Dover Reports First Quarter Results

Apr 16, 2001, 01:00 ET from Dover Corporation

    NEW YORK, April 16 /PRNewswire/ -- Dover Corporation (NYSE:   DOV) earned
 $.39 per diluted share in the first quarter ended March 31, 2001. This was a
 decrease of 32% from the $.57 per diluted share earned in the comparable
 quarter last year. Sales in the first quarter were $1.25 billion, equal to
 last year, and segment earnings for the quarter were $138.5 million, down 32%
 from $202.2 million last year. Net income from continuing operations for the
 first quarter was $79.1 million, down 33% from $117.3 million last year.
     All four segments showed earnings declines compared to the same period
 last year.  Dover Technologies' income decreased 43%, on a 7% sales decline.
 Dover Industries and Dover Diversified's earnings declined by 25% and 39%
 respectively, on essentially flat sales, and Dover Resources' earnings
 declined 5% on a 9% sales increase.
     The margin decline at many Dover companies reflects the lower levels of
 demand in their served markets, and expenses incurred to reduce costs in
 response to this environment. These factors will also impact the second
 quarter.
     Commenting on the results and the current outlook, Mr. Thomas L. Reece,
 Chairman and CEO said, "While the first quarter was disappointing after the
 strong growth experienced in 1999 and 2000, our operating company presidents
 are taking the right actions to manage their businesses in these challenging
 economic times, and are also making appropriate investments to grow their
 market shares. We are confident that this will have a positive impact on
 results when we get back into a growth mode. Meanwhile results should improve
 quarter over quarter in the second half but will not compare favorably with
 2000 results."
     Dover completed five add-on acquisitions during the quarter at a combined
 investment of $82.9 million.  The profit impact of these acquisitions in
 2001 was small due to acquisition write-offs, and imputed financing costs.
 Acquisitions completed in the last twelve months added $69 million in sales
 and $9 million in operating profit in the first quarter.
 
     SEGMENT RESULTS
     Dover Technologies' first quarter sales decreased 7% to $434.4 million,
 and earnings decreased 43% to $48.2 million compared to the same period last
 year, due to the broad-based contraction in the electronics industry.
 Technologies' disproportionate decline in earnings was due to the higher level
 of fixed costs added to respond as this market grew rapidly from second half
 of 1999 through most of 2000, and difficulty in adjusting variable costs in
 the rapidly declining market since late in 2000. Technologies continues to
 incur high levels of expenses for new product and market development.
 Acquisitions completed in the last year added approximately $31 million to
 sales in the quarter, with no material impact on segment earnings after
 acquisition write-offs.
     In Technologies' Circuit Board Assembly and Test (CBAT) business, first
 quarter sales decreased 27% to $228.4 million, and earnings decreased 75% to
 $15.6 million.  Bookings, at $187.6 million, were down 47% from the same
 period last year.  The book-to-bill ratio was .82. All CBAT companies owned
 for a full year had lower results and demand for new CBAT machines is low in
 all customer segments.  Recently acquired OK International consumables and
 workbench handtools for circuit board manufacturers are less impacted by the
 capital goods cycle in this industry. Long-term growth attributes of the CBAT
 business remain strong, and therefore new product and market development
 activities are being emphasized. However, because of these expenses and lower
 backlog, second quarter sales and earnings will be lower than the first
 quarter.
     Technologies' Specialty Electronic Components (SEC) sales increased 57%
 from the same period last year to $162.4 million and earnings increased 85% to
 $32.6 million. Bookings in the first quarter of $91.5 million were down 42%
 from last year.  The book-to-bill ratio was .56.  The SEC companies entered
 the year with high backlogs, which allowed sales and earnings to remain at
 roughly the same level as last year's fourth quarter. However, the first
 quarter's low bookings, exacerbated by $40 million of order cancellations,
 means that sales and earnings will decline in the second quarter. SEC sales
 are concentrated in higher value applications. These are found
 disproportionately in the datacom/telecom/networking markets which have been
 particularly hard hit, a factor somewhat mitigated by the SEC's focus on
 "high-end" components that tend to be included in its customers' new product
 introductions.
     Dover Industries' first quarter sales were flat at $299.7 million and
 segment income decreased 25% to $38.0 million compared to the same period last
 year. Sales and earnings were both lower than the fourth quarter of 2000.
 Segment bookings were up 9% to $319.7 million and the book-to-bill ratio was
 1.07.  Acquisitions completed in the last year added approximately $15 million
 to sales in the quarter, with almost no impact on segment earnings after
 acquisition write-offs.
     Most of Industries' companies had lower earnings. This was most notable at
 Heil Environmental, where the earnings decline was caused by delayed chassis
 deliveries to Heil and customer delayed deliveries on major contracts. Though
 backlogs in this business have improved recently, the impact of capital
 constraints on the major waste haulage customers' spending makes a recovery to
 last year's record results unlikely. Heil Trailer's earnings comparisons
 continue to suffer despite continued cost reduction in a market for dry bulk
 trailers that has declined for more than a year. Tipper Tie has been adversely
 impacted by the effect of "Mad-Cow" and hoof-and-mouth disease scares on meat
 consumption, particularly in Europe. The markets served by both the automotive
 service companies (Rotary Lift and Chief) and the food service equipment
 companies (Groen and Randell) have also been weak.
     Somero, a 1999 acquisition and Industries' smallest company, experienced a
 dramatic earnings improvement from a very depressed prior year, the result of
 both market conditions and management's new marketing strategies for used
 equipment. Both PDQ and Texas Hydraulics had modest earnings improvements on
 higher sales as a result of product and market initiatives to combat difficult
 markets.
 
     Dover Diversified's first quarter sales increased 2% from the prior year
 to $276.1 million, and segment income decreased 39% to $20.5 million compared
 to the same period last year.  Sales and earnings were both lower than the
 fourth quarter of 2000.  Segment bookings in the quarter were down 8% to
 $287.5 million and the book-to-bill ratio was 1.04. Acquisitions completed in
 the last year added approximately $8 million to sales in the quarter, with
 almost no impact on segment earnings after acquisition write-offs.
     The primary reason for the decline in earnings at Diversified was the
 recognition in late March of $9.4 million of losses at Crenlo, primarily
 related to write-off of overstated costs in inventory, exacerbated by a
 decline in the market for its electronics enclosure products. A surprisingly
 weak market negatively impacted earnings at Mark Andy, and despite a favorable
 outlook in the repair and overhaul markets, A/C Compressors' sales and
 earnings were lower, compared to a very strong first quarter last year.
 Tranter was hurt, to a lesser degree, by weak demand and fierce competition in
 its radiator market.
     Hill Phoenix's sales and earnings both showed double digit increases from
 the prior year, and while the full year is still anticipated to show favorable
 comparisons, much of this improvement is expected in the second half.
     Sargent, Performance Motorsports, Waukesha, and SWF all had earnings
 improvements in generally more favorable market environments, with SWF further
 helped by the effective integration of its recent acquisitions.
 
     Dover Resources' first quarter sales increased 9% to $238.7 million and
 segment earnings decreased 5% to $31.7 million compared to the same period
 last year.  Sales and earnings were both higher than the fourth quarter, with
 earnings up 30%.  Segment bookings in the quarter were up 11% to
 $255.1 million and the book-to-bill ratio was 1.07. Acquisitions completed in
 the last year added approximately $15 million to sales in the quarter, with
 almost no impact on segment earnings after acquisition write-offs.
     Those Resources companies serving the energy production markets (Petroleum
 Equipment Group, Quartzdyne, and C. Lee Cook), together increased earnings by
 40%, the result of a strong market and good operating leverage. Tulsa Winch,
 the result of multiple acquisitions in the winch industry, continued to
 perform extremely well. This was more than offset by very weak transportation
 markets served by OPW Fluid Transfer Group and Blackmer, and the impact of the
 automotive market slowdown on De-Sta-Co Manufacturing.
 
     Dover Corporation also reports its pretax earnings on an EBITACQ basis
 (Earnings before Interest, Taxes, and non-cash charges arising from purchase
 accounting for Acquisitions).  First quarter EBITACQ of $160 million was 27%
 lower than the prior year's first quarter.
     The first quarter tax rate was 30.8%, down 1.7 points from a comparable
 full year 2000 rate of 32.5%. Dover does not reduce research and development
 spending when earnings decline, keeping related tax credits high, and export
 tax credits lag sales declines slightly. As a result, the tax rate declines
 when earnings are lower. Interest expense was lower than the fourth quarter
 due to lower interest rates and the favorable impact on interest income from a
 tax refund recognized in the first quarter.
     During the first quarter, Dover issued $400.0 million of 6.50% notes due
 February 15, 2011.  The proceeds were used to reduce short-term debt. Also
 during the quarter, Dover re-purchased 81,940 of its shares at a cost of
 $3.1 million at an average price of $37.45.
     On April 10, after the end of the first fiscal quarter Dover announced the
 sale of its welding equipment business. The gain on sale, which will be
 reported in the second quarter is expected to be approximately $.20 per
 diluted share.
     Additional information on Dover and its operating companies can be found
 on the company website. (http://www.dovercorporation.com). The Dover website
 will host a Webcast of the first quarter conference call at 9:00 AM Eastern
 Time on Tuesday, April 17.  The conference call will also be made available
 for replay on the website.
 
     Dover Corporation makes information available to the public, orally and in
 writing, which may use words like "expects" and "believes", which are
 "forward-looking statements" under the Private Securities Litigation Reform
 Act of 1995. This press release contains forward-looking statements regarding
 future events and the performance of Dover Corporation that involve risks and
 uncertainties that could cause actual results to differ materially including,
 but not limited to, failure to achieve expected synergies, failure to
 successfully integrate acquisitions, failure to service debt, failure to sell
 non-core properties, including without limitation, as a result of the failure
 to obtain regulatory approvals or of conditions to closing to occur, economic
 conditions, customer demand, increased competition in the relevant market, and
 others.  Dover Corporation refers you to the documents that it files from
 time to time with the Securities and Exchange Commission, such as the Form 10-
 K, Form 10-Q and Form 8-K, which contain additional important factors that
 could cause its actual results to differ from its current expectations and
 from the forward-looking statements contained in this press release.
 
     TABLES TO FOLLOW
 
 
                           DOVER CORPORATION CONSOLIDATED
                               MARKET SEGMENT RESULTS
                                    (unaudited)
 
                                               First quarter ended March 31,
                                                                        Percent
                   SALES                         2001            2000    Change
 
     Dover Technologies                     $434,430,000    $466,366,000   -7%
     Dover Industries                        299,707,000     299,041,000
     Dover Diversified                       276,132,000     269,538,000    2%
     Dover Resources                         238,724,000     218,156,000    9%
 
        Total (after intramarket
         eliminations)                    $1,247,564,000  $1,251,283,000
 
                 EARNINGS
 
     Dover Technologies                      $48,226,000     $84,795,000  -43%
     Dover Industries                         37,994,000      50,415,000  -25%
     Dover Diversified                        20,518,000      33,465,000  -39%
     Dover Resources                          31,718,000      33,541,000   -5%
 
        Subtotal (after intramarket
         eliminations)                       138,456,000     202,216,000  -32%
 
     Loss on disposition                              --      (1,400,000)
     Corporate expense                        (4,558,000)     (6,241,000) -27%
     Net interest expense                    (19,534,000)    (15,582,000)  25%
     Earnings before taxes on income         114,364,000     178,993,000  -36%
     Taxes on income                          35,278,000      61,674,000  -43%
     Net earnings                            $79,086,000    $117,319,000  -33%
 
     Net earnings per diluted common
      share:                                       $0.39           $0.57  -32%
 
     Average number of diluted shares
      outstanding                            204,468,000     204,440,000
 
     Impact of acquisition write-offs on
      diluted EPS:
       Diluted EPS                                 $0.39           $0.57  -32%
         Goodwill write-offs (net of tax)           0.05            0.05
       EPS before goodwill                          0.44            0.62  -29%
         Other acquisition write-offs (net
          of tax)                                   0.04            0.04
       EPS before all acquisition write-
        offs                                       $0.48           $0.66  -27%
 
 
                                  DOVER CORPORATION
                                 OPERATIONAL INCOME
                               (in millions)  (unaudited)
 
                              2001 - Three     2000 - Three
                                 Months           Months      2000 - Full Year
                             SALES  INCOME %  SALES  INCOME %  SALES  INCOME %
       Circuit board
        assembly / test        $228   $16  7    $315   $61 19  $1,369  $265 19
       Electronic components    162    33 20     103    18 17     531   104 20
       Marking                   44     9 20      48    14 29     200    60 30
     Dover Technologies         434    58 13     466    93 20   2,100   429 20
     Dover Industries           300    45 15     299    56 19   1,246   224 18
     Dover Diversified          276    25  9     270    41 15   1,176   194 17
     Dover Resources            239    39 16     218    42 19     887   149 17
     Operational subtotal
      (after elim.)          $1,248   167 13  $1,251   232 19  $5,401   996 18
 
     Corporates and other              (7)             (14)             (49)
     EBITACQ                          160              218              947
     Gain (loss) on
      dispositions &
     Sale of equity
      securities                       --               (1)              10
     Interest                         (20)             (16)             (89)
     Acquisition Write-offs           (26)             (22)             (96)
     Dover Pre-tax income            $114             $179             $772
 
     "Operational Income" -- differs from segment operating profits because it
 excludes all non-cash write-offs relating to acquisitions, the expenses of
 each segment's corporate group, and foreign exchange gains or losses.
     "EBITACQ" -- earnings before taxes, interest, acquisition write-offs and
 non-recurring gains.
 
 
                      Dover Corporation and Subsidiaries
        Analysis of Cash Flow: Depreciation, Amortization & Acquisition
                         write-offs, with tax effects
                          (unaudited)  (in millions)
 
 
                                                  2001 - Three Months
                                                     Tax Deductible
                                          Total         Yes        No     Tax
 
     EBIT                                  $134                           $42
 
     Acquisition related:
        Goodwill amortization                13           7         6       2
 
        Other Amortization                    4
        Depreciation                          4
        Inventory write-offs                  5
     Subtotal other write-offs               13          11         2       5
 
     Total acquisition write-offs            26          18         8       7
 
     EBITACQ                                160                           $49
 
        Other depreciation                   32
        Other amortization                   --
 
     EBITDAI                                192
 
        Inventory write-offs                 (5)
 
     EBITDA                                $187
 
                                                  2000 - Three Months
                                                     Tax Deductible
                                          Total         Yes        No     Tax
 
     EBIT                                  $196                           $68
 
     Acquisition related:
        Goodwill amortization                11           6         5       2
 
        Other Amortization                    5
        Depreciation                          4
        Inventory write-offs                  2
     Subtotal other write-offs               11           7         4       3
 
     Total acquisition write-offs            22          13         9       5
 
     EBITACQ                                218                           $73
 
        Other depreciation                   28
        Other amortization                   --
 
     EBITDAI                                246
 
        Inventory write-offs                 (2)
 
     EBITDA                                $244
 
                                                    2000 - Full Year
                                                      Tax Deductible
                                           Total          Yes      No     Tax
 
     EBIT                                    $851                         $267
 
     Acquisition related:
         Goodwill amortization                 49          24      25        9
 
         Other Amortization                    15
         Depreciation                          18
         Inventory write-offs                  14
     Subtotal other write-offs                 47          38       9       13
 
     Total acquisition write-offs              96          62      34       22
 
     EBITACQ                                  947                         $289
 
         Other depreciation                   118
         Other amortization                     3
 
     EBITDAI                                1,068
 
         Inventory write-offs                 (14)
 
     EBITDA                                $1,054
 
     "EBIT" -- represents earnings before interest and taxes.
     "EBITACQ" -- represents earnings before interest, taxes and acquisition
                  write-offs.
     "EBITDAI" -- represents earnings before interest, taxes, depreciation,
                  amortization and inventory write-offs.
     "EBITDA" -- represents earnings before interest, taxes, depreciation and
                 amortization.
     EBIT, EBITACQ, EBITDAI and EBITDA -- all exclude gains (losses) on sale of
                                          businesses and equity investment.
 
 
                           DOVER CORPORATION CONSOLIDATED
                                    (unaudited)
 
                                                  March 31,        December 31,
     BALANCE SHEET ('000)                            2001              2000
 
     Assets:
     Cash, equivalents and marketable
      securities                                   $171,580          $186,740
     Receivables, net of allowances for
      doubtful accounts                             864,052           903,177
     Inventories                                    794,056           783,200
     Prepaid expenses                               109,988           101,732
     Net property, plant & equipment                787,458           755,548
     Goodwill, net of amortization                1,915,823         1,896,715
     Other intangibles and assets, net              276,171           265,004
                                                 $4,919,128        $4,892,116
 
     Liabilities & stockholders' equity:
     Short term debt                               $504,948          $842,537
     Payables and accrued expenses                  738,679           762,103
     Deferred credits                               184,359           214,055
     Long-term debt                               1,033,292           631,846
     Stockholders' equity                         2,457,850         2,441,575
                                                 $4,919,128        $4,892,116
 
                                                           Three Months
     CASH FLOWS ('000)                                 2001              2000
 
     Operating activities:
     Net earnings                                   $79,086          $117,319
     Loss on sale of business                            --             1,400
     Depreciation                                    35,768            31,963
     Amortization of goodwill                        13,371            11,490
     Amortization - other                             4,051             4,558
     Working capital changes                         (8,354)         (155,123)
     Other, net                                     (27,820)            4,540
      Net cash from operating activities             96,102            16,147
 
     Investing activities:
     Capital expenditures                           (62,518)          (35,231)
     Acquisitions, net of cash and cash
      equivalents                                   (82,361)         (154,080)
     Proceeds from sale of businesses and
      equity investments                                 --            14,923
      Net cash from (used in) investing
       activities                                  (144,879)         (174,388)
 
     Financing activities:
     Increase (decrease) in notes payable          (337,410)          456,975
     Increase (decrease) in long-term debt          400,769            12,728
     Cash dividends                                 (25,412)          (23,339)
     Purchase of treasury stock                      (3,067)           (3,037)
     Proceeds from exercise of stock
      options                                         2,266             2,142
      Net cash from (used in) financing
       activities                                    37,146           448,506
 
     Discontinued operations - tax
      payments                                           --          (307,428)
 
     Net increase (decrease) in cash &
      equivalents                                   (11,631)          (17,163)
     Cash & cash equivalents at beginning
      of period                                     181,399           138,038
     Cash & cash equivalents at end of
      period                                       $169,768          $120,875
 
                               DOVER CORPORATION
                       ACQUISITIONS - FIRST QUARTER 2001
 
     DATE       TYPE      ACQUIRED       LOCATION (Near)     SEGMENT -
                          COMPANIES                     Operating Co.
 
     01-Jan     Asset     CPI Products   Plymouth, MI        DRI  De-Sta-Co
                                                                  Industries
 
     Manufactures a broad array of end-of-arm, transfer press, and assembly
 tooling products.
 
     04-Jan     Stock     Bayne Machine  Greenville, SC      DII  Heil
                          Works, Inc.                             Environmental
 
     Manufactures hydraulic lift systems utilized in the waste industry.
 
     31-Jan     Stock     Adhoc Logiciel Hautmont, France    DTI  Imaje
 
     Develops software systems for traceability, identification and product
 flow management.
 
     28-Feb     Stock     Schreiber      Cerritos, Ca        DII  DovaTech
                          Engineering
 
     Manufactures small and medium-sized chillers.
 
     31-Mar     Stock     Comco          Cincinnati, Oh      DDI  Mark Andy
 
     Manufactures narrow and mid-web flexographic printing presses.
 
 

SOURCE Dover Corporation
    NEW YORK, April 16 /PRNewswire/ -- Dover Corporation (NYSE:   DOV) earned
 $.39 per diluted share in the first quarter ended March 31, 2001. This was a
 decrease of 32% from the $.57 per diluted share earned in the comparable
 quarter last year. Sales in the first quarter were $1.25 billion, equal to
 last year, and segment earnings for the quarter were $138.5 million, down 32%
 from $202.2 million last year. Net income from continuing operations for the
 first quarter was $79.1 million, down 33% from $117.3 million last year.
     All four segments showed earnings declines compared to the same period
 last year.  Dover Technologies' income decreased 43%, on a 7% sales decline.
 Dover Industries and Dover Diversified's earnings declined by 25% and 39%
 respectively, on essentially flat sales, and Dover Resources' earnings
 declined 5% on a 9% sales increase.
     The margin decline at many Dover companies reflects the lower levels of
 demand in their served markets, and expenses incurred to reduce costs in
 response to this environment. These factors will also impact the second
 quarter.
     Commenting on the results and the current outlook, Mr. Thomas L. Reece,
 Chairman and CEO said, "While the first quarter was disappointing after the
 strong growth experienced in 1999 and 2000, our operating company presidents
 are taking the right actions to manage their businesses in these challenging
 economic times, and are also making appropriate investments to grow their
 market shares. We are confident that this will have a positive impact on
 results when we get back into a growth mode. Meanwhile results should improve
 quarter over quarter in the second half but will not compare favorably with
 2000 results."
     Dover completed five add-on acquisitions during the quarter at a combined
 investment of $82.9 million.  The profit impact of these acquisitions in
 2001 was small due to acquisition write-offs, and imputed financing costs.
 Acquisitions completed in the last twelve months added $69 million in sales
 and $9 million in operating profit in the first quarter.
 
     SEGMENT RESULTS
     Dover Technologies' first quarter sales decreased 7% to $434.4 million,
 and earnings decreased 43% to $48.2 million compared to the same period last
 year, due to the broad-based contraction in the electronics industry.
 Technologies' disproportionate decline in earnings was due to the higher level
 of fixed costs added to respond as this market grew rapidly from second half
 of 1999 through most of 2000, and difficulty in adjusting variable costs in
 the rapidly declining market since late in 2000. Technologies continues to
 incur high levels of expenses for new product and market development.
 Acquisitions completed in the last year added approximately $31 million to
 sales in the quarter, with no material impact on segment earnings after
 acquisition write-offs.
     In Technologies' Circuit Board Assembly and Test (CBAT) business, first
 quarter sales decreased 27% to $228.4 million, and earnings decreased 75% to
 $15.6 million.  Bookings, at $187.6 million, were down 47% from the same
 period last year.  The book-to-bill ratio was .82. All CBAT companies owned
 for a full year had lower results and demand for new CBAT machines is low in
 all customer segments.  Recently acquired OK International consumables and
 workbench handtools for circuit board manufacturers are less impacted by the
 capital goods cycle in this industry. Long-term growth attributes of the CBAT
 business remain strong, and therefore new product and market development
 activities are being emphasized. However, because of these expenses and lower
 backlog, second quarter sales and earnings will be lower than the first
 quarter.
     Technologies' Specialty Electronic Components (SEC) sales increased 57%
 from the same period last year to $162.4 million and earnings increased 85% to
 $32.6 million. Bookings in the first quarter of $91.5 million were down 42%
 from last year.  The book-to-bill ratio was .56.  The SEC companies entered
 the year with high backlogs, which allowed sales and earnings to remain at
 roughly the same level as last year's fourth quarter. However, the first
 quarter's low bookings, exacerbated by $40 million of order cancellations,
 means that sales and earnings will decline in the second quarter. SEC sales
 are concentrated in higher value applications. These are found
 disproportionately in the datacom/telecom/networking markets which have been
 particularly hard hit, a factor somewhat mitigated by the SEC's focus on
 "high-end" components that tend to be included in its customers' new product
 introductions.
     Dover Industries' first quarter sales were flat at $299.7 million and
 segment income decreased 25% to $38.0 million compared to the same period last
 year. Sales and earnings were both lower than the fourth quarter of 2000.
 Segment bookings were up 9% to $319.7 million and the book-to-bill ratio was
 1.07.  Acquisitions completed in the last year added approximately $15 million
 to sales in the quarter, with almost no impact on segment earnings after
 acquisition write-offs.
     Most of Industries' companies had lower earnings. This was most notable at
 Heil Environmental, where the earnings decline was caused by delayed chassis
 deliveries to Heil and customer delayed deliveries on major contracts. Though
 backlogs in this business have improved recently, the impact of capital
 constraints on the major waste haulage customers' spending makes a recovery to
 last year's record results unlikely. Heil Trailer's earnings comparisons
 continue to suffer despite continued cost reduction in a market for dry bulk
 trailers that has declined for more than a year. Tipper Tie has been adversely
 impacted by the effect of "Mad-Cow" and hoof-and-mouth disease scares on meat
 consumption, particularly in Europe. The markets served by both the automotive
 service companies (Rotary Lift and Chief) and the food service equipment
 companies (Groen and Randell) have also been weak.
     Somero, a 1999 acquisition and Industries' smallest company, experienced a
 dramatic earnings improvement from a very depressed prior year, the result of
 both market conditions and management's new marketing strategies for used
 equipment. Both PDQ and Texas Hydraulics had modest earnings improvements on
 higher sales as a result of product and market initiatives to combat difficult
 markets.
 
     Dover Diversified's first quarter sales increased 2% from the prior year
 to $276.1 million, and segment income decreased 39% to $20.5 million compared
 to the same period last year.  Sales and earnings were both lower than the
 fourth quarter of 2000.  Segment bookings in the quarter were down 8% to
 $287.5 million and the book-to-bill ratio was 1.04. Acquisitions completed in
 the last year added approximately $8 million to sales in the quarter, with
 almost no impact on segment earnings after acquisition write-offs.
     The primary reason for the decline in earnings at Diversified was the
 recognition in late March of $9.4 million of losses at Crenlo, primarily
 related to write-off of overstated costs in inventory, exacerbated by a
 decline in the market for its electronics enclosure products. A surprisingly
 weak market negatively impacted earnings at Mark Andy, and despite a favorable
 outlook in the repair and overhaul markets, A/C Compressors' sales and
 earnings were lower, compared to a very strong first quarter last year.
 Tranter was hurt, to a lesser degree, by weak demand and fierce competition in
 its radiator market.
     Hill Phoenix's sales and earnings both showed double digit increases from
 the prior year, and while the full year is still anticipated to show favorable
 comparisons, much of this improvement is expected in the second half.
     Sargent, Performance Motorsports, Waukesha, and SWF all had earnings
 improvements in generally more favorable market environments, with SWF further
 helped by the effective integration of its recent acquisitions.
 
     Dover Resources' first quarter sales increased 9% to $238.7 million and
 segment earnings decreased 5% to $31.7 million compared to the same period
 last year.  Sales and earnings were both higher than the fourth quarter, with
 earnings up 30%.  Segment bookings in the quarter were up 11% to
 $255.1 million and the book-to-bill ratio was 1.07. Acquisitions completed in
 the last year added approximately $15 million to sales in the quarter, with
 almost no impact on segment earnings after acquisition write-offs.
     Those Resources companies serving the energy production markets (Petroleum
 Equipment Group, Quartzdyne, and C. Lee Cook), together increased earnings by
 40%, the result of a strong market and good operating leverage. Tulsa Winch,
 the result of multiple acquisitions in the winch industry, continued to
 perform extremely well. This was more than offset by very weak transportation
 markets served by OPW Fluid Transfer Group and Blackmer, and the impact of the
 automotive market slowdown on De-Sta-Co Manufacturing.
 
     Dover Corporation also reports its pretax earnings on an EBITACQ basis
 (Earnings before Interest, Taxes, and non-cash charges arising from purchase
 accounting for Acquisitions).  First quarter EBITACQ of $160 million was 27%
 lower than the prior year's first quarter.
     The first quarter tax rate was 30.8%, down 1.7 points from a comparable
 full year 2000 rate of 32.5%. Dover does not reduce research and development
 spending when earnings decline, keeping related tax credits high, and export
 tax credits lag sales declines slightly. As a result, the tax rate declines
 when earnings are lower. Interest expense was lower than the fourth quarter
 due to lower interest rates and the favorable impact on interest income from a
 tax refund recognized in the first quarter.
     During the first quarter, Dover issued $400.0 million of 6.50% notes due
 February 15, 2011.  The proceeds were used to reduce short-term debt. Also
 during the quarter, Dover re-purchased 81,940 of its shares at a cost of
 $3.1 million at an average price of $37.45.
     On April 10, after the end of the first fiscal quarter Dover announced the
 sale of its welding equipment business. The gain on sale, which will be
 reported in the second quarter is expected to be approximately $.20 per
 diluted share.
     Additional information on Dover and its operating companies can be found
 on the company website. (http://www.dovercorporation.com). The Dover website
 will host a Webcast of the first quarter conference call at 9:00 AM Eastern
 Time on Tuesday, April 17.  The conference call will also be made available
 for replay on the website.
 
     Dover Corporation makes information available to the public, orally and in
 writing, which may use words like "expects" and "believes", which are
 "forward-looking statements" under the Private Securities Litigation Reform
 Act of 1995. This press release contains forward-looking statements regarding
 future events and the performance of Dover Corporation that involve risks and
 uncertainties that could cause actual results to differ materially including,
 but not limited to, failure to achieve expected synergies, failure to
 successfully integrate acquisitions, failure to service debt, failure to sell
 non-core properties, including without limitation, as a result of the failure
 to obtain regulatory approvals or of conditions to closing to occur, economic
 conditions, customer demand, increased competition in the relevant market, and
 others.  Dover Corporation refers you to the documents that it files from
 time to time with the Securities and Exchange Commission, such as the Form 10-
 K, Form 10-Q and Form 8-K, which contain additional important factors that
 could cause its actual results to differ from its current expectations and
 from the forward-looking statements contained in this press release.
 
     TABLES TO FOLLOW
 
 
                           DOVER CORPORATION CONSOLIDATED
                               MARKET SEGMENT RESULTS
                                    (unaudited)
 
                                               First quarter ended March 31,
                                                                        Percent
                   SALES                         2001            2000    Change
 
     Dover Technologies                     $434,430,000    $466,366,000   -7%
     Dover Industries                        299,707,000     299,041,000
     Dover Diversified                       276,132,000     269,538,000    2%
     Dover Resources                         238,724,000     218,156,000    9%
 
        Total (after intramarket
         eliminations)                    $1,247,564,000  $1,251,283,000
 
                 EARNINGS
 
     Dover Technologies                      $48,226,000     $84,795,000  -43%
     Dover Industries                         37,994,000      50,415,000  -25%
     Dover Diversified                        20,518,000      33,465,000  -39%
     Dover Resources                          31,718,000      33,541,000   -5%
 
        Subtotal (after intramarket
         eliminations)                       138,456,000     202,216,000  -32%
 
     Loss on disposition                              --      (1,400,000)
     Corporate expense                        (4,558,000)     (6,241,000) -27%
     Net interest expense                    (19,534,000)    (15,582,000)  25%
     Earnings before taxes on income         114,364,000     178,993,000  -36%
     Taxes on income                          35,278,000      61,674,000  -43%
     Net earnings                            $79,086,000    $117,319,000  -33%
 
     Net earnings per diluted common
      share:                                       $0.39           $0.57  -32%
 
     Average number of diluted shares
      outstanding                            204,468,000     204,440,000
 
     Impact of acquisition write-offs on
      diluted EPS:
       Diluted EPS                                 $0.39           $0.57  -32%
         Goodwill write-offs (net of tax)           0.05            0.05
       EPS before goodwill                          0.44            0.62  -29%
         Other acquisition write-offs (net
          of tax)                                   0.04            0.04
       EPS before all acquisition write-
        offs                                       $0.48           $0.66  -27%
 
 
                                  DOVER CORPORATION
                                 OPERATIONAL INCOME
                               (in millions)  (unaudited)
 
                              2001 - Three     2000 - Three
                                 Months           Months      2000 - Full Year
                             SALES  INCOME %  SALES  INCOME %  SALES  INCOME %
       Circuit board
        assembly / test        $228   $16  7    $315   $61 19  $1,369  $265 19
       Electronic components    162    33 20     103    18 17     531   104 20
       Marking                   44     9 20      48    14 29     200    60 30
     Dover Technologies         434    58 13     466    93 20   2,100   429 20
     Dover Industries           300    45 15     299    56 19   1,246   224 18
     Dover Diversified          276    25  9     270    41 15   1,176   194 17
     Dover Resources            239    39 16     218    42 19     887   149 17
     Operational subtotal
      (after elim.)          $1,248   167 13  $1,251   232 19  $5,401   996 18
 
     Corporates and other              (7)             (14)             (49)
     EBITACQ                          160              218              947
     Gain (loss) on
      dispositions &
     Sale of equity
      securities                       --               (1)              10
     Interest                         (20)             (16)             (89)
     Acquisition Write-offs           (26)             (22)             (96)
     Dover Pre-tax income            $114             $179             $772
 
     "Operational Income" -- differs from segment operating profits because it
 excludes all non-cash write-offs relating to acquisitions, the expenses of
 each segment's corporate group, and foreign exchange gains or losses.
     "EBITACQ" -- earnings before taxes, interest, acquisition write-offs and
 non-recurring gains.
 
 
                      Dover Corporation and Subsidiaries
        Analysis of Cash Flow: Depreciation, Amortization & Acquisition
                         write-offs, with tax effects
                          (unaudited)  (in millions)
 
 
                                                  2001 - Three Months
                                                     Tax Deductible
                                          Total         Yes        No     Tax
 
     EBIT                                  $134                           $42
 
     Acquisition related:
        Goodwill amortization                13           7         6       2
 
        Other Amortization                    4
        Depreciation                          4
        Inventory write-offs                  5
     Subtotal other write-offs               13          11         2       5
 
     Total acquisition write-offs            26          18         8       7
 
     EBITACQ                                160                           $49
 
        Other depreciation                   32
        Other amortization                   --
 
     EBITDAI                                192
 
        Inventory write-offs                 (5)
 
     EBITDA                                $187
 
                                                  2000 - Three Months
                                                     Tax Deductible
                                          Total         Yes        No     Tax
 
     EBIT                                  $196                           $68
 
     Acquisition related:
        Goodwill amortization                11           6         5       2
 
        Other Amortization                    5
        Depreciation                          4
        Inventory write-offs                  2
     Subtotal other write-offs               11           7         4       3
 
     Total acquisition write-offs            22          13         9       5
 
     EBITACQ                                218                           $73
 
        Other depreciation                   28
        Other amortization                   --
 
     EBITDAI                                246
 
        Inventory write-offs                 (2)
 
     EBITDA                                $244
 
                                                    2000 - Full Year
                                                      Tax Deductible
                                           Total          Yes      No     Tax
 
     EBIT                                    $851                         $267
 
     Acquisition related:
         Goodwill amortization                 49          24      25        9
 
         Other Amortization                    15
         Depreciation                          18
         Inventory write-offs                  14
     Subtotal other write-offs                 47          38       9       13
 
     Total acquisition write-offs              96          62      34       22
 
     EBITACQ                                  947                         $289
 
         Other depreciation                   118
         Other amortization                     3
 
     EBITDAI                                1,068
 
         Inventory write-offs                 (14)
 
     EBITDA                                $1,054
 
     "EBIT" -- represents earnings before interest and taxes.
     "EBITACQ" -- represents earnings before interest, taxes and acquisition
                  write-offs.
     "EBITDAI" -- represents earnings before interest, taxes, depreciation,
                  amortization and inventory write-offs.
     "EBITDA" -- represents earnings before interest, taxes, depreciation and
                 amortization.
     EBIT, EBITACQ, EBITDAI and EBITDA -- all exclude gains (losses) on sale of
                                          businesses and equity investment.
 
 
                           DOVER CORPORATION CONSOLIDATED
                                    (unaudited)
 
                                                  March 31,        December 31,
     BALANCE SHEET ('000)                            2001              2000
 
     Assets:
     Cash, equivalents and marketable
      securities                                   $171,580          $186,740
     Receivables, net of allowances for
      doubtful accounts                             864,052           903,177
     Inventories                                    794,056           783,200
     Prepaid expenses                               109,988           101,732
     Net property, plant & equipment                787,458           755,548
     Goodwill, net of amortization                1,915,823         1,896,715
     Other intangibles and assets, net              276,171           265,004
                                                 $4,919,128        $4,892,116
 
     Liabilities & stockholders' equity:
     Short term debt                               $504,948          $842,537
     Payables and accrued expenses                  738,679           762,103
     Deferred credits                               184,359           214,055
     Long-term debt                               1,033,292           631,846
     Stockholders' equity                         2,457,850         2,441,575
                                                 $4,919,128        $4,892,116
 
                                                           Three Months
     CASH FLOWS ('000)                                 2001              2000
 
     Operating activities:
     Net earnings                                   $79,086          $117,319
     Loss on sale of business                            --             1,400
     Depreciation                                    35,768            31,963
     Amortization of goodwill                        13,371            11,490
     Amortization - other                             4,051             4,558
     Working capital changes                         (8,354)         (155,123)
     Other, net                                     (27,820)            4,540
      Net cash from operating activities             96,102            16,147
 
     Investing activities:
     Capital expenditures                           (62,518)          (35,231)
     Acquisitions, net of cash and cash
      equivalents                                   (82,361)         (154,080)
     Proceeds from sale of businesses and
      equity investments                                 --            14,923
      Net cash from (used in) investing
       activities                                  (144,879)         (174,388)
 
     Financing activities:
     Increase (decrease) in notes payable          (337,410)          456,975
     Increase (decrease) in long-term debt          400,769            12,728
     Cash dividends                                 (25,412)          (23,339)
     Purchase of treasury stock                      (3,067)           (3,037)
     Proceeds from exercise of stock
      options                                         2,266             2,142
      Net cash from (used in) financing
       activities                                    37,146           448,506
 
     Discontinued operations - tax
      payments                                           --          (307,428)
 
     Net increase (decrease) in cash &
      equivalents                                   (11,631)          (17,163)
     Cash & cash equivalents at beginning
      of period                                     181,399           138,038
     Cash & cash equivalents at end of
      period                                       $169,768          $120,875
 
                               DOVER CORPORATION
                       ACQUISITIONS - FIRST QUARTER 2001
 
     DATE       TYPE      ACQUIRED       LOCATION (Near)     SEGMENT -
                          COMPANIES                     Operating Co.
 
     01-Jan     Asset     CPI Products   Plymouth, MI        DRI  De-Sta-Co
                                                                  Industries
 
     Manufactures a broad array of end-of-arm, transfer press, and assembly
 tooling products.
 
     04-Jan     Stock     Bayne Machine  Greenville, SC      DII  Heil
                          Works, Inc.                             Environmental
 
     Manufactures hydraulic lift systems utilized in the waste industry.
 
     31-Jan     Stock     Adhoc Logiciel Hautmont, France    DTI  Imaje
 
     Develops software systems for traceability, identification and product
 flow management.
 
     28-Feb     Stock     Schreiber      Cerritos, Ca        DII  DovaTech
                          Engineering
 
     Manufactures small and medium-sized chillers.
 
     31-Mar     Stock     Comco          Cincinnati, Oh      DDI  Mark Andy
 
     Manufactures narrow and mid-web flexographic printing presses.
 
 SOURCE  Dover Corporation