generates a deduction against our U.S.
−Removed: taxable income for U.S.
−Removed: earnings derived offshore that utilize intangibles held in the U.S.
−Removed: Conversely, the Global Intangible Low-Taxed Income (“GILTI”) provision requires us to be subject to U.S.
−Removed: taxation on a portion of our foreign subsidiary earnings that exceed an allowable return.
−Removed: We elected to treat any GILTI inclusion as a period expense in the year incurred.
−Removed: Nordson Corporation 53
−Removed: Notes to Consolidated Financial Statements — (Continued)
A reconciliation of the U.S.
2 unchanged sentences
Statutory federal income tax rate 21.00 % 21.00 % 21.00 %
−Removed: Transition tax — — 1.46
Share-based and other compensation 0.26 ( 0.30 ) ( 4.15 )
−Removed: Foreign tax rate variances, net of foreign tax credits 0.92 1.51 1.16
+Added: Foreign tax rate variances 0.95 0.84 1.51
State and local taxes, net of federal income tax benefit 0.84 0.81 ( 0.01 )
−Removed: Amounts related to prior years ( 0.18 ) ( 0.04 ) ( 0.55 )
Foreign-Derived Intangible Income Deduction ( 1.59 ) ( 1.19 ) ( 0.95 )
12 unchanged sentences
During 2022, unrecognized tax benefits related primarily to domestic positions and, as recognized, a substantial portion of the gross unrecognized tax benefits were offset against assets recorded in the Consolidated Balance Sheet.
+Added: Nordson Corporation 51
+Added: Notes to Consolidated Financial Statements — (Continued)
A reconciliation of the beginning and ending amount of unrecognized tax benefits for 2022, 2021 and 2020 is as follows:
16 unchanged sentences
Within the next twelve months, it is reasonably possible that certain statute of limitations periods would expire, which could result in a minimal decrease in our unrecognized tax benefits.
−Removed: Nordson Corporation 54
−Removed: Notes to Consolidated Financial Statements — (Continued)
Significant components of deferred tax assets and liabilities are as follows:
Deferred tax assets:
+Added: Lease Liabilities $ 28,413 $ 32,572
Employee benefits 22,079 39,798
−Removed: Other accruals not currently deductible for taxes 17,499 16,207
Tax credit and loss carryforwards 15,616 19,269
+Added: Other accruals not currently deductible for taxes 11,336 16,542
Inventory adjustments 6,423 6,924
4 unchanged sentences
Depreciation and amortization 145,285 145,494
+Added: Lease right-of-use assets 27,548 31,615
Other - net 1,238 941
3 unchanged sentences
We also had $ 34,352 of state operating loss carryforwards, $ 16,965 of foreign operating loss carryforwards, and a $ 3,570 capital loss carryforward, of which $ 41,269 will expire in 2023 through 2038, and $ 13,618 of which has an indefinite carryforward period.
−Removed: The net change in the valuation allowance was a decrease of $ 8,092 in 2021 and an increase of $ 6,932 in 2020.
+Added: The net change in the valuation allowance was a decrease of $ 4,011 in 2022 and a decrease of $ 8,092 in 2021.
The valuation allowance of $ 10,130 at October 31, 2022, related primarily to tax credits and loss carryforwards that may expire before being realized.
4 unchanged sentences
Unused bank lines of credit $ 61,213 $ 57,082
+Added: Nordson Corporation 52
+Added: Notes to Consolidated Financial Statements — (Continued)
Note 10 — Long-term debt
4 unchanged sentences
Senior notes, due 2023-2030 350,000 350,000
−Removed: Term loan — 255,000
Euro loan, due 2023 261,893 306,358
3 unchanged sentences
Long-term maturities $ 345,320 $ 781,709
−Removed: Revolving credit agreement — In April 2019, we entered into a $ 850,000 unsecured multi-currency credit facility with a group of banks, which amended, restated and extended our existing syndicated revolving credit agreement that was scheduled to expire in February 2020.
+Added: Revolving credit agreement — In April 2019, we entered into a $ 850,000 unsecured multi-currency credit facility with a group of banks, which amended, restated and extended our then existing syndicated revolving credit agreement.
This facility has a five-year term and includes a $ 75,000 subfacility for swing-line loans.
1 unchanged sentence
At October 31, 2022 and October 31, 2021, we had no balances outstanding under this facility.
−Removed: Senior notes, due 2022-2025 — These unsecured fixed-rate notes entered into in 2012 with a group of insurance companies had a remaining weighted-average life of 1.95 years.
+Added: Senior notes, due 2023-2025 — These unsecured fixed-rate notes entered into in 2012 with a group of insurance companies have a remaining weighted-average life of 1.47 years.
The weighted-average interest rate at October 31, 2022 was 3.10 percent.
−Removed: Nordson Corporation 55
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: Senior notes, due 2022-2027 — These unsecured fixed-rate notes entered into in 2015 with a group of insurance companies had a remaining weighted-average life of 3.20 years.
+Added: Senior notes, due 2023-2027 — These unsecured fixed-rate notes entered into in 2015 with a group of insurance companies have a remaining weighted-average life of 2.44 years.
The weighted-average interest rate at October 31, 2022 was 3.10 percent.
−Removed: Senior notes, due 2023-2030 — These unsecured fixed-rate notes entered in 2018 with a group of insurance companies had a remaining weighted-average life of 4.04 years.
+Added: Senior notes, due 2023-2030 — These unsecured fixed-rate notes entered in 2018 with a group of insurance companies have a remaining weighted-average life of 3.04 years.
The weighted-average interest rate at October 31, 2022 was 3.90 percent.
−Removed: Term loan — In April 2019, we amended, restated and extended the term of our existing $ 605,000 term loan facility with a group of banks.
−Removed: The interest rate is variable based upon the LIBOR rate.
−Removed: At October 31, 2021, there were no outstanding loans under this facility.
Euro loan, due 2023 — In March 2020 we amended, restated and extended the term of our existing term loan facility with Bank of America Merrill Lynch International Limited.
23 unchanged sentences
As of October 31, 2022, we had no material leases that had yet to commence.
+Added: Nordson Corporation 53
+Added: Notes to Consolidated Financial Statements — (Continued)
Additional lease information is summarized below for the twelve months ended October 31:
9 unchanged sentences
(1) Lease costs are recorded in both Cost of sales and Selling and administrative expenses on the Consolidated Statements of Income.
−Removed: Nordson Corporation 56
−Removed: Notes to Consolidated Financial Statements — (Continued)
Supplemental cash flow information is summarized below for the twelve months ended October 31, 2022:
22 unchanged sentences
Unobservable inputs that are not corroborated by market data.
+Added: Nordson Corporation 54
+Added: Notes to Consolidated Financial Statements — (Continued)
The following tables present the classification of our assets and liabilities measured at fair value on a recurring basis:
8 unchanged sentences
Total liabilities at fair value $ 20,800 $ — $ 20,800 $ —
−Removed: Nordson Corporation 57
−Removed: Notes to Consolidated Financial Statements — (Continued)
October 31, 2021 Total Level 1 Level 2 Level 3
19 unchanged sentences
Long-term debt (including current portion) $ 737,857 $ 714,286 $ 812,352 $ 855,376
−Removed: We used the following methods and assumptions in estimating the fair value of financial instruments:
Long-term debt is valued by discounting future cash flows at currently available rates for borrowing arrangements with similar terms and conditions, which are considered to be Level 2 inputs under the fair value hierarchy.
8 unchanged sentences
Accordingly, the changes in the fair value of the foreign currency forward contracts are recognized in each accounting period in “Other – net” on the Consolidated Statement of Income together with the transaction gain or loss from the related balance sheet position.
−Removed: In 2021, we recognized net gains of $ 1,485 on foreign currency forward contracts and net losses of $ 7,411 from the change in fair value of balance sheet positions.
In 2022, we recognized net losses of $ 4,937 on foreign currency forward contracts and net gains of $ 11,207 from the change in fair value of balance sheet positions.
−Removed: In 2019, we recognized net gains of $ 2,373 on foreign currency forward contracts and net losses of $ 2,231 from the change in fair value of balance sheet positions.
−Removed: The fair values of our foreign currency forward contract assets and liabilities are included in Receivables-net and Accrued liabilities, respectively in the Consolidated Balance Sheets.
+Added: In 2021, we recognized net gains of $ 1,485 on foreign currency forward contracts and net
Nordson Corporation 55
Notes to Consolidated Financial Statements — (Continued)
+Added: losses of $ 7,411 from the change in fair value of balance sheet positions.
+Added: In 2020, we recognized net losses of $ 5,899 on foreign currency forward contracts and net gains of $ 4,367 from the change in fair value of balance sheet positions.
+Added: The fair values of our foreign currency forward contract assets and liabilities are included in Receivables-net and Accrued liabilities, respectively in the Consolidated Balance Sheets.
The following table summarizes, by currency, the contracts outstanding at October 31, 2022 and 2021:
4 unchanged sentences
Japanese yen 12,849 33,210
−Removed: Australian dollar 709 10,088
+Added: Mexican peso 9,802 26,509
Hong Kong dollar 5,174 73,953
Singapore dollar 411 18,817
−Removed: Others 16,367 86,492
+Added: Australian dollar 327 9,163
+Added: Taiwan dollar — 24,047
+Added: Other 4,327 60,104
Total $ 150,130 $ 685,293
3 unchanged sentences
Japanese yen 14,338 45,436
−Removed: Australian dollar 179 9,084
+Added: Mexican peso 5,906 23,424
Hong Kong dollar 6,948 44,831
+Added: Australian dollar 709 10,088
Singapore dollar 200 18,029
−Removed: Others 6,985 73,310
+Added: Other 10,461 63,068
Total $ 189,817 $ 610,391
17 unchanged sentences
These amounts exclude share repurchases associated with employee equity award exercises and vesting.
+Added: Nordson Corporation 56
+Added: Notes to Consolidated Financial Statements — (Continued)
Note 15 — Stock-based compensation
3 unchanged sentences
As of October 31, 2022, a total of 2,122 common shares were available to be granted under the 2021 Plan.
−Removed: Nordson Corporation 59
−Removed: Notes to Consolidated Financial Statements — (Continued)
Stock options — Nonqualified or incentive stock options may be granted to our employees and directors.
22 unchanged sentences
$ 126 - $ 190
+Added: $ 191 - $ 268
Number outstanding 518 506 163
4 unchanged sentences
As of October 31, 2022, there was $ 6,663 of total unrecognized compensation cost related to unvested stock options.
−Removed: That cost is expected to be amortized over a weighted average period of approximately 1.1 years.
+Added: That cost is expected to be amortized over a weighted average period of approximately 1.0 year.
The fair value of each option grant was estimated at the date of the grant using the Black-Scholes option-pricing model with the following assumptions:
2 unchanged sentences
30.8 %- 32.6 %
−Removed: 24.1 %- 24.5 %
Expected dividend yield 0.76 %- 0.89 %
2 unchanged sentences
0.43 %- 0.77 %
−Removed: 2.84 %- 2.95 %
Expected life of the option (in years) 5.3 - 6.2
The weighted-average expected volatility used to value options granted in 2022, 2021 and 2020 was 30.6 percent, 31.0 percent and 25.4 percent, respectively.
+Added: Nordson Corporation 57
+Added: Notes to Consolidated Financial Statements — (Continued)
Historical information was the primary basis for the selection of the expected volatility, expected dividend yield and the expected lives of the options.
3 unchanged sentences
Cash received from the exercise of stock options for 2022, 2021 and 2020 was $ 12,124 , $ 31,780 and $ 50,853 , respectively.
−Removed: Nordson Corporation 60
−Removed: Notes to Consolidated Financial Statements — (Continued)
Restricted shares and restricted share units — We may grant restricted shares and/or restricted share units to our employees and directors.
These shares or units may not be transferred for a designated period of time (generally one to three years ) defined at the date of grant .
−Removed: We may also grant continuation awards in the form of restricted share units with cliff vesting and a gateway performance measure that must be achieved for the restricted share units to vest.
+Added: We may also grant continuation awards in the form of restricted share units with cliff vesting and a performance measure that must be achieved for the restricted share units to vest.
For employee recipients, in the event of termination of employment due to early retirement, with consent of the Company, restricted shares and units granted within 12 months prior to termination are forfeited, and other restricted shares and units vest on a pro-rata basis, subject to the consent of the Compensation Committee.
4 unchanged sentences
Termination of service as a director for any other reason within one year of date of grant results in a pro-rata vesting of shares or units.
−Removed: As shares or units are issued, deferred stock-based compensation equivalent to the fair market value on the date of grant is expensed over the vesting period.
+Added: As shares or units are issued, stock-based compensation equivalent to the fair market value on the date of grant is expensed over the vesting period.
The following table summarizes activity related to restricted shares during 2022:
3 unchanged sentences
Restricted at October 31, 2021 19 $ 157.36
−Removed: Granted — $ —
−Removed: Forfeited ( 6 ) $ 162.94
Vested ( 13 ) $ 153.28
14 unchanged sentences
Restricted share unit expense increased in 2021 compared to prior years as the granting of restricted share units has generally replaced the granting of stock options for key employees.
+Added: Nordson Corporation 58
+Added: Notes to Consolidated Financial Statements — (Continued)
Performance share incentive awards — Executive officers and selected other key employees are eligible to receive common share-based incentive awards.
2 unchanged sentences
The amount of compensation expense is based upon current performance projections and the percentage of the requisite service that has been rendered.
−Removed: The calculations are based upon the grant date fair value which is principally driven by the stock price on the date of grant or a Monte Carlo valuation for awards granted in 2021.
−Removed: The per share values were $ 202.05 for 2021;
−Removed: Nordson Corporation 61
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: $ 201.50 modified per share value compared to original per share values of $ 160.02 , $ 133.01 and $ 184.04 for 2020;
−Removed: and $ 120.12 and $ 138.53 for 2019.
−Removed: The amount charged to expense for executive officers and selected other key employees in 2021 was $ 7,178 .
−Removed: The amount credited to expense in 2020 was $ 2,732 and the amount charged to expense in 2019 was $ 2,989 .
+Added: The calculations are based upon the grant date fair value which is principally driven by the stock price on the date of grant or a Monte Carlo valuation for awards with market conditions.
+Added: The per share values were $ 260.60 , $ 273.50 and $ 221.94 for 2022;
+Added: $ 202.05 for 2021;
+Added: and $ 201.50 modified per share value compared to original per share values of $ 160.02 , $ 133.01 and $ 184.04 for 2020.
+Added: The amount charged to expense for executive officers and selected other key employees in 2022 was $ 13,626 and $ 7,178 in 2021 while the amount credited to expense in 2020 was $ 2,732 .
The cumulative amount recorded in shareholders’ equity at October 31, 2022 and 2021 was $ 20,641 and $ 7,015 , respectively.
19 unchanged sentences
Note 16 — Operating segments and geographic area data
−Removed: We conduct business in two primary operating segments:
−Removed: Industrial Precision Solutions and Advanced Technology Solutions.
+Added: We conduct business in three primary operating segments:
+Added: Industrial Precision Solutions, Medical and Fluid Solutions, and Advanced Technology Solutions.
The composition of segments and measure of segment profitability is consistent with that used by our chief operating decision maker.
1 unchanged sentence
Items below the operating profit line of the Consolidated Statement of Income (interest and investment income, interest expense and other income/expense) are excluded from the measure of segment profitability reviewed by our chief operating decision maker and are not presented by operating segment.
−Removed: The accounting policies of the segments are generally the same as those described in Note 1, Significant Accounting Policies.
−Removed: Effective in the second quarter of 2020, we made changes to realign our management team and our operating segments.
−Removed: This realignment will enable us to better serve global customers and markets, to more efficiently leverage technology synergies, to operate divisions of significant size in a consistent and focused way and to position ourselves for our next chapter of profitable growth.
−Removed: The revised operating segments better reflect how we manage the Company, allocate resources, and assess performance of the businesses.
−Removed: We realigned our former three operating segments into two :
−Removed: Industrial Precision Solutions and Advanced Technology Solutions.
+Added: The accounting policies of the segments are the same as those described in Note 1, Significant Accounting Policies.
+Added: Effective in the fourth quarter of 2022, we realigned our former two operating segments into three :
+Added: Industrial Precision Solutions, Medical and Fluid Solutions, and Advanced Technology Solutions.
Existing product lines were unchanged as part of this new structure.
+Added: We made changes to realign our management team and our operating segments.
+Added: This realignment gives us better visibility into our medical and electronics platforms, which have grown significantly through both organic and acquisitive opportunities.
+Added: The revised operating segments better reflect how we now manage the Company, allocate resources and assess performance of the businesses.
+Added: Certain reclassifications have been made to our segment disclosures, principally related to this segment change.
+Added: We also revised our geographic regions, such that the United States and Japan are now included in the Americas and Asia Pacific, respectively.
+Added: As such, our geographical regions as used throughout this report include the Americas (United States, Canada, Mexico and Central and South America), Asia Pacific (including Japan) and Europe.
+Added: Nordson Corporation 59
+Added: Notes to Consolidated Financial Statements — (Continued)
Industrial Precision Solutions:
−Removed: This segment combines our former Adhesive Dispensing Systems (ADS) and Industrial Coating Systems (ICS) businesses.
−Removed: IPS enhances the technology synergies between ADS and ICS to deliver proprietary dispensing and processing technology to diverse end markets.
−Removed: Product lines reduce material consumption, increase line efficiency and enhance product brand and appearance.
+Added: This segment is focused on delivering proprietary dispensing and processing technology, both standard and highly customized equipment, to diverse end markets.
+Added: Product lines commonly reduce material consumption, increase line efficiency through precision dispense and measurement and control, and enhance product brand and appearance.
Components are used for dispensing adhesives, coatings, paint, finishes, sealants and other materials.
This segment primarily serves the industrial, consumer durables and non-durables markets.
+Added: Medical and Fluid Solutions:
+Added: This segment includes the Company’s fluid management solutions for medical, high-tech industrial and other diverse end markets.
+Added: Related plastic tubing, balloons, catheters, syringes, cartridges, tips and fluid connection components are used to dispense or control fluids within customers’ medical devices or products, as well as production processes.
Advanced Technology Solutions:
−Removed: This segment integrates our proprietary product technologies found in progressive stages of a customer’s production processes, such as surface treatment, precisely controlled dispensing of material and post-dispense test
−Removed: Nordson Corporation 62
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: and inspection to ensure quality.
−Removed: Related single-use plastic molded syringes, cartridges, tips, fluid connection components, tubing, balloons and catheters are used to dispense or control fluids in production processes or within customers’ end products.
−Removed: This segment predominantly serves customers in the electronics, medical and related high-tech industrial markets.
−Removed: The financial information presented herein reflects the impact of the preceding changes and prior periods have been revised to reflect these changes.
+Added: This segment is focused on products serving electronics end markets.
+Added: Advanced Technology Solutions products integrate our proprietary product technologies found in progressive stages of an electronics customer’s production processes, such as surface treatment, precisely controlled dispensing of material and test and inspection to ensure quality and reliability.
+Added: Applications include, but are not limited to, semiconductors, printed circuit boards, electronic components and automotive electronics.
No single customer accounted for 10 percent or more of sales in 2022, 2021 or 2020.
The following table presents information about our reportable segments:
−Removed: Industrial Precision Solutions Advanced Technology Solutions Corporate Total
+Added: Industrial Precision Solutions Medical and Fluid Solutions Advanced Technology Solutions Corporate Total
Year ended October 31, 2022
27 unchanged sentences
Net external sales
−Removed: United States $ 789,303 $ 755,642 $ 758,383
Americas $ 1,096,596 $ 969,110 $ 897,115
Europe 645,603 617,492 536,636
−Removed: Japan 107,572 126,601 126,756
Asia Pacific 848,079 775,607 687,349
1 unchanged sentence
Long-lived assets
−Removed: United States $ 311,254 $ 329,390 $ 286,894
Americas $ 332,709 $ 322,878 $ 331,697
Europe 62,039 67,776 69,854
−Removed: Japan 18,318 22,733 6,169
Asia Pacific 60,973 75,762 79,192
1 unchanged sentence
Long-lived assets includes property, plant and equipment - net and operating right of use lease assets, which were recorded as a result of the new lease standard as codified in ASC 842 and excludes amounts held for sale in 2020, see Note 4.
−Removed: The increase in 2020 was driven primarily by the recording of the operating right of use lease assets.
−Removed: A reconciliation of total segment operating profit to total consolidated income before income taxes is as follows:
−Removed: 2021 2020 2019
−Removed: Total profit for reportable segments $ 615,127 $ 349,545 $ 483,113
−Removed: Interest expense ( 25,491 ) ( 32,160 ) ( 47,145 )
−Removed: Interest and investment income 2,150 1,681 1,844
−Removed: Other-net ( 17,610 ) ( 17,577 ) ( 6,708 )
−Removed: Income before income taxes $ 574,176 $ 301,489 $ 431,104
A reconciliation of total assets for reportable segments to total consolidated assets is as follows:
1 unchanged sentence
Total identifiable assets for reportable segments $ 3,881,900 $ 3,846,352 $ 3,722,708
−Removed: Customer advance payments 77,868 42,323 41,131
Eliminations ( 61,525 ) ( 55,391 ) ( 48,052 )
5 unchanged sentences
Income taxes paid 141,212 106,942 80,849
−Removed: Nordson Corporation 64
−Removed: Notes to Consolidated Financial Statements — (Continued)
Note 18 — Contingencies
We are involved in pending or potential litigation regarding environmental, product liability, patent, contract, employee and other matters arising from the normal course of business.
−Removed: Including the litigation and environmental matters discussed below, after consultation with legal counsel, we do not believe that losses in excess of the amounts we have accrued would have a material adverse effect on our financial condition, quarterly or annual operating results or cash flows.
−Removed: Class Action Litigation
−Removed: On February 22, 2019, a former employee, Mr.
−Removed: Ortiz, filed a purported class action lawsuit in the San Diego County Superior Court, California, against Nordson Asymtek, Inc.
−Removed: and Nordson Corporation, alleging various violations of the California Labor Code.
−Removed: Plaintiff seeks, among other things, an unspecified amount for unpaid wages, actual, consequential and incidental losses, penalties, and attorneys’ fees and costs .
−Removed: Following mediation in June 2020, the parties agreed to settle the lawsuit, subject to the execution of a written settlement agreement and court approval.
−Removed: In November 2021, we received final court approval of the settlement on the previously agreed upon terms.
−Removed: Management believes, based on currently available information, that the ultimate outcome of the proceeding described above will not have a material adverse effect on our financial condition or results of operations.
−Removed: Environmental
+Added: Including the environmental matter discussed below, after consultation with legal counsel, we do not believe that losses in excess of the amounts we have accrued would have a material adverse effect on our financial condition, quarterly or annual operating results or cash flows.
We have voluntarily agreed with the City of New Richmond, Wisconsin and other Potentially Responsible Parties to share costs associated with the remediation of the City of New Richmond municipal landfill (the “Site”) and the construction of a potable water delivery system serving the impacted area down gradient of the Site.
5 unchanged sentences
Note 19 — Subsequent Events
−Removed: On August 24, 2021, we entered into an agreement to acquire NDC Technologies (NDC), a leading global provider of precision measurement solutions for in-line manufacturing process control.
−Removed: NDC's technology portfolio includes in-line measurement sensors, gauges and analyzers using near-infrared, laser, X-ray, optical and nucleonic technologies, as well as proprietary algorithms and software.
−Removed: The acquisition, which was completed on November 1, 2021, expanded our test and inspection platform and will be reported in our Advanced Technology Solutions segment.
−Removed: The all-cash transaction of approximately $ 180,000 was funded using cash from operations and is not expected to have a material impact on our consolidated financial statements.
+Added: On November 3, 2022, the Company completed the acquisition of CyberOptics Corporation (“CyberOptics”) pursuant to the terms of the Agreement and Plan of Merger, dated as of August 7, 2022, by and among the Company, Meta Merger Company and CyberOptics.
+Added: CyberOptics is a leading global developer and manufacturer of high-precision 3D optical sensing technology solutions.
+Added: The CyberOptics acquisition expanded our test and inspection platform, providing differentiated technology that expands our product offering in the semiconductor and electronics industries and will be reported in our Advanced Technology Solutions segment.
+Added: The all-cash transaction of approximately $ 380,000 , net of cash acquired, was funded using our revolving credit facility and is not expected to have a material impact on our Consolidated Financial Statements.
Nordson Corporation 61
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