Crane Co. Reports Third Quarter EPS of $0.60; Reduces Annual EPS and Cash Flow Guidance

Crane Co. (NYSE: CR), a diversified manufacturer of highly engineered industrial products, reported third quarter 2008 net income was $36.1 million, or $0.60 per diluted share, compared with a third quarter 2007 net loss of $196.9 million, or $3.29 per share, which included a $250.0 million after-tax provision, or $4.18 per share, to extend the time horizon of the Companys estimate of its asbestos liability from 2011 to 2017. Excluding the provision, third quarter 2007 earnings were $0.89 per basic share ($0.87 per diluted share) (Please see the attached Non-GAAP Financial Measures.)

Third quarter 2008 sales decreased $21.4 million, or 3%, including core business decline of $27.9 million (4%) partially offset by an increase of sales from acquired businesses of $3.8 million and favorable foreign currency translation of $2.7 million. Order backlog at September 30, 2008 was $779 million, which is 3% lower than the backlog of $805 million at June 30, 2008 and 8% higher than $720 million at December 31, 2007.

Cash Flow and Financial Position

Cash provided by operating activities was $41.0 million in the third quarter of 2008, compared to $75.6 million in the third quarter of 2007. Year-to-date cash provided by operating activities was $130.5 million through September 30, 2008, compared to $146.3 million in the comparable 2007 period which was favorably impacted by a $31.5 million insurance recovery. The Companys cash position was $278 million at the end of the third quarter, up from $162 million at September 30, 2007. Because the Company has substantial cash balances in Euros, the strengthening of the U.S. dollar during the third quarter of 2008 reduced the Companys reported cash position by $29 million. The Company did not repurchase any shares of its common stock during the quarter but may do so in future quarters. (Please also see the attached Condensed Statement of Cash Flows and Non-GAAP Financial Measures.)

I am disappointed in our third quarter results, which reflected an unexpected sharp slowdown in orders beginning in August in several of our short-cycle businesses, further weakening in Engineered Materials end markets, and the continued high level of engineering spending in Aerospace, said Crane Co. president and chief executive officer Eric C. Fast.

Reflecting the shortfall in our third quarter results and uncertainty across our end markets, we are reducing our EPS guidance for the year from $3.45-$3.60 to $2.75-$2.90 and our free cash flow guidance from $170 million to $130 million. We have taken and will continue to take important steps to reduce costs, and these actions could result in a fourth quarter pretax charge of up to $25 million, primarily non-cash, or $0.27 per share, which is not included in our new guidance. With $278 million in cash and $300 million available under a bank revolving credit, we have a strong liquidity position which will allow us to continue to fund targeted growth opportunities and selectively make acquisitions. We expect to emerge from this difficult economic period as an even stronger company.

Segment Results

All comparisons below refer to the third quarter 2008 versus the third quarter 2007, unless otherwise specified.

Aerospace & Electronics

Third QuarterChange
(dollars in millions)

2008

2007

Sales $159.7 $159.0 $0.7 1 %
Operating Profit $ 10.9 $ 23.1 ($ 12.2 ) (53 %)
Profit Margin 6.8 % 14.5 %

The third quarter 2008 sales increase of $0.7 million reflected a sales increase of $3.8 million in the Aerospace Group and a decrease of $3.1 million in the Electronics Group. Segment operating profit declined by $12.2 million as a result of a $15 million increase in engineering expenses related to products for the Boeing 787 and Airbus A400M programs. Excluding the investment in these two new programs, the segment continued to experience solid operating results.

The Aerospace & Electronics segment backlog was $418 million at September 30, 2008, equal to June 30, 2008 and an increase of 6% over $393 million at December 31, 2007.

Engineered Materials

Third QuarterChange
(dollars in millions)

2008

2007

Sales $58.2 $80.7 ($22.5 ) (28 %)
Operating Profit $4.4 $15.7 ($11.3 ) (72 %)
Profit Margin 7.6 % 19.5 %

Reflecting further weakening demand from recreational vehicle, transportation and, to a lesser extent, building products end markets, segment sales were down $22.5 million, or 28%, following a decline of $14.8 million, or 17%, in the second quarter of 2008. Operating profit in 2008 decreased 72% reflecting lower sales. This segment continues to reduce headcount consistent with sales levels and to take other actions to reduce costs.

Merchandising Systems

Third QuarterChange
(dollars in millions)

2008

2007

Sales $93.6 $98.5 ($4.9 ) (5 %)
Operating Profit $10.9 $ 9.8 $1.1 12 %
Profit Margin 11.6 % 9.9 %

Total Merchandising Systems sales declined 5% as a sharp decline in Vending sales during the quarter more than offset higher sales in the Payment Solutions businesses. Operating profit increased $1.1 million, or 12%, reflecting the improved mix of higher margin Payment Solutions sales, and significant cost reduction initiatives in Vending.

Fluid Handling

Third QuarterChange
(dollars in millions)

2008

2007

Sales $293.6 $290.8 $2.8 1 %
Operating Profit $ 34.9 $ 37.5 ($2.6 ) (7 %)
Profit Margin 11.9 % 12.9 %

Third quarter 2008 sales increased $2.8 million, or 1%, including $3.3 million (1%) of core sales growth and favorable foreign currency translation of $1.3 million, less sales of divested businesses of $1.8 million. While demand from the global chemical, pharmaceutical and energy industries, remained firm, sales were impacted during the third quarter by certain short-cycle North American businesses and delays of several large valve projects into the fourth quarter. Operating profit decreased $2.6 million, or 7%, and profit margin decreased to 11.9%, as a result of shipment delays, higher SG&A costs, and disruptions associated with Hurricane Ike.

On September 15, the Companys UK subsidiary Crane Limited purchased all of the capital stock of Delta Fluid Products Limited, a leading designer and manufacturer of regulators and fire safe valves for the gas industry, and safety valves and air vent valves for the building services market, for a purchase price of approximately $28 million in cash on a debt free basis. Deltas 2008 annual sales are estimated to be $37 million.

The Fluid Handling segment backlog was $286 million at September 30, 2008, a decrease of 4% from $298 million at June 30, 2008, and an increase of 18% over $243 million at December 31, 2007.

Controls

Third QuarterChange
(dollars in millions)

2008

2007

Sales $37.6 $35.1 $2.5 7 %
Operating Profit $ 3.3 $ 3.1 $0.2 5 %
Profit Margin 8.7 % 8.9 %

The third quarter 2008 sales increase of $2.5 million reflects $2.1 million of incremental sales related to the August 2007 acquisition of the Mobile Rugged Business division of Kontron America. Operating profit increased 5% to $3.3 million.

Full Year 2008 Guidance

The Company is reducing its 2008 EPS guidance for the year from $3.45-$3.60 to $2.75-$2.90 and free cash flow guidance from $170 million to $130 million. The Company has taken and will continue to take important steps to reduce costs, and these actions could result in a fourth quarter pretax charge of up to $25 million, primarily non-cash, or $0.27 per share, which is not included in our new guidance. The Companys guidance includes an estimated annual tax rate of approximately 29%, which includes the retroactive renewal of the Federal R&D tax credit.

Please see the Non-GAAP Financial Measures table attached to this press release for details. Additional information with respect to the Companys asbestos liability and related accounting provisions and cash requirements is set forth in the Current Report on Form 8-K filed with a copy of this press release.

Conference Call

Crane Co. has scheduled a conference call to discuss the third quarters financial results on Tuesday, October 28, 2008 at 10:00 A.M. (Eastern). All interested parties may listen to a live webcast of the call at http://www.craneco.com. An archived webcast will also be available to replay this conference call directly from the Companys website.

Crane Co. is a diversified manufacturer of highly engineered industrial products. Founded in 1855, Crane provides products and solutions to customers in the aerospace, electronics, hydrocarbon processing, petrochemical, chemical, power generation, automated merchandising, transportation and other markets. The Company has five business segments: Aerospace & Electronics, Engineered Materials, Merchandising Systems, Fluid Handling, and Controls. Crane has approximately 12,000 employees in North America, South America, Europe, Asia and Australia. Crane Co. is traded on the New York Stock Exchange (NYSE:CR). For more information, visit www.craneco.com.

This press release may contain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These statements present managements expectations, beliefs, plans and objectives regarding future financial performance, and assumptions or judgments concerning such performance. Any discussions contained in this press release, except to the extent that they contain historical facts, are forward-looking and accordingly involve estimates, assumptions, judgments and uncertainties. There are a number of factors that could cause actual results or outcomes to differ materially from those addressed in the forward-looking statements.Such factors are detailed in the Companys Annual Report on Form 10-K for the fiscal year ended December 31, 2007 and subsequent reports filed with the Securities and Exchange Commission.

Exhibit 99.2
CRANE CO.
Income Statement Data
(in thousands, except per share data)
Three Months Ended Nine Months Ended
September 30, September 30,
2008 2007 2008 2007
Net Sales:
Aerospace & Electronics $ 159,716 $ 158,999 $ 484,095 $ 467,563
Engineered Materials 58,174 80,719 213,884 256,180
Merchandising Systems 93,611 98,462 323,348 296,389
Fluid Handling 293,621 290,826 883,221 834,983
Controls 37,556 35,087 110,480 98,093
Total Net Sales $ 642,678 $ 664,093 $ 2,015,028 $ 1,953,208
Operating Profit (Loss):
Aerospace & Electronics $ 10,896 $ 23,090 $ 45,378 $ 68,481
Engineered Materials 4,410 15,742 24,164 49,713
Merchandising Systems 10,884 9,755 42,361 31,298
Fluid Handling 34,915 37,477 126,233 102,014
Controls 3,277 3,129 8,124 8,331
Corporate* (9,764 ) (11,660 ) (30,022 ) (42,108 )
Asbestos Provision - (390,150 ) - (390,150 )
Total Operating Profit (Loss) 54,618 (312,617 ) 216,238 (172,421 )
Interest Income 3,212 1,535 8,379 3,837
Interest Expense (6,053 ) (6,845 ) (19,236 ) (20,614 )
Miscellaneous- Net (83 ) 849 1,878 3,593
Income (Loss) Before Income Taxes 51,694 (317,078 ) 207,259 (185,605 )
Provision for Income Taxes 15,612 (120,128 ) 63,790 (78,036 )
Net Income (Loss) $ 36,082 $ (196,950 ) $ 143,469 $ (107,569 )
Share Data:
Net Income (Loss) per Diluted Share $ 0.60 $ (3.29 ) $ 2.36 $ (1.79 )
Average Diluted Shares Outstanding 60,485 59,884 60,694 60,008
Average Basic Shares Outstanding 59,811 59,884 59,884 60,008

Supplemental Data:

Cost of Sales - Operations $ 434,382 $ 445,603 $ 1,342,560 $ 1,321,560
Asbestos Provision - 390,150 - 390,150
Selling, General & Administrative 153,678 140,957 456,230 413,919
Depreciation and Amortization** 14,270 13,672 43,965 44,740
Stock Compensation Expense 3,462 3,797 10,447 11,173
* Operating profit for the first nine months of 2008 includes $4.4 million of recoveries related to environmental activities, and operating profit for the first nine months of 2007 includes a $7.6 million provision for a legal settlement.
**Amount included within cost of sales and selling, general & administrative costs.
CRANE CO.
Condensed Balance Sheets
(in thousands)
September 30, December 31,
2008 2007
ASSETS
Current Assets
Cash and Cash Equivalents $ 278,431 $ 283,370
Accounts Receivable 359,418 345,176
Current Insurance Receivable - Asbestos 33,600 33,600
Inventories 368,530 327,719
Other Current Assets 64,289 47,757
Total Current Assets 1,104,268 1,037,622
Property, Plant and Equipment 293,606 289,683
Long-Term Insurance Receivable - Asbestos 276,449 306,557
Long-Term Deferred Tax Assets 187,189 220,370
Other Assets 233,557 256,510
Goodwill 770,052 766,550
Total Assets $ 2,865,121 $ 2,877,292
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Notes Payable and Current Maturities of Long-Term Debt $ 1,022 $ 548
Accounts Payable 195,787 177,978
Current Asbestos Liability 84,000 84,000
Accrued Liabilities 234,828 230,295
Income Taxes 2,073 731
Total Current Liabilities 517,710 493,552
Long-Term Debt 398,434 398,301
Deferred Tax Liability 32,014 31,880
Long-Term Asbestos Liability 877,754 942,776
Other Liabilities 103,550 117,586
Minority Interest 7,811 8,394
Shareholders' Equity 927,848 884,803
Total Liabilities and Shareholders' Equity $ 2,865,121 $ 2,877,292
CRANE CO.
Condensed Statements of Cash Flows
(in thousands)
Three Months Ended Nine Months Ended
September 30, September 30,
2008 2007 2008 2007
Operating Activities:
Net income (loss) $ 36,082 $ (196,950 ) $ 143,469 $ (107,569 )
Income from joint venture - (1,253 ) - (3,798 )
Asbestos provision, net - 390,150 - 390,150
(Gain) loss on divestitures - 975 (932 ) 975
Depreciation and amortization 14,270 13,672 43,965 44,740
Stock-based compensation expense 3,462 3,797 10,447 11,173
Deferred income taxes 10,774 (130,775 ) 22,639 (140,243 )
Cash used for operating working capital 10,853 6,600 (35,435 ) (39,532 )
Other (16,173 ) (2,758 ) (18,774 ) (16,889 )
Subtotal 59,268 83,458 165,379 139,007
Asbestos related payments, net of insurance recoveries (18,301 ) (7,897 ) (34,915 ) 7,311
Total provided by operating activities 40,967 75,561 130,464 146,318
Investing Activities:
Capital expenditures (13,257 ) (11,581 ) (33,658 ) (33,412 )
Proceeds from disposition of capital assets 284 374 728 11,610
Proceeds from divestitures - 2,005 2,106 2,005
Payment for acquisition, net of cash acquired (27,877 ) (65,311 ) (28,009 ) (65,166 )
Total used for investing activities (40,850 ) (74,513 ) (58,833 ) (84,963 )
Financing Activities:
Dividends paid (11,965 ) (10,789 ) (33,521 ) (28,828 )
Reacquisition of shares on the open market - - (40,000 ) (50,001 )
Stock options exercised - net of shares reacquired (387 ) 2,958 8,704 10,102
Excess tax benefit from stock-based compensation 488 1,954 1,388 4,081
Repayment of long-term debt - (211 ) - (300 )
Net increase (decrease) in short-term debt (2,631 ) 24,100 411 15,492
Total used for financing activities (14,495 ) 18,012 (63,018 ) (49,454 )
Effect of exchange rate on cash and cash equivalents (28,739 ) 8,113 (13,552 ) 11,740
(Decrease) increase in cash and cash equivalents (43,117 ) 27,173 (4,939 ) 23,641
Cash and cash equivalents at beginning of period 321,548 135,075 283,370 138,607
Cash and cash equivalents at end of period $ 278,431 $ 162,248 $ 278,431 $ 162,248
CRANE CO.
Order Backlog
(in thousands)
September 30, June 30, December 31, September 30,
2008 2008 2007 2007
Aerospace & Electronics $ 418,317 $ 417,883 $ 392,822 $ 398,725
Engineered Materials 11,035 11,892 14,802 14,466
Merchandising Systems 25,676 35,708 34,093 30,825
Fluid Handling 285,988 297,937 242,591 266,920
Controls 37,816 41,633 35,273 42,217
Total Backlog $ 778,832 $ 805,053 $ 719,581 $ 753,153
CRANE CO.
Non-GAAP Financial Measures
(in thousands, except for per share amounts)
Percent Change

Three Months Ended

Nine Months Ended Three and Nine Months Ended
September 30, September 30, September 30,
2008 2007 2008 2007 2008 2007

INCOME ITEMS:

Net Sales $642,678 $664,093 $2,015,028 $1,953,208 -3.2% 3.2%
Operating Profit (Loss) $54,618 ($312,617) $216,238 ($172,421)
Asbestos Provision - Pre-Tax (a) 390,150 390,150
Government Settlement - Pre-Tax (b) 7,600
Environmental Reimbursement - Pre-Tax (c) (4,444)
Operating Profit before Asbestos Provision, Government Settlement and Environmental Reimbursement $54,618 $77,533 $211,794 $225,329 -29.6% -6.0%
Percentage of Sales8.5%11.7%10.5%11.5%
Net Income (Loss) $36,082 ($196,950) $143,469 ($107,569)
Per Share$ 0.60($3.29)$2.36($1.79)
Asbestos Provision - Net of Tax (a) 250,000 250,000
Per Share$ 4.18$ 4.16
Government Settlement - Net of Tax (b) 5,396
Per Share$ 0.09
Environmental Reimbursement - Net of Tax (c) (2,889)
Per Share$ (0.05)
Net Income before Asbestos Provision, Government Settlement and Environmental Reimbursement $36,082 $53,050 $140,580 $147,827 -32.0% -4.9%
Per Share$ 0.89$ 2.46
Per Diluted Share$ 0.60$ 0.87$ 2.32$ 2.42
Average Diluted Shares Outstanding60,48560,694
In the three months and nine months ended September 30, 2007, Average Shares Outstanding excluding the effect of diluted stock options were used to compute the per share amounts since both periods were in a loss position. Had net income been reported for these periods, Average Shares Outstanding would have included the effect of diluted stock options when computing per share amounts (see chart below).
Average Basic Shares Outstanding 59,884 60,008
Effect of Diluted Stock Options 1,164 1,087
Average Shares Outstanding including the effect of Stock Options 61,048 61,095
When considering the effect of dilutive stock options on shares outstanding, Net Income before Asbestos Provision and Government Settlement is $0.87 per share and $2.42 for the three and nine months ended September 30, 2007, respectively.
(a) During the three months ended September 30, 2007, the Company recorded an Asbestos Provision.
(b) During the three months ended June 30, 2007, the Company recorded a settlement with the US Government.
(c) During the three months ended June 30, 2008, the Company recorded a $2.1 million reimbursement from the US Government and a $2.4 million reimbursement from a service provider, both related to environmental clean-up activities.
CRANE CO.
Non-GAAP Financial Measures

(in thousands, except for per share amounts)

September 30, December 31,
2008 2007

BALANCE SHEET ITEMS

Notes Payable and Current Maturities of Long-Term Debt $ 1,022 $ 548
Long-Term Debt 398,434 398,301
Total Debt 399,456 398,849
Less: Cash and Cash Equivalents (278,431 ) (283,370 )

Net Debt

121,025 115,479
Shareholders' Equity 927,848 884,803
Net Capitalization $ 1,048,873 $ 1,000,282
Percentage of Net Debt to Net Capitalization 11.5 % 11.5 %

Three Months Ended

Nine Months Ended

Year Ended

September 30,

September 30, December 31,
2008 2007 2008 2007 2008 2007
(Estimated)

CASH FLOW ITEMS

Cash Provided from Operating Activities
before Asbestos - Related Payments $ 59,268 $ 83,458 $ 165,379 $ 139,007 230,000 $ 243,031
Asbestos Related Payments, Net of Insurance Recoveries (18,301 ) (7,897 ) (34,915 ) (24,189 ) (55,000 ) (41,698 )
Equitas Receipts - - - 31,500 - 31,500
Cash Provided from Operating Activities 40,967 75,561 130,464 146,318 175,000 232,833
Less: Capital Expenditures (13,257 ) (11,581 ) (33,658 ) (33,412 ) (45,000 ) (47,169 )
Free Cash Flow $ 27,710 $ 63,980 $ 96,806 $ 112,906 130,000 $ 185,664
Certain non-GAAP measures have been provided to facilitate comparison with the prior year.
The Company reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). However, management believes that non-GAAP financial measures which exclude certain non-recurring items present additional useful comparisons between current results and results in prior operating periods, providing investors with a clearer view of the underlying trends of the business. Management also uses these non-GAAP financial measures in making financial, operating, planning and compensation decisions and in evaluating the Company's performance. In addition, Free Cash Flow provides supplemental information to assist management and investors in analyzing the Companys ability to generate positive cash flow. Non-GAAP financial measures, which may be inconsistent with similarly captioned measures presented by other companies, should be viewed in addition to, and not as a substitute for, the Companys reported results prepared in accordance with GAAP.

Contacts:

Crane Co.
Richard E. Koch, 203-363-7352
Director, Investor Relations
and Corporate Communications
www.craneco.com

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