UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

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

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

Commission File Number: 1-13595

Mettler-Toledo International Inc.

(Exact name of registrant as specified in its charter)

Delaware		13-3668641
(State or other jurisdiction of incorporation or organization)		(I.R.S Employer Identification No.)

Im Langacher, P.O. Box MT-100
CH 8606 Greifensee, Switzerland
and
1900 Polaris Parkway
Columbus, Ohio 43240
(Zip Code)

+41-44-944-22-11 and 1-614-438-4511

not applicable

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

Indicate by checkmark whether the registrant has submitted electronically and posted on its corporate Web-site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o No o

Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer þ		Accelerated filer o		Non-accelerated filer o (Do not check if a smaller reporting company)		Smaller reporting company o

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

The Registrant had 33,751,048 shares of Common Stock outstanding at September 30, 2009.

 

 

METTLER-TOLEDO INTERNATIONAL INC.
INDEX TO QUARTERLY REPORT ON FORM 10-Q

		PAGE
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Unaudited Interim Consolidated Financial Statements:
Interim Consolidated Statements of Operations for the three months ended September 30, 2009 and 2008			3
Interim Consolidated Statements of Operations for the nine months ended September 30, 2009 and 2008			4
Interim Consolidated Balance Sheets as of September 30, 2009 and December 31, 2008			5
Interim Consolidated Statements of Shareholders’ Equity and Comprehensive Income for the nine months ended September 30, 2009 and twelve months ended December 31, 2008			6
Interim Consolidated Statements of Cash Flows for the nine months ended September 30, 2009 and 2008			7
Notes to the Interim Consolidated Financial Statements at September 30, 2009			8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			23
Item 3. Quantitative and Qualitative Disclosures About Market Risk			34
Item 4. Controls and Procedures			34
PART II. OTHER INFORMATION
Item 1. Legal Proceedings			35
Item 1A. Risk Factors			35
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			35
Item 3. Defaults upon Senior Securities			36
Item 4. Submission of Matters to a Vote of Security Holders			36
Item 5. Other Information			36
Item 6. Exhibits			36
SIGNATURE
EX-31.1
EX-31.2
EX-32

PART I. FINANCIAL INFORMATION

Item 1.		Financial Statements

METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS
Three months ended September 30, 2009 and 2008
(In thousands, except share data)
(unaudited)

		September 30,				September 30,
		2009				2008
Net sales
Products		$	328,055			$	396,876
Service			107,595				112,221
Total net sales			435,650				509,097
Cost of sales
Products			145,719				187,632
Service			64,738				72,785
Gross profit			225,193				248,680
Research and development			22,309				26,553
Selling, general and administrative			129,686				145,612
Amortization			3,237				2,728
Interest expense			6,974				6,846
Other charges (income), net			6,077				445
Earnings before taxes			56,910				66,496
Provision for taxes			15,365				13,772
Net earnings		$	41,545			$	52,724
Basic earnings per common share:
Net earnings		$	1.23			$	1.56
Weighted average number of common shares			33,728,931				33,856,574
Diluted earnings per common share:
Net earnings		$	1.21			$	1.52
Weighted average number of common and common equivalent shares			34,413,656				34,727,806

The accompanying notes are an integral part of these interim consolidated financial statements.

METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS
Nine months ended September 30, 2009 and 2008
(In thousands, except share data)
(unaudited)

		September 30,				September 30,
		2009				2008
Net sales
Products		$	910,343			$	1,133,623
Service			306,828				330,034
Total net sales			1,217,171				1,463,657
Cost of sales
Products			411,112				522,422
Service			186,710				212,392
Gross profit			619,349				728,843
Research and development			65,954				77,511
Selling, general and administrative			366,209				441,311
Amortization			8,734				7,800
Interest expense			18,975				18,723
Other charges (income), net			29,547				2,620
Earnings before taxes			129,930				180,878
Provision for taxes			26,775				41,024
Net earnings		$	103,155			$	139,854
Basic earnings per common share:
Net earnings		$	3.06			$	4.06
Weighted average number of common shares			33,683,443				34,482,431
Diluted earnings per common share:
Net earnings		$	3.02			$	3.96
Weighted average number of common and common equivalent shares			34,200,834				35,347,440

The accompanying notes are an integral part of these interim consolidated financial statements.

METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED BALANCE SHEETS
As of September 30, 2009 and December 31, 2008
(In thousands, except share data)
(unaudited)

		September 30,				December 31,
		2009				2008
ASSETS
Current assets:
Cash and cash equivalents		$	113,948			$	78,073
Trade accounts receivable, less allowances of $12,586 at September 30, 2009 and $11,965 at December 31, 2008			284,965				348,614
Inventories			164,761				170,613
Current deferred tax assets, net			39,068				35,756
Other current assets and prepaid expenses			45,774				37,809
Total current assets			648,516				670,865
Property, plant and equipment, net			303,219				285,008
Goodwill			431,590				424,426
Other intangible assets, net			94,413				96,295
Non-current deferred tax assets, net			93,014				92,958
Other non-current assets			109,943				94,504
Total assets		$	1,680,695			$	1,664,056
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Trade accounts payable		$	92,010			$	111,442
Accrued and other liabilities			98,656				81,118
Accrued compensation and related items			93,049				115,430
Deferred revenue and customer prepayments			70,071				51,665
Taxes payable			53,498				44,507
Current deferred tax liabilities			6,486				8,218
Short-term borrowings			10,652				12,492
Total current liabilities			424,422				424,872
Long-term debt			318,785				441,588
Non-current deferred tax liabilities			110,819				111,048
Other non-current liabilities			175,285				183,301
Total liabilities			1,029,311				1,160,809
Commitments and contingencies (Note 12)
Shareholders’ equity:
Preferred stock, $0.01 par value per share; authorized 10,000,000 shares; issued 0			—				—
Common stock, $0.01 par value per share; authorized 125,000,000 shares; issued 44,786,011 and 44,786,011 shares; outstanding 33,751,048 and 33,595,303 shares at September 30, 2009 and December 31, 2008, respectively			448				448
Additional paid-in capital			569,206				559,772
Treasury stock at cost (11,034,963 shares at September 30, 2009 and 11,190,708 shares at December 31, 2008)			(862,500	)			(873,601	)
Retained earnings			946,920				848,489
Accumulated other comprehensive (loss) income			(2,690	)			(31,861	)
Total shareholders’ equity			651,384				503,247
Total liabilities and shareholders’ equity		$	1,680,695			$	1,664,056

The accompanying notes are an integral part of these interim consolidated financial statements.

METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY AND
COMPREHENSIVE INCOME
Nine months ended September 30, 2009 and twelve months ended December 31, 2008
(In thousands, except share data)
(unaudited)

										Additional												Accumulated Other
		Common Stock								Paid-in				Treasury				Retained				Comprehensive
		Shares				Amount				Capital				Stock				Earnings				(Loss) Income				Total
Balance at December 31, 2007			35,638,483			$	448			$	548,378			$	(662,393	)		$	652,236			$	42,617			$	581,286
Exercise of stock options and restricted stock units			172,248				—				—				12,138				(6,910	)			—				5,228
Other treasury stock issuances			16,760				—				—				1,149				352				—				1,501
Repurchases of common stock			(2,232,188	)			—				—				(224,495	)			—				—				(224,495	)
Tax benefit resulting from exercise of certain employee stock options			—				—				2,696				—				—				—				2,696
Share-based compensation			—				—				8,698				—				—				—				8,698
Adoption of year-end pension measurement date provision, net of tax			—				—				—				—				33				(107	)			(74	)
Comprehensive income:
Net earnings			—				—				—				—				202,778				—				202,778
Unrealized gain (loss) on cash flow hedging arrangements, net of tax			—				—				—				—				—				(2,593	)			(2,593	)
Change in currency translation adjustment			—				—				—				—				—				(23,242	)			(23,242	)
Pension adjustment, net of tax			—				—				—				—				—				(48,536	)			(48,536	)
Comprehensive income			—				—				—				—				—				—				128,407
Balance at December 31, 2008			33,595,303			$	448			$	559,772			$	(873,601	)		$	848,489			$	(31,861	)		$	503,247
Exercise of stock options and restricted stock units			149,278				—				—				10,640				(4,567	)			—				6,073
Other treasury stock issuances			6,467				—				—				461				(157	)			—				304
Tax benefit resulting from exercise of certain employee stock options			—				—				1,167				—				—				—				1,167
Share-based compensation			—				—				8,267				—				—				—				8,267
Comprehensive income:
Net earnings			—				—				—				—				103,155				—				103,155
Unrealized gain (loss) on cash flow hedging arrangements, net of tax			—				—				—				—				—				3,313				3,313
Change in currency translation adjustment			—				—				—				—				—				20,764				20,764
Pension adjustment, net of tax			—				—				—				—				—				5,094				5,094
Comprehensive income (a)			—				—				—				—				—				—				132,326
Balance at September 30, 2009			33,751,048			$	448			$	569,206			$	(862,500	)		$	946,920			$	(2,690	)		$	651,384

The accompanying notes are an integral part of these interim consolidated financial statements.

METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
Nine months ended September 30, 2009 and 2008
(In thousands)
(unaudited)

		September 30,				September 30,
		2009				2008
Cash flows from operating activities:
Net earnings		$	103,155			$	139,854
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation			21,926				22,194
Amortization			8,734				7,800
Deferred taxes			(15,773	)			(7,957	)
Excess tax benefits from share-based payment arrangements			(609	)			(999	)
Gain from sale of property, plant and equipment			(25	)			(3,271	)
Share-based compensation			8,267				7,378
Other			243				—
Increase (decrease) in cash resulting from changes in:
Trade accounts receivable, net			65,707				14,463
Inventories			10,318				(19,523	)
Other current assets			(6,796	)			(7,710	)
Trade accounts payable			(19,856	)			(21,975	)
Taxes payable			8,092				28,456
Accruals and other			5,092				1,915
Net cash provided by operating activities			188,475				160,625
Cash flows from investing activities:
Proceeds from sale of property, plant and equipment			1,979				13,184
Purchase of property, plant and equipment			(36,646	)			(37,460	)
Acquisitions			(170	)			(607	)
Net cash used in investing activities			(34,837	)			(24,883	)
Cash flows from financing activities:
Proceeds from borrowings			198,072				235,710
Repayments of borrowings			(323,948	)			(121,123	)
Debt issuance costs			(620	)			(3,085	)
Debt extinguishment costs			(1,316	)			—
Proceeds from stock option exercises			6,073				3,319
Repurchases of common stock			—				(225,296	)
Excess tax benefits from share-based payment arrangements			609				999
Other financing activities			(984	)			243
Net cash used in financing activities			(122,114	)			(109,233	)
Effect of exchange rate changes on cash and cash equivalents			4,351				3,308
Net increase in cash and cash equivalents			35,875				29,817
Cash and cash equivalents:
Beginning of period			78,073				81,222
End of period		$	113,948			$	111,039

The accompanying notes are an integral part of these interim consolidated financial statements.

METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited
(In thousands, except share data, unless otherwise stated)

1. BASIS OF PRESENTATION

     Mettler-Toledo International Inc. (“Mettler-Toledo” or the “Company”) is a leading global supplier of precision instruments and services. The Company manufactures weighing instruments for use in laboratory, industrial, packaging, logistics and food retailing applications. The Company also manufactures several related analytical instruments and provides automated chemistry solutions used in drug and chemical compound discovery and development. In addition, the Company manufactures metal detection and other end-of-line inspection systems used in production and packaging and provides solutions for use in certain process analytics applications. The Company’s primary manufacturing facilities are located in China, Germany, Switzerland, the United Kingdom and the United States. The Company’s principal executive offices are located in Greifensee, Switzerland and Columbus, Ohio.

     The accompanying interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include all entities in which the Company has control, which are its wholly owned subsidiaries. The interim consolidated financial statements have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. The interim consolidated financial statements as of September 30, 2009 and for the three and nine month periods ended September 30, 2009 and 2008 should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2008.

     The accompanying interim consolidated financial statements reflect all adjustments which, in the opinion of management, are necessary for a fair statement of the results of the interim periods presented. Operating results for the three and nine months ended September 30, 2009 are not necessarily indicative of the results to be expected for the full year ending December 31, 2009.

     The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, as well as disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results may differ from those estimates. A discussion of the Company’s critical accounting policies is included in Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2008.

     All intercompany transactions and balances have been eliminated.

     Certain reclassifications have been made to prior year amounts to conform to the current year presentation.

METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Trade Accounts Receivable

     Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts represents the Company’s best estimate of probable credit losses in its existing trade accounts receivable. The Company determines the allowance based upon a review of both specific accounts for collection and the age of the accounts receivable portfolio.

Inventories

     Inventories are valued at the lower of cost or net realizable value. Cost, which includes direct materials, labor and overhead, is generally determined using the first in, first out (FIFO) method. The estimated net realizable value is based on assumptions for future demand and related pricing. Adjustments to the cost basis of inventory are made for excess and obsolete items based on usage, orders and technological obsolescence. If actual market conditions are less favorable than those projected by management, reductions in the value of inventory may be required.

     Inventory consisted of the following:

		September 30,				December 31,
		2009				2008
Raw materials and parts		$	75,899			$	77,282
Work-in-progress			30,296				32,403
Finished goods			58,566				60,928
		$	164,761			$	170,613

Other Intangible Assets

     Other intangible assets include indefinite-lived assets and assets subject to amortization. Where applicable, amortization is charged on a straight-line basis over the expected period to be benefited. The straight-line method of amortization reflects an appropriate allocation of the cost of the intangible assets to earnings in proportion to the amount of economic benefits obtained by the Company in each reporting period. The Company assesses the initial acquisition of intangible assets in accordance with the provisions of ASC 805 “Business Combinations” and the continued accounting for previously recognized intangible assets and goodwill in accordance with the provisions of ASC 350 “Intangibles — Goodwill and Other” and ASC 360 “Property, Plant and Equipment.”

METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

     Other intangible assets consisted of the following:

		September 30, 2009								December 31, 2008
		Gross				Accumulated				Gross				Accumulated
		Amount				Amortization				Amount				Amortization
Customer relationships		$	74,006			$	(15,103	)		$	73,772			$	(13,476	)
Proven technology and patents			34,408				(22,422	)			32,989				(20,452	)
Tradename (finite life)			1,964				(874	)			1,803				(775	)
Tradename (indefinite life)			22,434				—				22,434				—
		$	132,812			$	(38,399	)		$	130,998			$	(34,703	)

     The annual aggregate amortization expense based on the current balance of other intangible assets is estimated at $4.8 million for 2009 and 2010, $4.6 million for 2011, $4.3 million for 2012 and $2.9 million for 2013. The Company recognized amortization expense associated with the above intangible assets of $3.6 million and $3.5 million for the nine months ended September 30, 2009 and 2008, respectively.

     In addition to the above amortization, the Company recorded amortization expense associated with capitalized software of $5.1 million and $4.3 million for the nine months ended September 30, 2009 and 2008, respectively.

Revenue Recognition

     Revenue is recognized when title to a product has transferred and any significant customer obligations have been fulfilled. Standard shipping terms are generally FOB shipping point in most countries and, accordingly, title transfers upon shipment. In countries where title cannot legally transfer before delivery, the Company defers revenue recognition until delivery has occurred. Other than a few small software applications, the Company does not sell software products without the related hardware instrument as the software is embedded in the instrument. The Company’s products typically require no significant production, modification or customization of the hardware or software that is essential to the functionality of the products. To the extent the Company’s solutions have a post-shipment obligation, such as customer acceptance, revenue is deferred until the obligation has been completed. In addition, the Company defers revenue where installation is required, unless such installation is deemed perfunctory. The Company generally maintains the right to accept or reject a product return in its terms and conditions and also maintains appropriate accruals for outstanding credits. Further, certain products are also sold through indirect distribution channels whereby the distributor assumes any further obligations to the customer upon title transfer. Revenue is recognized on these products upon title transfer and risk of loss to our distributors. Distributor discounts are offset against revenue at the time such revenue is recognized. Shipping and handling costs charged to customers are included in total net sales and the associated expense is recorded in cost of sales for all periods presented.

     Service revenue not under contract is recognized upon the completion of the service performed. Spare parts sold on a stand-alone basis are recognized upon title transfer which is generally at the time of shipment. Revenues from service contracts are recognized ratably over the contract period. These contracts represent an obligation to perform repair and other services

METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

including regulatory compliance qualification, calibration, certification and preventative maintenance on a customer’s pre-defined equipment over the contract period. Service contracts are separately priced and payment is typically received from the customer at the beginning of the contract period.

Warranty

     The Company generally offers one-year warranties on most of its products. Product warranties are recorded at the time revenue is recognized. While the Company engages in extensive product quality programs and processes, its warranty obligation is affected by product failure rates, material usage and service costs incurred in correcting a product failure.

     The Company’s accrual for product warranties is included in accrued and other liabilities in the consolidated balance sheets. Changes to the Company’s accrual for product warranties are as follows:

		September 30,				September 30,
		2009				2008
Balance at beginning of period		$	12,822			$	12,949
Accruals for warranties			13,492				13,405
Foreign currency translation			392				990
Payments / utilizations			(12,164	)			(14,221	)
Balance at end of period		$	14,542			$	13,123

Employee Termination Benefits

     In situations where contractual termination benefits exist, the Company records accruals for employee termination benefits when it is probable that a liability has been incurred and the amount of the liability is reasonably estimable. All other employee termination arrangements are recognized and measured at their fair value at the communication date unless the employee is required to render additional service beyond the legal notification period, in which case the liability is recognized ratably over the future service period.

Share-Based Compensation

     The Company recognizes share-based compensation expense within selling, general and administrative in the consolidated statement of operations with a corresponding offset to additional paid-in capital in the consolidated balance sheet. The Company recorded $2.8 million and $8.3 million of share-based compensation expense for the three and nine months ended September 30, 2009, respectively, compared to $2.3 million and $7.4 million for the corresponding periods in 2008.

METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

Research and Development

     Research and development costs primarily consist of salaries, consulting and other costs. The Company expenses these costs as incurred.

Subsequent Events

     The Company evaluated subsequent events for recognition and disclosure through October 29, 2009.

3. FINANCIAL INSTRUMENTS

     On January 1, 2009, the Company adopted ASC 815-10-65-1, “Transition and Effective Date Related to FASB Statement No. 161, Disclosures about Derivative Instruments and Hedging Activities — an amendment of FASB Statement No. 133”, which requires enhanced disclosure of a Company’s objectives and strategies for using derivative instruments and the impact of those derivative instruments on a Company’s operations, financial position and cash flows. The Company has limited involvement with derivative financial instruments and does not use them for trading purposes. As more fully described below, the Company enters into certain interest rate swap agreements in order to manage its exposure to changes in interest rates. At September 30, 2009, approximately 75% of the interest payments associated with the Company’s debt is a fixed obligation. The amount of the Company’s fixed obligation interest payments may change based upon the expiration dates of its interest rate swap agreements and the level and composition of its debt. The Company also enters into certain foreign currency forward contracts to limit the Company’s exposure to currency fluctuations on the respective hedged items. For a discussion on the fair value of financial instruments, see Note 4 to the interim consolidated financial statements.

     Cash Flow Hedges

     The Company has two interest rate swap agreements, designated as cash flow hedges. The first agreement changes the floating rate interest payments associated with $85 million outstanding under the Company’s credit facility to a fixed obligation. During September 2009, $65 million of the original $150 million agreement was terminated and settled. This coincided with the repayment on the Company’s credit facility of the same amount, the interest payments of which were hedged under the agreement. As a result of this transaction, a loss of $1.6 million was reclassified from other comprehensive income to interest expense.

     The second agreement, entered into in April 2009, is a forward-starting swap which changes the floating rate interest payments associated with $200 million in forecasted borrowings under the Company’s credit facility to a fixed obligation beginning October 2010. The forward period ends in October 2010. Additionally, in March 2009, the Company entered into a foreign currency forward contract (with a notional amount of $25.3 million), designated as a cash flow hedge, to hedge forecasted intercompany sales denominated in U.S. dollars with its foreign businesses. The Company records the effective portion of the cash flow derivative hedging gains and losses in accumulated other comprehensive (loss) income, net of tax and reclassifies these amounts into

METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

earnings in the period in which the transaction affects earnings. Gains or losses on the derivatives representing hedge ineffectiveness, if any, are recognized in current earnings. Through September 30, 2009, no hedge ineffectiveness has occurred in relation to these cash flow hedges.

     The fair value of these derivative instruments as of September 30, 2009 is as follows:

		Balance Sheet
		Location				Fair Value
Derivatives designated as hedging instruments:
Cash flow hedges:
Interest rate swap agreement		Other non-current liabilities				$	1,934
Interest rate forward-starting swap agreement		Other non-current assets				$	1,080
Foreign currency forward contract		Other non-current assets				$	2,033

     The effects of these derivative instruments on the consolidated statements of operations before taxes for the three and nine month periods ending September 30, 2009 are as follows:

Location of

Derivative

Three-month period ended September 30, 2009

Nine-month period ended September 30, 2009

Gain/(Loss)

Derivative

Gain/(Loss) Reclassified

Derivative

Gain/(Loss) Reclassified

Recognized in

Gain/(Loss)

from AOCI into Earnings

Gain/(Loss)

from AOCI into Earnings

Earnings

Recognized in OCI

(Effective Portion)

Recognized in OCI

(Effective Portion)

Derivatives designated as hedging instruments:

Cash flow hedges:

Interest rate swaps

Interest expense

$(2,755

)

$(2,036

)

$3,399

$(3,700

)

Foreign currency forward contract

Net sales

$(1,404

)

$714

$2,033

$1,041

     A net after tax derivative charge of $0.1 million based upon interest rates and foreign currency exchange rates at September 30, 2009 is expected to be recognized in earnings in the next twelve months.

     Fair Value Hedges and Other Derivatives

     The Company has a $30 million interest rate swap agreement, designated as a fair value hedge, in connection with its 4.85% $75 million seven-year Senior Notes. Under the swap the Company will receive a fixed rate of 4.85% (i.e. the same rate as the 4.85% Senior Notes) and will pay interest at a rate of LIBOR plus 0.22%. The Company records the gain or loss on the derivative as well as the offsetting gain or loss on the hedged item in earnings under interest expense.

     The Company enters into foreign currency forward contracts in order to economically hedge short-term intercompany balances largely denominated in Swiss franc and other major European currencies with its foreign businesses. In accordance with the provisions of ASC 815, “Derivatives and Hedging”, these contracts are considered “derivatives not designated as hedging instruments” and are categorized as “other derivatives” in the table below. Gains or losses on these instruments

METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

are reported in current earnings. At September 30, 2009, these contracts had a notional value of $87.9 million.

     The fair value of these derivative instruments and their effects on the consolidated balance sheet and consolidated statements of operations before taxes as of and for the three and nine month periods ending September 30, 2009 are as follows:

Derivative Gain/(Loss)

Derivative Gain/(Loss)

Location of Derivative

Recognized in Earnings

Recognized in Earnings

Balance Sheet

Gain/(Loss) Recognized

for the three-months

for the nine-months

Location

Fair Value

in Earnings

ended September 30

ended September 30

Derivatives designated as hedging instruments:

Fair value hedges:

Interest rate swap agreement

Other non- current assets

$1,061

Interest expense

$(55

)

$(466

)

Derivatives not designated as hedging instruments:

Other derivatives:

Foreign currency forward contracts — liabilities

Accrued and other liabilities

$284

Foreign currency forward contracts — assets

Other current assets

$243

Other charges (income), net

$736

$304

4. FAIR VALUE MEASUREMENTS

     On January 1, 2008, the Company adopted guidance which clarified how companies are required to use a fair value measure for recognition and disclosure by establishing a common definition of fair value, provided a framework for measuring fair value and expanded disclosures about fair value measurements. The guidance was applied to all financial assets and liabilities reported at fair value on the consolidated balance sheet. On January 1, 2009, this guidance was adopted for all nonfinancial assets reported at fair value on the consolidated balance sheet on a non-recurring basis, including goodwill, other intangible assets, long-lived assets (for purposes of impairment analysis) and asset retirement obligations. During the second quarter 2009, the Company adopted the provisions of ASC 825-10-65-1 “Transition Related to FSP FAS 107-1 and APB 28-1, Interim Disclosures about Fair Value of Financial Instruments”, which requires interim period disclosures of the fair value of all financial instruments for which it is practicable to estimate that value, whether or not recognized in the balance sheet. The adoption of this guidance did not have a material impact on the Company’s consolidated results of operations or financial position.

     At September 30, 2009 and December 31, 2008, the Company had derivative assets totaling $4.4 million and $3.4 million, respectively, and derivative liabilities totaling $2.2 million and $6.2 million, respectively. The fair values of the interest rate swap agreements and foreign currency forward contracts that economically hedge short-term intercompany balances are estimated based upon inputs from current valuation information obtained from dealer quotes and priced with observable market assumptions and appropriate valuation adjustments for credit risk. The Company has evaluated the valuation methodologies used to develop the fair values by dealers in order to

METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

determine whether such valuations are representative of an exit price in the Company’s principal market. In addition, the Company uses an internally developed model to perform testing on the valuations received from brokers. The fair value of the foreign currency forward contract hedging forecasted intercompany sales is priced with observable market assumptions with appropriate valuations for credit risk. The Company has also considered both its own credit risk and counterparty credit risk in determining fair value and determined these adjustments were insignificant for the three and nine month periods ended September 30, 2009 and the twelve month period ended December 31, 2008.

     At September 30, 2009 and December 31, 2008, the Company had $7.9 million and $12.3 million of cash equivalents, respectively, the fair value of which is determined through corroborated prices in active markets. The fair value of cash equivalents approximates cost.

     The difference between the fair value and carrying value of the Company’s long-term debt is not material.

     Under U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value measurement consists of observable and unobservable inputs that reflect the assumptions that a market participant would use in pricing an asset or liability.

     A fair value hierarchy has been established that categorizes these inputs into three levels:

Level 1:		Quoted prices in active markets for identical assets and liabilities
Level 2:		Observable inputs other than quoted prices in active markets for identical assets and liabilities
Level 3:		Unobservable inputs

     The following table presents for each of these hierarchy levels, the Company’s assets and liabilities that are measured at fair value on a recurring basis at September 30, 2009 and December 31, 2008:

		September 30, 2009																December 31, 2008
		Total				Level 1				Level 2				Level 3				Total				Level 1				Level 2				Level 3
Assets:
Foreign currency forward contracts		$	2,276			$	—			$	2,276			$	—			$	1,922			$	—			$	1,922			$	—
Interest rate swap agreements			2,141				—				2,141				—				1,527				—				1,527				—
Cash equivalents			7,915				—				7,915				—				12,251				—				12,251				—
Total		$	12,332			$	—			$	12,332			$	—			$	15,700			$	—			$	15,700			$	—
Liabilities:
Foreign currency forward contracts		$	284			$	—			$	284			$	—			$	1,926			$	—			$	1,926			$	—
Interest rate swap agreement			1,934				—				1,934				—				4,253				—				4,253				—
Total		$	2,218			$	—			$	2,218			$	—			$	6,179			$	—			$	6,179			$	—

METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

5. INCOME TAXES

     The provision for taxes is based upon the Company’s projected annual effective rate of 27% for the three and nine month periods ended September 30, 2009.

     During the first quarter of 2009, the Company recorded a discrete tax benefit of $8.3 million, primarily related to the favorable resolution of certain prior year tax matters. The impact of this item decreased the effective tax rate to 21% for the nine month period ended September 30, 2009.

     During the first quarter of 2008, the Company recorded a discrete tax benefit of $2.5 million related to favorable withholding tax law changes in China. During the third quarter of 2008, the Company recorded discrete tax items resulting in a net tax benefit of $3.5 million primarily related to the closure of certain tax matters. The net impact of the items described above decreased the effective tax rate to 21% and 23% for the three and nine month periods ended September 30, 2008, respectively.

6. DEBT

     The Company’s short-term borrowings and long-term debt consisted of the following at September 30, 2009:

		September 30, 2009
						Other principal
						trading
		U.S. dollar				currencies				Total
4.85% $75m senior notes (net of unamortized discount)		$	76,243			$	—			$	76,243
6.30% $100m senior notes			100,000				—				100,000
Credit facility			100,475				29,473				129,948
Other local arrangements (long-term)			—				12,594				12,594
Total long-term debt			276,718				42,067				318,785
Other local arrangements (short-term)			—				10,652				10,652
Total debt		$	276,718			$	52,719			$	329,437

     As of September 30, 2009, approximately $814.1 million was available under the credit facility.

     Tender Offer

     On May 6, 2009, the Company commenced a cash tender offer to purchase any and all of its outstanding 4.85% Senior Notes (“4.85% Senior Notes”) due November 15, 2010. The tender offer, which expired May 12, 2009, resulted in the repurchase of $75 million of the principal balance of the 4.85% Senior Notes. In connection with the tender, the Company recorded a charge of $1.5 million, during the second quarter, which included a premium of $0.9 million, unamortized discount and debt issuance fees of $0.2 million and certain third party costs of $0.4 million. The loss was recorded in interest expense in the consolidated statement of operations.

METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

     Issuance of 6.30% Senior Notes

     On June 25, 2009, the Company issued and sold, in a private placement, $100 million aggregate principal amount of its 6.30% Series 2009-A Senior Notes due June 25, 2015 (“6.30% Senior Notes”) under a Note Purchase Agreement among the Company and the accredited institutional investors named therein (the “Agreement”). The 6.30% Senior Notes are senior unsecured obligations of the Company.

     The 6.30% Senior Notes bear interest at a fixed rate of 6.30% and mature on June 25, 2015. Interest is payable semi-annually in June and December. The Company may at any time prepay the 6.30% Senior Notes, in whole or in part, at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest, plus a “make-whole” prepayment premium. In the event of a change in control (as defined in the Agreement) of the Company, the Company may be required to offer to prepay the 6.30% Senior Notes at a price equal to 100% of the principal amount thereof, plus accrued and unpaid interest.

     The agreement contains customary affirmative and negative covenants for agreements of this type including, among others, limitations on the Company and its subsidiaries with respect to incurrence of liens and priority indebtedness, disposition of assets, mergers, and transactions with affiliates. The agreement also requires the Company to maintain a consolidated interest coverage ratio of more than 3.5 to 1.0 and a consolidated leverage ratio of less than 3.5 to 1.0. The agreement contains customary events of default with customary grace periods, as applicable.

     Under the terms of the offering, the Company may sell additional Senior Notes at its discretion in an aggregate amount not to exceed $600 million. Such additional Senior Notes would rank equally with the Company’s unsecured indebtedness.

     Issuance costs approximating $0.6 million will be amortized to interest expense over the six-year term of the 6.30% Senior Notes.

7. SHARE REPURCHASE PROGRAM AND TREASURY STOCK

     The Company has a share repurchase program. Under the program, the Company has been authorized to buy back up to $1.5 billion of equity shares. As of September 30, 2009, there were $416.6 million of remaining equity shares authorized to be repurchased under the plan by December 31, 2010. The share repurchases are expected to be funded from cash balances, borrowings and cash generated from operating activities. Repurchases will be made through open market transactions, and the timing will depend on the level of acquisition activity, business and market conditions, the stock price, trading restrictions and other factors. The Company has purchased 15.2 million shares since the inception of the program through September 30, 2009.

     During the fourth quarter 2008, the Company suspended the share repurchase program and as a result, the Company did not repurchase any shares during the nine month period ended September 30, 2009. During the nine months ended September 30, 2008, the Company spent $223.4 million (of which $3.3 million was unsettled at September 30, 2008) on the repurchase of 2,221,188 shares at an average price of $100.57. In addition, $5.2 million was cash settled during the nine month period ended September 30, 2008 related to the settlement of a liability for shares

METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

repurchased as of December 31, 2007. The Company reissued 149,278 shares and 88,310 shares held in treasury for the exercise of stock options and restricted stock units during the nine months ended September 30, 2009 and 2008, respectively.

     The Company also reissued 6,467 shares and 16,760 shares held in treasury during the nine months ended September 30, 2009 and 2008, respectively, pursuant to its 2007 Share Plan which extends certain eligible employees the option to receive a percentage of their annual bonus in shares of the Company’s stock.

8. EARNINGS PER COMMON SHARE

     In accordance with the treasury stock method, the Company has included the following common equivalent shares in the calculation of diluted weighted average number of common shares outstanding for the three and nine month periods ended September 30, solely relating to outstanding stock options and restricted stock units:

		2009				2008
Three months ended			684,725				871,232
Nine months ended			517,391				865,009

     Outstanding options and restricted stock units to purchase 884,128 and 450,150 shares of common stock for the three month periods ended September 30, 2009 and 2008, respectively, and options and restricted stock units to purchase 1,141,013 and 450,797 shares of common stock for the nine month periods ended September 30, 2009 and 2008, respectively, have been excluded from the calculation of diluted weighted average number of common and common equivalent shares as such options and restricted stock units would be anti-dilutive.

METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

9. NET PERIODIC BENEFIT COST

     Net periodic pension cost for the Company’s defined benefit pension plans and U.S. post-retirement medical plan includes the following components for the three months ended September 30:

																		Other U.S.
		U.S. Pension Benefits								Non-U.S. Pension Benefits								Post-retirement Benefits
		2009				2008				2009				2008				2009				2008
Service cost, net		$	45			$	182			$	3,988			$	4,223			$	96			$	109
Interest cost on projected benefit obligations			1,695				1,633				5,477				5,966				280				322
Expected return on plan assets			(1,711	)			(2,232	)			(6,825	)			(7,866	)			—				—
Net amortization and deferral			—				—				(258	)			—				(240	)			(240	)
Recognition of actuarial losses (gains)			1,165				197				147				221				(83	)			—
Recognition of settlement/curtailment gains			—				—				(239	)			—				—				—
Net periodic pension cost (benefit)		$	1,194			$	(220	)		$	2,290			$	2,544			$	53			$	191

     Net periodic pension cost for the Company’s defined benefit pension plans and U.S. post-retirement medical plan includes the following components for the nine months ended September 30:

																		Other U.S.
		U.S. Pension Benefits								Non-U.S. Pension Benefits								Post-retirement Benefits
		2009				2008				2009				2008				2009				2008
Service cost, net		$	137			$	548			$	11,825			$	12,932			$	286			$	327
Interest cost on projected benefit obligations			5,087				4,901				15,896				18,232				840				968
Expected return on plan assets			(5,131	)			(6,698	)			(19,782	)			(24,454	)			—				—
Net amortization and deferral			—				—				(737	)			—				(718	)			(718	)
Recognition of actuarial losses (gains)			3,495				593				507				382				(247	)			—
Recognition of settlement/curtailment gains, net			—				—				(138	)			—				—				—
Net periodic pension cost (benefit)		$	3,588			$	(656	)		$	7,571			$	7,092			$	161			$	577

     As previously disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2008, the Company expects to make employer contributions of approximately $18.0 million to its non-U.S. pension plans and $2.0 million to its U.S. post-retirement medical plan during the year ended December 31, 2009. These estimates may change based upon several factors, including fluctuations in currency exchange rates, actual returns on plan assets and changes in legal requirements.

METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

10. OTHER CHARGES (INCOME), NET

     Other charges (income), net consists primarily of restructuring charges, interest income, (gains) losses from foreign currency transactions and other items.

     During the fourth quarter of 2008, the Company initiated a global cost reduction program. During the first quarter of 2009, the Company revised the program to include further cost reductions. Charges under the program primarily comprise severance costs and are expected to be approximately $40 million. Through September 30, 2009 total charges recognized were $34.8 million, of which $6.1 million and $28.4 million were recognized during the three and nine month periods ended September 30, 2009, respectively. Under the program, the Company’s workforce (including employees and temporary personnel) will be reduced by approximately 1,000. As a result of the reduction in workforce, the Company anticipates personnel costs will be reduced by approximately $65 million on an annual basis.

     A rollforward for the Company’s accrual for restructuring activities for the nine months ended September 30, 2009 is as follows:

		Employee				Lease
		Related				Termination				Other				Total
Balance at December 31, 2008		$	5,991			$	—			$	—			$	5,991
Restructuring charges			25,039				2,643				716				28,398
Non-cash restructuring charges			—				—				(52	)			(52	)
Cash payments			(16,110	)			(1,892	)			(536	)			(18,538	)
Impact of foreign currency			966				—				—				966
Balance at September 30, 2009		$	15,886			$	751			$	128			$	16,765

11. SEGMENT REPORTING

     As disclosed in Note 16 to the Company’s consolidated financial statements for the year ending December 31, 2008, the Company has determined there are five reportable segments: U.S. Operations, Swiss Operations, Western European Operations, Chinese Operations and Other.

     The Company evaluates segment performance based on Segment Profit (gross profit less research and development, selling, general and administrative expenses, before amortization, interest expense and other charges (income), net and taxes).

METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

     The following tables show the operations of the Company’s operating segments:

		Net Sales to				Net Sales to
For the three months ended		External				Other				Total Net				Segment
September 30, 2009		Customers				Segments				Sales				Profit				Goodwill
U.S. Operations		$	140,665			$	11,689			$	152,354			$	28,167			$	309,201
Swiss Operations			27,606				72,341				99,947				20,321				18,754
Western European Operations			138,377				20,255				158,632				17,900				90,154
Chinese Operations			62,589				18,990				81,579				19,629				649
Other (a)			66,413				1,246				67,659				6,461				12,832
Eliminations and Corporate (b)			—				(124,521	)			(124,521	)			(19,280	)			—
Total		$	435,650			$	—			$	435,650			$	73,198			$	431,590
		Net Sales to				Net Sales to
For the nine months ended		External				Other				Total Net				Segment
September 30, 2009		Customers				Segments				Sales				Profit
U.S. Operations		$	399,851			$	32,754			$	432,605			$	73,365
Swiss Operations			74,295				198,076				272,371				51,900
Western European Operations			398,868				53,362				452,230				43,791
Chinese Operations			162,418				49,589				212,007				45,073
Other (a)			181,739				2,379				184,118				13,398
Eliminations and Corporate (b)			—				(336,160	)			(336,160	)			(40,341	)
Total		$	1,217,171			$	—			$	1,217,171			$	187,186
		Net Sales to				Net Sales to
For the three months ended		External				Other				Total Net				Segment
September 30, 2008		Customers				Segments				Sales				Profit				Goodwill
U.S. Operations		$	161,844			$	14,904			$	176,748			$	30,723			$	309,196
Swiss Operations			30,830				75,896				106,726				18,201				17,799
Western European Operations			168,497				20,414				188,911				15,179				97,822
Chinese Operations			66,458				23,371				89,829				15,619				647
Other (a)			81,468				1,401				82,869				6,198				12,094
Eliminations and Corporate (b)			—				(135,986	)			(135,986	)			(9,405	)			—
Total		$	509,097			$	—			$	509,097			$	76,515			$	437,558
		Net Sales to				Net Sales to
For the nine months ended		External				Other				Total Net				Segment
September 30, 2008		Customers				Segments				Sales				Profit
U.S. Operations		$	464,225			$	42,815			$	507,040			$	82,093
Swiss Operations			93,850				238,713				332,563				58,963
Western European Operations			509,464				63,191				572,655				45,530
Chinese Operations			166,179				70,504				236,683				44,098
Other (a)			229,939				3,408				233,347				17,436
Eliminations and Corporate (b)			—				(418,631	)			(418,631	)			(38,099	)
Total		$	1,463,657			$	—			$	1,463,657			$	210,021

METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2009 — Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

     A reconciliation of earnings before taxes to segment profit for the three and nine month periods ended September 30 follows:

		Three Months Ended								Nine months ended
		2009				2008				2009				2008
Earnings before taxes		$	56,910			$	66,496			$	129,930			$	180,878
Amortization			3,237				2,728				8,734				7,800
Interest expense			6,974				6,846				18,975				18,723
Other charges (income), net			6,077				445				29,547				2,620
Segment profit		$	73,198			$	76,515			$	187,186			$	210,021

     Included in other charges (income), net during the three months ended September 30, 2009, are $6.1 million of restructuring charges, of which $0.5 million, $0.3 million, $5.0 million and $0.3 million relate to the Company’s U.S., Swiss, Western European and Other operations, respectively. Other charges (income), net for the nine month period ended September 30, 2009, included $28.4 million of restructuring charges, of which $6.4 million, $2.2 million, $16.0 million, $0.6 million, $2.6 million and $0.6 million relate to the Company’s U.S., Swiss, Western European, Chinese, Other and Corporate operations, respectively. The cumulative amount of restructuring charges recognized in other charges (income), net under the program totaled $34.8 through September 30, 2009, of which $7.7 million, $2.5 million, $20.1 million, $0.7 million, $3.1 million and $0.7 million relate to the Company’s U.S., Swiss, Western European, Chinese, Other and Corporate operations, respectively.

12. CONTINGENCIES

     The Company is party to various legal proceedings, including certain environmental matters, incidental to the normal course of business. Management does not expect that any of such proceedings will have a material adverse effect on the Company’s financial condition, results of operations or cash flows.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

     The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the Unaudited Interim Consolidated Financial Statements included herein.

General

     Our interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America on a basis which reflects the interim consolidated financial statements of Mettler-Toledo International Inc. Operating results for the three and nine months ended September 30, 2009 are not necessarily indicative of the results to be expected for the full year ending December 31, 2009.

Results of Operations — Consolidated

     The following tables set forth certain items from our interim consolidated statements of operations for the three and nine month periods ended September 30, 2009 and 2008 (amounts in thousands).

		Three months ended September 30,																Nine months ended September 30,
		2009								2008								2009								2008
		(unaudited)				%				(unaudited)				%				(unaudited)				%				(unaudited)				%
Net sales		$	435,650				100.0			$	509,097				100.0			$	1,217,171				100.0			$	1,463,657				100.0
Cost of sales			210,457				48.3				260,417				51.2				597,822				49.1				734,814				50.2
Gross profit			225,193				51.7				248,680				48.8				619,349				50.9				728,843				49.8
Research and development			22,309				5.1				26,553				5.2				65,954				5.4				77,511				5.3
Selling, general and administrative			129,686				29.8				145,612				28.6				366,209				30.1				441,311				30.1
Amortization			3,237				0.7				2,728				0.5				8,734				0.7				7,800				0.5
Interest expense			6,974				1.6				6,846				1.3				18,975				1.6				18,723				1.3
Other charges (income), net (a)			6,077				1.4				445				0.1				29,547				2.4				2,620				0.2
Earnings before taxes			56,910				13.1				66,496				13.1				129,930				10.7				180,878				12.4
Provision for taxes (b)			15,365				3.6				13,772				2.7				26,775				2.2				41,024				2.8
Net earnings		$	41,545				9.5			$	52,724				10.4			$	103,155				8.5			$	139,854				9.6