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Nordson

ndsn · NASDAQ Industrials
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Ticker ndsn
Exchange NASDAQ
Sector Industrials
Industry Industrial - Machinery
Employees 5001-10,000
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FY2017 Annual Report · Nordson
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2 0 1 7   A N N U A L   R E P O R T 

G R O W T H   &   P E R F O R M A N C E

 
About the Cover 

In a dramatic addition to its corporate headquarters landscape in 

Westlake, Ohio, Nordson honored the contributions of employees  

past and present with a 2,400 pound, ten-foot diameter globe  

sculpture designed and donated by company founding family  

member Richard E. Nord. The sculpture stands as a tribute to  

Nordson employees around the world who have contributed  

to the company’s success over the last six decades while  

maintaining the company’s timeless values of integrity,  

respect for people, customer passion, energy and excellence. 

L E T T E R   T O   S H A R E H O L D E R S

Nordson delivered record performance in fiscal 2017. Our results reflect our employees’  
continued execution of our time-tested business model: best-in-class technology and  
application expertise, applied to diverse end markets, supported by a global direct sales  
and service organization, and enabled by a continuous improvement mindset.

Sales in fiscal 2017 grew 14% to  $2.1 billion compared to the prior year, with all segments contributing to 8% 
organic growth.

Operating profit grew 18% to  $458 million and operating margin improved by 1 percentage point to 22%, or  
23% on an adjusted basis to exclude non-recurring items, all compared to the prior year. GAAP diluted earnings per share 
grew 7% to $5.08 and adjusted diluted EPS grew 15% to $5.37, both compared to the prior year. Fiscal 2017 operating 
profit and diluted earnings per share include approximately $15 million or $0.18 per diluted share of intangible asset  
amortization expense related to this year’s four acquisitions.

EBITDA grew 19% to  $547 million and EBITDA per diluted share grew 18% to $9.39, both compared to  
the prior year. Cash flow from operations increased 6% to $350 million, and free cash flow before dividends increased  
4% to $282 million, both compared to the prior year. These measures highlight the strong cash generation of the  
overall business.

We increased our annual dividend by 11%, marking the 54th consecutive year we have increased our annual dividend.  
Nordson is one of only 14 public companies to deliver at least that many years of consecutive annual increases. 

For the fourth year in a row, Nordson delivered organic growth in excess of global GDP. A variety of award winning new 
products, new applications, continued emerging market penetration, product-tiering, and recapitalization of our large 
installed base continued to fuel our growth. 

We also completed four acquisitions in fiscal 2017, all of which we expect to provide profitable growth opportunities while  
strengthening and diversifying our portfolio. 

Sal es 

(By Year in Millions ) +8% 

5Y R  
CAGR

Opera ting   

Profit (I n Millions) +6 % 

5YR  
CAGR

Diluted   
EPS

+8 % 

5YR  
C A GR

Organic Growth %

7.9%                    

6.2%                     3.4%                    

6.5%                    

0.4%

7.9%                    

GAAP
Adjusted

0
1
4
,
1
$

3
4
5
,
1
$

4
0
7
,
1
$

9
8
6
,
1
$

9
0
8
,
1
$

7
6
0
,
2
$

5
3
3
$

4
2
3
$

7
6
3
$

8
1
3
$

8
8
3
$

8
5
4
$

5
4
.
3
$

0
6
.
3
$

2
4
.
3
$

8
3
.
3
$

4
8
.
3
$

8
8
.
3
$

5
4
.
3
$

7
5
.
3
$

3
7
.
4
$

8
6
.
4
$

8
0
.
5
$

7
3
.
5
$

‘12

‘13

‘14

‘15*

‘16

‘17

‘12

‘13

‘14

‘15*

‘16

‘17

‘12

‘13

‘14

‘15*

‘16

‘17

*  FY15 results significantly impacted by negative currency translation effects as compared to the prior year

 
 
 
 
L E T T E R   T O   S H A R E H O L D E R S

Vention Medical Advanced Technologies is a leading designer, developer and manufacturer of minimally invasive  
interventional delivery devices, catheters and advanced components for the global medical technology market. 

Plas-Pak Industries, Inc. is a designer and manufacturer of injection molded, single-use plastic dispensing and packaging 
products including two-component (2K) cartridges for industrial and commercial do-it-yourself (DIY) adhesives, calibrated 
syringes for veterinary and animal health applications, and specialty syringes for pesticide, dental and other markets.

ACE Production Technologies, Inc., and InterSelect GmbH are designers and manufacturers of selective soldering 
systems used in automotive and industrial electronics assembly applications. These transactions align with our strategy and 
further diversify our Advanced Technology segment through greater participation in less cyclical end markets. 

In addition to our strong top line growth, we continued to focus on continuous improvement throughout the organization. 
The Nordson Business System remains a driver of our efforts, as we’ve improved normalized operating margin, independent 
of top line growth, by approximately 200 basis points since the end of fiscal 2015.

Finally, we continued to share our success with the communities where we operate, as the Nordson Corporation and our 
Foundation donated $8.9 million to charity this year. Additionally, employees provided thousands of hours of volunteer 
services during the year through our Time ‘n Talent program. 

As we begin fiscal 2018, Nordson remains well-positioned across the diverse end markets we serve, and our global  
team remains focused on creating shareholder value by offering customers innovative technology solutions and  
outstanding support. We thank you for your investment in Nordson.

Sincerely,

Michael F. Hilton, President & Chief Executive Officer

EBI TDA 
(In Millions)

+8% 

5Y R  
CAGR

Cash   
Flow

+2 % 

5YR  
CAGR

Dividends   

Per  Sha re +16% 

5YR  
C A GR

Free Cash Flow before Dividends
Net Cash Flow from Operating Activities

6
7
3
$

0
8
3
$

7
2
4
$

4
8
3
$

9
5
4
$

7
4
5
$

0
5
2
$

4
7
2
$

5
2
2
$

8
6
2
$

5
4
2
$

8
8
2
$

0
0
2
$

2
6
2
$

2
7
2
$

1
3
3
$

2
8
2
$

0
5
3
$

5
2
5
.
0
$

3
6
.
0
$

6
7
.
0
$

0
9
.
0
$

9
9
.
0
$

1
1
.
1
$

‘12

‘13

‘14

‘15*

‘16

‘17

‘12

‘13

‘14

‘15*

‘16

‘17

‘12

‘13

‘14

‘15*

‘16

‘17

 
A D H E S I V E   D I S P E N S I N G   S Y S T E M S

EZ Melt Adhesive Melter 

Our EZ Melt adhesive melter anchors our new 

S4 system to provide a solution for lower tiers of 

nonwovens customers not traditionally served by 

Nordson. It provides reliable material delivery for 

low- to mid-speed adhesive bonding processes, 

simple programming and hassle-free setup. 

An excellent year highlighted by solid organic growth, new products, 
expanded operating margin, and further optimization of our  
manufacturing footprint.

Our model of best-in-class technology, combined with application expertise delivered 

Adhesive Tracking Retrofit Kit 

by our global direct sales and service organization, continued to deliver great results  

in fiscal 2017. Growth was strongest this year in our product lines serving rigid  

packaging, consumer non-durable, disposable hygiene (diapers, feminine care,  

adult incontinence) and general product assembly end markets where Nordson  

remained a preferred choice across multiple customer tiers. 

This adhesive tracking retrofit kit enables easy 

upgrading of any Nordson packaging system.  

It measures adhesive use in real time, providing 

users with an alert when dispensed amounts  

go outside a pre-determined tolerance band.  

Users save money, reduce adhesive waste,  

and improve product quality.   

We also delivered growth in our polymer product line, most notably in components 

related to plastic extrusion processes. Our continuous improvement initiative related  

to optimizing polymer processing product manufacturing facilities is on track, where 

we are driving efficiencies and improving service by consolidating three plants into  

one in the U.S. and two plants into one in Germany. We expect this initiative to be 

completed in early 2018 with benefits to begin phasing in as the year progresses.  

BKG® HiCon™ R-Type 250 

The automatic, self-cleaning BKG® HiCon™ R-Type 

250 is a fundamentally new filtration system for 

highly contaminated plastics. It boosts recycling 

productivity and minimizes polymer melt loss.   

 
A D V A N C E D   T E C H N O L O G Y   S Y S T E M S

Vention Advanced Technologies 

Vention’s design and manufacturing services with 

integrated component technologies such as medical 

balloons and medical heat shrink tubing establish 

Nordson as a leading partner in the rapidly growing 

interventional device market.  

A great year highlighted by double digit organic growth, new products, 
expanded operating margin, and four acquisitions that further diversify 
the segment into less cyclical end markets.

Quadra™ 7 

The Quadra™ 7 continued to win industry awards  

in 2017 and offers best-in-class X-ray inspection  

Nordson automated dispensing, test and inspection and surface treatment solutions 

remained a preferred choice among electronics manufacturers in fiscal 2017.  

New products, new processes, product-tiering and premier customer service drove  

performance for electronics manufacturers.  

our success in mobile device, wafer, semiconductor packaging, sensors, MEMS, 

automotive electronics and other applications. The ACE Technologies and InterSelect 

acquisitions provided a new growth niche in solder dispensing for automotive and 

industrial applications. 

Our medical product portfolio continued to grow organically at a high rate, and  

we doubled the size of this business with the acquisition of Vention Medical AT.  

This highly complementary addition enhances our strategic capabilities, expands  

relationships with multiple blue chip medical technology OEM customers, and is  

accretive to margins.  

We also continued to win in multiple industrial end markets with our semi-automated 

fluid dispensing equipment and related single-use cartridges and tips. The Plas-Pak 

Industries acquisition is an ideal complement to this product offering. 

Dial-A-Dose® Veterinary Syringes  

This year’s Plas-Pak acquisition takes  

Nordson into the growing animal health market. 

These syringes are used for precision controlled  

dispensing of animal medications and come  

in multiple dose configurations.

 
I N D U S T R I A L   C O A T I N G   S Y S T E M S

Rhino® Bulk Unloader 

The all new design Rhino® Bulk Unloader provides  

efficient dispensing of high-viscosity, ambient  

temperature sealants and adhesives, enabling 

customers to increase production throughput 

and reduce material waste. It is ideal for 1 and 2 

component materials in demanding manufacturing 

environments. 

A good year highlighted by solid operating performance, with intensified 
focus on new product development, new market penetration and continuous  
improvement to drive future growth and profitability. 

Our Industrial Coating Systems segment delivered solid growth in most product lines,  

and was driven by demand for liquid and UV curing, powder coating and container  

product lines serving industrial end markets. Strength in these product lines was offset  

by softness in our cold material dispensing product line where comparisons to the prior 

Iso-Flo® Electrostatic Dolly System 

This system delivers mobile high performance for 

manual waterborne spray applications. Incorporating 

year were especially challenging. Even with this year’s slightly softer top line, we maintained 

a dolly, Iso-Flo Voltage Controller, Trilogy spray gun 

segment operating margin performance. 

and XPS power supply, it is a plug-and-play system, 

requiring just air, electrical and fluid connections. 

Utilizing our nVision process, we intensified our commitment to innovation in fiscal 2017, 

Users can begin spraying almost immediately. 

introducing multiple new products this year with several others in the pipeline for fiscal 

2018. We also are focused on driving growth in new vertical end markets, such as aerospace 

assembly, electric battery assembly, and antimicrobial coating applications. Early wins in 

these areas have the potential to become more meaningful into fiscal 2018 and beyond. 

We are also identifying and pursuing continuous improvement opportunities with  

renewed vigor under the auspices of the Nordson Business System, which we are  

AVEX Nozzles 

leveraging to improve SQDIPC: safety, quality, delivery, inventory, productivity  

and cost. 

New AVEX nozzles assure piece-to-piece uniformity  

and accuracy when applying lacquer to the inside  

of food and beverage cans. Consistently applied film  

thickness helps manufacturers reduce material  

consumption and cost.  

 
1 1   Y E A R   S U M M A R Y

2017

2016

2015

2014

$

2,066,982

$

1,808,994

$

1,688,666

$

1,704,021

927,981

45 

678,861

33

2,438

—

457,702

22

295,802

14

815,495

45 

594,293

33

10,775

—

388,431

21

271,843

15

774,702

46

 584,823

35

11,411

—

317,730

19

 211,111

13

758,923

45

 575,442

34

2,551

— 

367,105

22

 246,773

14

$

240,626

$

414,032

$

420,815

$

301,815

2,526,167

1,675,008

1,646,723

1,606,274

2,648,094

3,414,539

1,611,300

1,155,493

14

30

1,767,369

2,420,583

1,237,437

851,603

16

37

1,724,211

2,358,314

1,407,522

660,016

13

26

1,661,110

2,278,957

1,003,292

904,797

17

27

$

57,533

58,204

5.14

5.08

1.11

20.02

$

57,060

57,530

4.76

4.73

0.99

14.86

60,652

61,151

$

3.48 

$

 3.45

0.90

11.51

63,656

64,281

3.88 

3.84

0.76

14.49

Ope rat ing   
Dat a ( a )

Sales

Cost of sales

% of sales

Selling and administrative expenses

% of sales

Severance and restructuring costs

Goodwill and long-lived asset impairments

Operating profit 

% of sales

Net income 

% of sales

Fin a nci al   
Data (a )( g)

Working capital 

Net property, plant and equipment, and other  
non-current assets

Total capital(b)

Total assets

Long-term liabilities

Shareholders’ equity

Return on average total capital - %(c)

Return on average shareholders’ equity - %(d)

Pe r Share   
Data (a )( e)

Average number of common shares 

Average number of common shares  
and common-share equivalents 

Basic earnings per share 

Diluted earnings per share 

Dividends per common share

Book value per common share

(a)  See accompanying Notes to Consolidated Financial Statements.

(b) 

 Notes payable, plus current portion of long-term debt, plus long-term debt, minus cash and marketable securities, plus shareholders’ equity.

(c) 

 Income from continuing operations, plus after-tax interest expense on borrowings as a percentage of the average of quarterly borrowings (net of cash), plus shareholders’ equity over five accounting periods.

(d) 

 Income from continuing operations as a percentage of average quarterly shareholders equity over five accounting periods.

(e)   Amounts adjusted for 2-for-1 stock split effective April 12, 2011. 

 
  
 
  
 
 
  
 
 
 
  
 
2013

2012

2011

2010

2009

2008

2007

$

1,542,921

$

1,409,578

$

1,233,159

$

1,041,551

$

819,165

$

1,124,829

$

993,649

676,777

44

541,169

35

1,126

— 

323,849

21

221,817

14

586,289

(f )

42

485,285

34

2,524

— 

335,480

24

224,829

16

484,727

39

429,489

35

1,589

1,811 

315,543

26

222,364

18

419,937

40

384,752

37

2,029

— 

234,833

23

168,048

16

350,239

43

337,294

41

16,396

243,043

(127,807)

(16)

(160,055)

(20)

494,394

44

434,476

39

5,621

— 

190,338

17

117,504

10

439,804

44

401,294

40

409

—

152,142

15

90,692

9

$

365,269

$

242,939 

$

294,796 

$

259,117

$

190,249

$

180,317

$

180,010

1,449,712 

1,241,128 

827,225 

534,917 

543,365 

781,496 

800,835 

1,496,681

2,051,778

927,118

887,863

18

29

1,260,198

1,827,751

814,297

669,770

23

38

852,803

1,304,182

550,698

571,323

35

39

566,917

985,948

288,962

505,072

32

40

508,351

890,036

363,638

369,976

(h)
10 
(i)

13

846,393

1,165,809

387,701

574,112

15

20

845,830

1,210,759

449,728

531,117

14

19

$

64,214

64,908 

3.45

3.42

0.63

13.83

$

64,407

65,103 

3.49

3.45

0.525

10.42

$

67,616

68,425 

3.29

3.25

0.44

8.71

$

67,610

68,442 

 2.49

2.46

0.39

7.44

$

67,129

67,129 

 (2.38)

(2.38)

0.36875

5.49

$

67,492

68,613 

 1.74

1.71

0.365

8.52

$

67,094

68,363 

 1.35

1.33

0.35

7.88

(f) 

 Includes $2,040 associated with the transfer of production and start-up activities related to a plant consolidation initiative.

(g)    Certain amounts for the years 2007 through 2016 have been adjusted to reflect the retrospective application of our reclassification of debt issuance costs upon the adoption of a new accounting standard, as described in Note 2 to the  

Consolidated Financial Statements. 

(h)   The percentage for 2009 excludes goodwill and long-lived asset impairment charges. Including these charges, the return on average invested capital for 2009 would have been negative 21%.

(i)   The percentage for 2009 excludes goodwill and long-lived asset impairment charges. Including these charges, the return on average shareholder equity for 2009 would have been negative 28%.

 
 
 
 
 
 
 
 
 
S H A R E H O L D E R   I N F O R M A T I O N

Dividend Information and Price Range for Common Shares 
Following is a summary of dividends paid per common share and the range of closing market prices during each quarter of 2017 and 2016.

2017

Dividend Paid

Common Share Price

High 

Low

2016

Dividend Paid

Common Share Price

High 

Low

1st Quarter 
2nd Quarter 
3rd Quarter 
4th Quarter 

$0.27 
$0.27 
$0.27 
$0.30 

$116.01 
$127.50 
$131.49 
$130.41 

$96.05
$112.23
$113.69
$107.16

1st Quarter 
2nd Quarter 
3rd Quarter 
4th Quarter 

$0.24 
$0.24 
$0.24 
$0.27 

$74.24 
$80.50 
$89.42 
$102.57 

$51.89
$56.63 
$74.49 
$87.63 

Dividend Reinvestment Program 
Nordson’s Dividend Reinvestment Program provides shareholders  
the opportunity to automatically reinvest dividends in the company’s  
common stock. The program also allows cash contributions as low  
as $50 and up to $250,000 annually, to purchase additional  
Nordson common shares. For details about this program, please  
contact Computershare.

Electronic Dividend Payments 
Shareholders can opt to have their quarterly dividends deposited directly 
into a checking or savings account free of charge. For information about 
this service, please contact Computershare.

Nordson Online 
Visit www.nordson.com/investors for news, stock quotes, SEC filings, 
email alerts, quarterly results webcasts and related information.

Form 10-K/Financial Reports 
Nordson Corporation’s Annual Report to the Securities and Exchange 
Commission (Form 10-K), quarterly reports and proxy statement are  
available on our web site at www.nordson.com/investors. Shareholders 
may obtain copies of these reports free of charge by sending written 
requests to:

Nordson Corporation  
28601 Clemens Road, Westlake, Ohio 44145  
1.440.414.5606  |  corporatecommunications@nordson.com

Research Firms 
The following firms provide research data on Nordson Corporation:

Alembic Global Advisors  
Baird Equity Research  
Barrington Research 
FBR Capital Markets 
Gabelli & Company 
Great Lakes Review 
KeyBanc Capital Markets 

Longbow Research  
Oppenheimer & Co. Inc.  
Seaport Global  
Sidoti & Company 
SunTrust Robinson Humphrey 
Wells Fargo Securities  

Stock Listing Information 
Nordson stock is traded on The Nasdaq Global Select Market  
under the symbol NDSN.

Annual Shareholders’ Meeting 
Date: February 28, 2018 
Time: 8:00 a.m. EST 
Location:  
Baker Hostetler  
2000 Key Tower  |  127 Public Square  |  Cleveland, OH 44114

Independent Registered Accounting Firm 
Ernst & Young LLP  
Cleveland, Ohio

Transfer Agent and Registrar 
Shareholder correspondence: 
Computershare 
P.O. Box 30170 
College Station, TX 77842-3170 

Overnight correspondence: 
Computershare 
211 Quality Circle, Suite 210 
College Station, TX 77845 

Shareholder website: www.computershare.com/investor  
Shareholder online inquiries: www-us.computershare.com/investor/contact  
+1.800.622.6757 (U.S., Canada, Puerto Rico) 
+1.781.575.2879 (Non U.S.) 

 
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K
ANNUAL REPORT PURSUANT TO SECTIONS 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

(Mark One)
È ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934

For the fiscal year ended October 31, 2017

‘ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

OR

EXCHANGE ACT OF 1934

For the transition period from

to

Commission file number 0-7977
NORDSON CORPORATION
(Exact name of Registrant as specified in its charter)

Ohio
(State of incorporation)
28601 Clemens Road
Westlake, Ohio
(Address of principal executive offices)

34-0590250
(I.R.S. Employer Identification No.)

44145
(Zip Code)

No ‘

No È

(440) 892-1580
(Registrant’s Telephone Number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Common Shares, without par value
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes È
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Act. Yes ‘
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, and (2) has been subject to such filing
requirements for the past 90 days. Yes È No ‘
Indicate by check mark 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 È
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained
herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. È
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a
smaller reporting company or an emerging growth company. See definition of “large accelerated filer,” “accelerated
filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
‘
Accelerated filer
Large accelerated filer
Smaller reporting company ‘
Non-accelerated filer
Emerging growth company ‘
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition
period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the
Exchange Act ‘
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act). Yes ‘
The aggregate market value of Common Shares, no par value per share, held by nonaffiliates (based on the closing sale
price on the Nasdaq Stock Market) as of April 30, 2017 was approximately $7,182,626,437.
There were 57,745,608 Common Shares outstanding as of November 30, 2017.
Documents incorporated by reference:

È
‘ (Do not check if smaller reporting company)

No ‘

No È

Portions of the Proxy Statement for the 2018 Annual Meeting — Part III

Table of Contents

PART I . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 1. Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General Description of Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Corporate Purpose and Goals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial Information About Operating Segments, Foreign and Domestic Operations and
Export Sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Principal Products and Uses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Manufacturing and Raw Materials . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Intellectual Property . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Seasonal Variation in Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Working Capital Practices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Backlog . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Government Contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Competitive Conditions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Research and Development . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Environmental Compliance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Available Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 1A. Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 1B. Unresolved Staff Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 2. Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 3. Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 4. Mine Safety Disclosures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Executive Officers of the Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PART II . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 5. Market for the Company’s Common Equity, Related Stockholder Matters and Issuer Purchases
of Equity Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Market Information and Dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Performance Graph . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 6. Selected Financial Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations . . . . .
Critical Accounting Policies and Estimates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 7A. Quantitative and Qualitative Disclosures About Market Risk . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 8. Financial Statements and Supplementary Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Comprehensive Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Balance Sheets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Shareholders’ Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Cash Flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Management’s Report on Internal Control Over Financial Reporting . . . . . . . . . . . . . . . . . . . . .
Report of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Report of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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Table of Contents

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure . . . .
Item 9A. Controls and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 9B. Other Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PART III . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 10. Directors, Executive Officers and Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 11. Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder

Matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity Compensation Table . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 13. Certain Relationships and Related Transactions, and Director Independence . . . . . . . . . . . . . . .
Item 14. Principal Accountant Fees and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PART IV . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 15. Exhibits and Financial Statement Schedule . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(a) 1. Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(a) 2. Financial Statement Schedule . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(a) 3. Exhibits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Index to Exhibits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 16. Form 10-K Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Schedule II — Valuation and Qualifying Accounts and Reserves . . . . . . . . . . . . . . . . . . . . . . . . .
Subsidiaries of the Registrant . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consent of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Certifications . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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PART I

NOTE REGARDING AMOUNTS AND FISCAL YEAR REFERENCES

In this annual report, all amounts related to United States dollars and foreign currency and to the number of Nordson
Corporation’s common shares, except for per share earnings and dividend amounts, are expressed in thousands. Unless
the context otherwise indicates, all references to “we,” “us,” “our,” or the “Company” mean Nordson Corporation.

Unless otherwise noted, all references to years relate to our fiscal year ending October 31.

Item 1. Business

General Description of Business
Nordson engineers, manufactures and markets differentiated products and systems used to dispense, apply and
control adhesives, coatings, polymers, sealants, biomaterials, and other fluids, to test and inspect for quality, and
to treat and cure surfaces. These products are supported with extensive application expertise and direct global
sales and service. We serve a wide variety of consumer non-durable, consumer durable and technology end
markets including packaging, nonwovens, electronics, medical, appliances, energy, transportation, building and
construction, and general product assembly and finishing.

Our strategy for long-term growth is based on solving customers’ needs globally. We are headquartered in Westlake,
Ohio, and our products are marketed through a network of direct operations in more than 35 countries. Consistent
with this global strategy, approximately 69 percent of our revenues were generated outside the United States in 2017.

We have 7,532 employees worldwide. Principal manufacturing facilities are located in the United States, the
People’s Republic of China, Germany, Ireland, Israel, Mexico, the Netherlands, Thailand and the United Kingdom.

Vention acquisition — On March 31, 2017, we completed the acquisition of Vention Medical’s Advanced
Technologies (“Vention”) business by means of a merger. Vention is a leading designer, developer and
manufacturer of minimally invasive interventional delivery devices, catheters and advanced components for the
global medical technology market. Pursuant to the terms of the merger agreement governing the acquisition, we
acquired Vention, excluding all of the outstanding capital stock of Vention Medical, Inc. (“Vention Medical”),
and certain subsidiaries of Vention Medical that were sold to a third party prior to the effective time of the
merger, on a cash-free and debt-free basis for an aggregate purchase price of $716.5 million, subject to certain
adjustments (including a customary working capital adjustment), resulting in a transaction with an approximate
enterprise value of $705 million.

Corporate Purpose and Goals
We strive to be a vital, self-renewing, worldwide organization that, within the framework of ethical behavior and
enlightened citizenship, grows and produces wealth for our customers, employees, shareholders and communities.

We operate for the purpose of creating balanced, long-term benefits for all of our constituencies.

Although every quarter may not produce increased sales, net income and earnings per share, or exceed the
comparative prior year’s quarter, we do expect to produce long-term gains. When short-term swings occur, we do
not intend to alter our basic objectives in efforts to mitigate the impact of these temporary occurrences.

We drive organic growth by continually introducing new products and technology, providing high levels of
customer service and support, capturing rapidly expanding opportunities in emerging geographies, and by
leveraging existing technology into new applications. Additional growth comes through the acquisition of
companies that serve international growth markets, share our business model characteristics and can leverage our
global infrastructure.

We create benefits for our customers through a Package of Values®, which includes carefully engineered, durable
products; strong service support; the backing of a well-established, worldwide company with financial and
technical strengths; and a corporate commitment to deliver what was promised.

1

We strive to provide genuine customer satisfaction — it is the foundation upon which we continue to build our business.

Complementing our business strategy is the objective to provide opportunities for employee self-fulfillment, growth,
security, recognition and equitable compensation. This goal is met through the Human Resources department’s
facilitation of employee training, leadership training and the creation of on-the-job growth opportunities. The result
is a highly qualified and professional global team capable of meeting corporate objectives.

We recognize the value of employee participation in the planning process. Strategic and operating plans are
developed by all business units, resulting in a sense of ownership and commitment on the part of employees in
accomplishing our objectives.

We drive continuous improvement in all areas of the company through the Nordson Business System (NBS), our
collected set of tools and best practices. Rooted in Lean Six Sigma methodologies, the NBS is applied
throughout all business units and corporate functions. Closely tied to the NBS are a set of key performance
indicators that help define and measure progress toward corporate goals. The NBS is underpinned by our
timeless corporate values of customer passion, energy, excellence, integrity and respect for people.

We are an equal opportunity employer.

We are committed to contributing approximately five percent of domestic pretax earnings to human welfare services,
education and other charitable activities, particularly in communities where we have significant operations.

Financial Information About Operating Segments, Foreign and Domestic Operations and Export Sales
In accordance with generally accepted accounting principles, we have reported information about our three
operating segments, including information about our foreign and domestic operations. This information is
contained in Note 16 of Notes to Consolidated Financial Statements, which can be found in Part II, Item 8 of
this Annual Report.

Principal Products and Uses
We engineer, manufacture and market differentiated products and systems used to dispense, apply and control
adhesives, coatings, polymers, sealants, biomaterials, and other fluids, to test and inspect for quality, and to treat
and cure surfaces. Our technology-based systems can be found in manufacturing facilities around the world
producing a wide range of goods for consumer durable, consumer non-durable and technology end markets.
Equipment ranges from single-use components to manual, stand-alone units for low-volume operations to
microprocessor-based automated systems for high-speed, high-volume production lines.

We market our products globally, primarily through a direct sales force, and also through qualified distributors
and sales representatives. We have built a worldwide reputation for creativity and expertise in the design and
engineering of high-technology application equipment that meets the specific needs of our customers. We create
value for our customers by developing solutions that increase uptime, enable faster line speeds and reduce
consumption of materials.

The following is a summary of the product lines and markets served by our operating segments:

1. Adhesive Dispensing Systems

This segment delivers our proprietary precision dispensing and processing technology to diverse markets for
applications that commonly reduce material consumption, increase line efficiency and enhance product
strength, durability, brand and appearance.

(cid:129) Nonwovens — Dispensing, coating and laminating systems for applying adhesives, lotions, liquids and
fibers to disposable products and continuous roll goods. Key strategic markets include adult
incontinence products, baby diapers and child-training pants, feminine hygiene products and surgical
drapes, gowns, shoe covers and face masks.

2

(cid:129) Packaging — Automated adhesive dispensing systems used in the rigid packaged goods industries. Key
strategic markets include food and beverage packaging, pharmaceutical packaging, and other consumer
goods packaging.

(cid:129) Polymer Processing — Components and systems used in the thermoplastic melt stream in plastic
injection molding, compounding, polymerization and recycling processes. Key strategic
extrusion,
markets include flexible packaging, electronics, medical, building and construction, transportation and
aerospace, and general consumer goods.

(cid:129) Product Assembly — Dispensing, coating and laminating systems for the assembly of plastic, metal and
wood products, for paper and paperboard converting applications and for the manufacturing of
continuous roll goods. Key strategic markets include appliances, automotive components, building and
construction materials, electronics, furniture, solar energy, and the manufacturing of bags, sacks, books,
envelopes and folding cartons.

2. Advanced Technology Systems

This segment integrates our proprietary product technologies found in progressive stages of a customer’s
production process, such as surface treatment, precisely controlled automated, semi-automated or manual
dispensing of material, and post-dispense bond testing, optical inspection and x-ray inspection to ensure
quality. Related single-use plastic molded syringes, cartridges, tips, tubing and fluid connection components
are used to dispense or control fluids in production processes or within customers’ end products. This
segment primarily serves the specific needs of electronics, medical and related high-tech industries.

(cid:129) Electronics Systems — Automated dispensing systems for high-speed, accurate application of a broad
range of attachment, protection and coating fluids, and related gas plasma treatment systems for
cleaning and conditioning surfaces prior to dispense. Key strategic markets include mobile phones,
liquid crystal displays, micro hard drives,
tablets, personal computers, wearable technology,
and
microprocessors, printed circuit boards, micro-electronic mechanical
semiconductor packaging.

(MEMS),

systems

(cid:129) Fluid Management — Precision manual and semi-automated dispensers, minimally invasive
interventional delivery devices, and highly engineered single-use plastic molded syringes, cartridges, tips,
fluid connection components, tubing and catheters. Products are used for applying and controlling the
flow of adhesives, sealants, lubricants, and biomaterials in critical industrial production processes and
within medical equipment and related surgical procedures. Key strategic markets include consumer
goods, electronics, industrial assembly, and medical.

(cid:129) Test and Inspection — Bond testing and automated optical and x-ray inspection systems used in the
semiconductor and printed circuit board industries. Key strategic markets include mobile phones,
tablets, personal computers, wearable technology,
liquid crystal displays, micro hard drives,
microprocessors, printed circuit boards, MEMS, and semiconductor packaging.

3. Industrial Coating Systems

This segment provides both standard and highly-customized equipment used primarily for applying
coatings, paint, finishes, sealants and other materials, and for curing and drying of dispensed material. This
segment primarily serves the consumer durables market.

(cid:129) Cold Materials — Automated and manual dispensing products and systems used to apply multiple
component adhesive and sealant materials in the general industrial and transportation manufacturing
industries. Key strategic markets include aerospace, alternative energy, appliances, automotive, building
and construction, composites, electronics and medical.

(cid:129) Container Coating — Automated and manual dispensing and curing systems used to coat and cure

containers. Key strategic markets include beverage containers and food cans.

(cid:129) Curing and Drying Systems — Ultraviolet equipment used primarily in curing and drying operations for
specialty coatings, semiconductor materials and paints. Key strategic markets include electronics,
containers, and durable goods products.

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(cid:129) Liquid Finishing — Automated and manual dispensing systems used to apply liquid paints and coatings
to consumer and industrial products. Key strategic markets include automotive components, agriculture,
construction, metal shelving and drums.

(cid:129) Powder Coating — Automated and manual dispensing systems used to apply powder paints and
coatings to a variety of metal, plastic and wood products. Key strategic markets include agriculture and
construction equipment, appliances, automotive components, home and office furniture, lawn and
garden equipment, pipe coating, and wood and metal shelving.

Manufacturing and Raw Materials
Our production operations include machining, molding and assembly. We manufacture specially designed parts
and assemble components into finished equipment. Many components are made in standard modules that can be
used in more than one product or in combination with other components for a variety of models. We have
principal manufacturing operations and sources of supply in the United States in Ohio, Georgia, California,
Colorado, Connecticut, Massachusetts, Michigan, Minnesota, New Jersey, North Carolina, Rhode Island,
Tennessee, Washington and Wisconsin; as well as in the People’s Republic of China, Germany, Ireland, Israel,
Mexico, the Netherlands, Thailand and the United Kingdom.

Principal materials used to make our products are metals and plastics, typically in sheets, bar stock, castings, forgings,
tubing and pellets. We also purchase many electrical and electronic components, fabricated metal parts, high-pressure
fluid hoses, packings, seals and other items integral to our products. Suppliers are competitively selected based on cost,
quality and service. All significant raw materials that we use are available through multiple sources.

Senior operating management supervise an extensive quality control program for our equipment, machinery and
systems, and manufacturing processes.

Natural gas and other fuels are our primary energy sources. However, standby capacity for alternative sources is
available if needed.

Intellectual Property
We maintain procedures to protect our intellectual property (including patents, trademarks and copyrights) both
domestically and internationally. Risk factors associated with our intellectual property are discussed in Item 1A,
Risk Factors.

intellectual property portfolios include valuable patents,

Our
trade secrets, know-how, domain names,
trademarks and trade names. As of October 31, 2017, we held 597 United States patents and 1,413 foreign
patents and had 218 United States patent applications pending and 868 foreign patent applications pending, but
there is no assurance that any patent application will be issued. We continue to apply for and obtain patent
protection for new products on an ongoing basis.

Patents covering individual products extend for varying periods according to the date of filing or grant and the
legal term of patents in various countries where a patent is obtained. Our current patent portfolio has expiration
dates ranging from November 2017 to April 2042. The actual protection a patent provides, which can vary from
country to country, depends upon the type of patent, the scope of its coverage, and the availability of legal
remedies in each country. We believe, however, that the duration of our patents generally exceeds the life cycles
of the technologies disclosed and claimed in the patents.

We believe our trademarks are important assets and we aggressively manage our brands. We also own a number
of trademarks in the United States and foreign countries, including registered trademarks for Nordson, Asymtek,
Avalon, Dage, EFD, Value Plastics and Xaloy and various common law trademarks which are important to our
business, inasmuch as they identify Nordson and our products to our customers. As of October 31, 2017, we had
a total of 2,428 trademark registrations in the United States and in various foreign countries.

We rely upon a combination of nondisclosure and other contractual arrangements and trade secret laws to protect
our proprietary rights and also enter into confidentiality and intellectual property agreements with our employees
that require them to disclose any inventions created during employment, convey all rights to inventions to us, and
restrict the distribution of proprietary information.

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We protect and promote our intellectual property portfolio and take those actions we deem appropriate to
enforce our intellectual property rights and to defend our right to sell our products. Although in aggregate our
intellectual property is important to our operations, we do not believe that the loss of any one patent, trademark,
or group of related patents or trademarks would have a material adverse effect on our results of operations or
financial position of our overall business.

Seasonal Variation in Business
Generally, the highest volume of sales occurs in the second half of the year due in large part to the timing of
customers’ capital spending programs. Accordingly, first quarter sales volume is typically the lowest of the year
due to timing of customers’ capital spending programs and customer holiday shutdowns.

Working Capital Practices
No special or unusual practices affect our working capital. We generally require advance payments as deposits on
customized equipment and systems and, in certain cases, require progress payments during the manufacturing of
these products. We continue to initiate new processes focused on reduction of manufacturing lead times, resulting
in lower investment in inventory while maintaining the capability to respond promptly to customer needs.

Customers
We serve a broad customer base, both in terms of industries and geographic regions. In 2017, no single customer
accounted for ten percent or more of sales.

Backlog
Our backlog of open orders increased to approximately $402,000 at October 31, 2017 from approximately
$278,000 at October 31, 2016,
inclusive of approximately 28 percent organic growth and approximately
17 percent growth due to acquisitions. The increase is primarily due to growth within the Advanced Technology
Systems segment. The amounts for both years were calculated based upon exchange rates in effect at
October 31, 2017. All orders in the 2017 year-end backlog are expected to be shipped to customers in 2018.

Government Contracts
Our business neither includes nor depends upon a significant amount of governmental contracts or subcontracts.
Therefore, no material part of our business is subject to renegotiation or termination at the option of the government.

Competitive Conditions
Our equipment is sold in competition with a wide variety of alternative bonding, sealing, finishing, coating,
processing, testing, inspecting, and fluid control techniques. Potential uses for our equipment include any
production processes that require preparation, modification or curing of surfaces; dispensing, application,
processing or control of fluids and materials; or testing and inspecting for quality.

Many factors influence our competitive position, including pricing, product quality and service. We maintain a
leadership position in our business segments by delivering high-quality, innovative products and technologies, as
well as service and technical support. Working with customers to understand their processes and developing the
application solutions that help them meet their production requirements also contributes to our leadership
position. Our worldwide network of direct sales and technical resources also is a competitive advantage.

Research and Development
Investments in research and development are important to our long-term growth, enabling us to keep pace with
changing customer and marketplace needs through the development of new products and new applications for
existing products. We place strong emphasis on technology developments and improvements through internal
engineering and research teams. Research and development expenses were $52,462 in 2017, compared with
$46,247 in 2016 and $46,689 in 2015. As a percentage of sales, research and development expenses were 2.5, 2.6
and 2.8 percent in 2017, 2016 and 2015, respectively.

5

Environmental Compliance
We are subject to federal, state, local and foreign environmental, safety and health laws and regulations concerning,
among other things, emissions to the air, discharges to land and water and the generation, handling, treatment and
disposal of hazardous waste and other materials. Under certain of these laws, we can be held strictly liable for hazardous
substance contamination of any real property we have ever owned, operated or used as a disposal site or for natural
resource damages associated with such contamination. We are also required to maintain various related permits and
licenses, many of which require periodic modification and renewal. The operation of manufacturing plants unavoidably
entails environmental, safety and health risks, and we could incur material unanticipated costs or liabilities in the future
if any of these risks were realized in ways or to an extent that we did not anticipate.

We believe that we operate in compliance, in all material respects, with applicable environmental laws and
regulations. Compliance with environmental laws and regulations requires continuing management effort and
expenditures. We have incurred, and will continue to incur, costs and capital expenditures to comply with these
laws and regulations and to obtain and maintain the necessary permits and licenses. We believe that the cost of
complying with environmental laws and regulations will not have a material effect on our earnings, liquidity or
competitive position but cannot assure that material compliance-related costs and expenses may not arise in the
future. For example, future adoption of new or amended environmental laws, regulations or requirements or
newly discovered contamination or other circumstances that could require us to incur costs and expenses that may
have a material effect, but cannot be presently anticipated.

We believe that policies, practices and procedures have been properly designed to prevent unreasonable risk of
material environmental damage arising from our operations. We accrue for estimated environmental liabilities
with charges to expense and believe our environmental accrual is adequate to provide for our portion of the costs
of all such known environmental liabilities. Compliance with federal, state, local and foreign environmental
protection laws during 2017 had no material effect on our capital expenditures, earnings or competitive position.
Based upon consideration of currently available information, we believe liabilities for environmental matters will
not have a material adverse effect on our financial position, operating results or liquidity, but we cannot assure
that material environmental liabilities may not arise in the future.

Employees
As of October 31, 2017, we had 7,532 full-time and part-time employees, including 140 at our Amherst, Ohio,
facility who are represented by a collective bargaining agreement that expires on October 31, 2019 and 32 at our
New Castle, Pennsylvania facility who are represented by a collective bargaining agreements that expired on
August 31, 2017. As previously announced, our New Castle, Pennsylvania facility will be closing, and the parties
to the collective bargaining agreement, which expired on August 31, 2017, agreed it shall remain in effect until
the planned facility closure, at which point the collective bargaining agreement shall immediately expire. No work
stoppages have been experienced at any of our facilities during any of the periods covered by this report.

Available Information
Our proxy statement, annual report to the Securities and Exchange Commission (Form 10-K), quarterly reports
(Form 10-Q) and current reports (Form 8-K) and amendments to those reports filed or furnished pursuant to
Section 13(a) or 15(d) of
charge at
http://www.nordson.com/investors as soon as reasonably practical after such material is electronically filed with, or
furnished to, the SEC. Copies of these reports may also be obtained free of charge by sending written requests to
Corporate Communications, Nordson Corporation, 28601 Clemens Road, Westlake, Ohio 44145. The contents of
our Internet website are not incorporated by reference herein and are not deemed to be a part of this report.

the Securities Exchange Act of 1934 are available free of

6

Item 1A. Risk Factors

In an enterprise as diverse as ours, a wide range of factors could affect future performance. We discuss in this section
some of the risk factors that, if they actually occurred, could materially and adversely affect our business, financial
condition, value and results of operations. You should consider these risk factors in connection with evaluating the
forward-looking statements contained in this Annual Report on Form 10-K because these factors could cause our
actual results and financial condition to differ materially from those projected in forward-looking statements.

The significant risk factors affecting our operations include the following:

Changes in United States or international economic conditions, including declines in the industries we serve,
could adversely affect the profitability of any of our operations.
In 2017, approximately 31 percent of our revenue was generated in the United States, while approximately
69 percent was generated outside the United States. Our largest markets include appliance, automotive,
construction, container, electronics assembly, food and beverage, furniture, medical, metal finishing, nonwovens,
packaging, paper and paperboard converting, plastics processing and semiconductor. A slowdown in any of these
specific end markets could directly affect our revenue stream and profitability.

A portion of our product sales is attributable to industries and markets, such as the semiconductor, mobile
electronics, polymer processing and metal finishing industries, which historically have been cyclical and sensitive
to relative changes in supply and demand and general economic conditions. The demand for our products
depends, in part, on the general economic conditions of the industries or national economies of our customers.
Downward economic cycles in our customers’ industries or countries may reduce sales of some of our products. It
is not possible to predict accurately the factors that will affect demand for our products in the future.

Any significant downturn in the health of the general economy, globally, regionally or in the markets in which we sell
products, could have an adverse effect on our revenues and financial performance, resulting in impairment of assets.

If we fail to develop new products, or our customers do not accept the new products we develop, our revenue
and profitability could be adversely impacted.
Innovation is critical to our success. We believe that we must continue to enhance our existing products and to
develop and manufacture new products with improved capabilities in order to continue to be a leading provider of
precision technology solutions for the industrial equipment market. We also believe that we must continue to
make improvements in our productivity in order to maintain our competitive position. Difficulties or delays in
research, development or production of new products or failure to gain market acceptance of new products and
technologies may reduce future sales and adversely affect our competitive position. We continue to invest in the
development and marketing of new products. There can be no assurance that we will have sufficient resources to
make such investments, that we will be able to make the technological advances necessary to maintain
competitive advantages or that we can recover major research and development expenses. If we fail to make
innovations, launch products with quality problems or the market does not accept our new products, our financial
condition, results of operations, cash flows and liquidity could be adversely affected. In addition, as new or
enhanced products are introduced, we must successfully manage the transition from older products to minimize
disruption in customers’ ordering patterns, avoid excessive levels of older product inventories and ensure that we
can deliver sufficient supplies of new products to meet customers’ demands.

Our growth strategy includes acquisitions, and we may not be able to execute on our acquisition strategy or
integrate acquisitions successfully.
Our recent historical growth has depended, and our future growth is likely to continue to depend, in part on our
acquisition strategy and the successful integration of acquired businesses into our existing operations. In March
2017, we completed the acquisition of Vention, a leading designer, developer and manufacturer of minimally
invasive interventional delivery devices, catheters and advanced components for the global medical technology
market. Failure to achieve the anticipated benefits of the Vention acquisition could result in increased costs,
decreases in the amount of expected revenues and diversion of management’s time and energy and could have an
adverse effect on the acquired company’s business, financial condition, operating results and prospects. In
addition, it is possible that the integration process could result in the disruption of our ongoing businesses or
cause inconsistencies in standards, controls, procedures, and policies that adversely affect our ability to maintain
relationships with customers and employees or to achieve the anticipated benefits of the acquisition.

7

We intend to continue to seek additional acquisition opportunities both to expand into new markets and to enhance
our position in existing markets throughout the world. We cannot assure we will be able to successfully identify suitable
acquisition opportunities, prevail against competing potential acquirers, negotiate appropriate acquisition terms, obtain
financing that may be needed to consummate such acquisitions, complete proposed acquisitions, successfully integrate
acquired businesses into our existing operations or expand into new markets. In addition, we cannot assure that any
acquisition, once successfully integrated, will perform as planned, be accretive to earnings, or prove to be beneficial to
our operations and cash flow.

The success of our acquisition strategy is subject to other risks and uncertainties, including:

(cid:129) our ability to realize operating efficiencies, synergies or other benefits expected from an acquisition, and possible

delays in realizing the benefits of the acquired company or products;

(cid:129) diversion of management’s time and attention from other business concerns;

(cid:129) difficulties in retaining key employees, customers or suppliers of the acquired business;

(cid:129) difficulties in maintaining uniform standards, controls, procedures and policies throughout acquired companies;

(cid:129) adverse effects on existing business relationships with suppliers or customers;

(cid:129) the risks associated with the assumption of product liabilities, contingent or undisclosed liabilities of acquisition

targets; and

(cid:129) the ability to generate future cash flows or the availability of financing.

In addition, an acquisition could adversely impact our operating performance as a result of the incurrence of acquisition-related
debt, pre-acquisition potential tax liabilities, acquisition expenses, the amortization of acquisition-acquired assets, or possible
future impairments of goodwill or intangible assets associated with the acquisition.

We may also face liability with respect to acquired businesses for violations of environmental laws occurring prior to the
date of our acquisition, and some or all of these liabilities may not be covered by environmental insurance secured to
mitigate the risk or by indemnification from the sellers from which we acquired these businesses. We could also incur
significant costs, including, but not limited to, remediation costs, natural resources damages, civil or criminal fines and
sanctions and third-party claims, as a result of past or future violations of, or liabilities, associated with environmental laws.

Increased IT security threats and more sophisticated and targeted computer crime could pose a risk to our systems,
networks, products, solutions and services.
Increased global IT security threats and more sophisticated and targeted computer crime pose a risk to the security of
our systems and networks and the confidentiality, availability and integrity of our data. While we attempt to mitigate
these risks by employing a number of measures, including employee training, comprehensive monitoring of our
networks and systems, and maintenance of backup and protective systems, our systems, networks, products, solutions
and services remain potentially vulnerable to advanced persistent threats. Depending on their nature and scope, such
threats could potentially lead to the compromising of confidential information, including but not limited to confidential
information relating to customer or employee data, improper use of our systems and networks, manipulation and
destruction of data, defective products, production downtimes and operational disruptions, which in turn could
adversely affect our reputation, competitiveness and results of operations.

The interpretation and application of data protection laws, including federal, state and international laws, relating to
the collection, use, retention, disclosure, security and transfer of personally identifiable data in the U.S., Europe
(including but not limited to the General Data Protection Regulation), and elsewhere, are uncertain and evolving. It is
possible that these laws may be interpreted and applied in a manner that is inconsistent with our data practices.
Complying with these laws may cause us to incur substantial costs or require us to change our business practices in a
manner adverse to our business.

8

Significant movements in foreign currency exchange rates or change in monetary policy may harm our
financial results.
We are exposed to fluctuations in foreign currency exchange rates, particularly with respect to the euro, the yen,
the pound sterling and the Chinese yuan. Any significant change in the value of the currencies of the countries in
which we do business against the United States dollar could affect our ability to sell products competitively and
control our cost structure, which could have a material adverse effect on our business, financial condition and
results of operations. For additional detail related to this risk, see Item 7A, Quantitative and Qualitative
Disclosure About Market Risk.

The majority of our consolidated revenues in 2017 were generated in currencies other than the United States dollar,
which is our reporting currency. We recognize foreign currency transaction gains and losses arising from our
operations in the period incurred. As a result, currency fluctuations between the United States dollar and the
currencies in which we do business have caused and will continue to cause foreign currency transaction and
translation gains and losses, which historically have been material and could continue to be material. We cannot
predict the effects of exchange rate fluctuations upon our future operating results because of the number of
currencies involved, the variability of currency exposures and the potential volatility of currency exchange rates. We
take actions to manage our foreign currency exposure, such as entering into hedging transactions, where available,
but we cannot assure that our strategies will adequately protect our consolidated operating results from the effects of
exchange rate fluctuations. For example, the announcement of Brexit and subsequent steps taken by Britain to begin
withdrawal from the European Union caused volatility in global currency exchange rate fluctuations that resulted in
the strengthening of the United States dollar against foreign currencies in which we conduct business. Future
adverse consequences arising from Brexit may include continued volatility in exchange rates. Any significant
fluctuation in exchange rates may be harmful to our financial condition and results of operations. We also face risks
arising from the imposition of exchange controls and currency devaluations. Exchange controls may limit our ability
to convert foreign currencies into United States dollars or to remit dividends and other payments by our foreign
subsidiaries or customers located in or conducting business in a country imposing controls. Currency devaluations
diminish the United States dollar value of the currency of the country instituting the devaluation and, if they occur
or continue for significant periods, could adversely affect our earnings or cash flow.

Any impairment in the value of our intangible assets, including goodwill, would negatively affect our
operating results and total capitalization.
Our total assets reflect substantial intangible assets, primarily goodwill. The goodwill results from our acquisitions
and represents the excess of cost over the fair value of the identifiable net assets we acquired. We assess at least
annually whether there has been any impairment in the value of our intangible assets. If future operating
performance at one or more of our business units were to fall significantly below current levels, if competing or
alternative technologies emerge, if market conditions for acquired businesses decline, if significant and prolonged
negative industry or economic trends exist, if our stock price and market capitalization declines, or if future cash
flow estimates decline, we could incur, under current applicable accounting rules, a non-cash charge to operating
impairment. Any determination requiring the write-off of a significant portion of
earnings for goodwill
unamortized intangible assets would negatively affect our results of operations and equity book value, the effect of
which could be material.

Changes in United States and international tax law may have a material adverse effect on our business,
financial condition and results of operations.
We are subject to income taxes in the United States and various foreign jurisdictions. Changes in applicable
domestic or foreign tax laws and regulations, or their interpretation and application, including the possibility of
retroactive effect, could affect our business, financial condition and profitability by increasing our tax liabilities. Our
future results of operations could be adversely affected by changes in our effective tax rate as a result of a change in
the mix of earnings in jurisdictions with differing statutory tax rates, changes in our overall profitability, changes in
tax legislation and rates, changes in generally accepted accounting principles and changes in the valuation of deferred
tax assets and liabilities. The U.S. federal government may adopt changes to international trade agreements, tariffs,
taxes and other government rules and regulations. While we cannot predict what changes will actually occur with
respect to any of these items, such changes could affect our business and results of operations.

9

If our intellectual property protection is inadequate, others may be able to use our technologies and
tradenames and thereby reduce our ability to compete, which could have a material adverse effect on us, our
financial condition and results of operations.
We regard much of the technology underlying our products and the trademarks under which we market our
products as proprietary. The steps we take to protect our proprietary technology may be inadequate to prevent
misappropriation of our technology, or third parties may independently develop similar technology. We rely on a
combination of patents, trademark, copyright and trade secret laws, employee and third-party non-disclosure
agreements and other contracts to establish and protect our technology and other intellectual property rights. The
agreements may be breached or terminated, and we may not have adequate remedies for any breach, and existing
trade secrets, patent and copyright law afford us limited protection. Policing unauthorized use of our intellectual
property is difficult. A third party could copy or otherwise obtain and use our products or technology without
authorization. Litigation may be necessary for us to defend against claims of infringement or to protect our
intellectual property rights and could result in substantial cost to us and diversion of our efforts. Further, we
might not prevail in such litigation, which could harm our business.

Our products could infringe on the intellectual property of others, which may cause us to engage in costly
litigation and, if we are not successful, could cause us to pay substantial damages and prohibit us from selling
our products.
Third parties may assert infringement or other intellectual property claims against us based on their patents or
other intellectual property claims, and we may have to pay substantial damages, possibly including treble
damages, if it is ultimately determined our products infringe. We may have to obtain a license to sell our products
if it is determined that our products infringe upon another party’s intellectual property. We might be prohibited
from selling our products before we obtain a license, which, if available at all, may require us to pay substantial
royalties. Even if infringement claims against us are without merit, defending these types of lawsuits takes
significant time, may be expensive and may divert management attention from other business concerns.

We may be exposed to liabilities under the Foreign Corrupt Practices Act (FCPA), which could have a
material adverse effect on our business.
We are subject to compliance with various laws and regulations, including the FCPA and similar worldwide
anti-bribery and anti-corruption laws, which generally prohibit companies and their intermediaries from engaging
in bribery or making other improper payments to private or public parties for the purpose of obtaining or
retaining business or gaining an unfair business advantage. The FCPA also requires proper record keeping and
characterization of such payments in our reports filed with the SEC. Our employees are trained and required to
comply with these laws, and we are committed to legal compliance and corporate ethics. Violations of these laws
could result in severe criminal or civil sanctions and financial penalties and other consequences that may have a
material adverse effect on our business, reputation, financial condition or results of operations.

Our inability to comply with our existing credit facilities’ restrictive covenants or to access additional sources
of capital could impede growth or the repayment or refinancing of existing indebtedness.
The limits imposed on us by the restrictive covenants contained in our credit facilities could prevent us from
making acquisitions or cause us to lose access to these facilities.

Our existing credit facilities contain restrictive covenants that limit our ability to, among other things:

(cid:129) borrow money or guarantee the debts of others;
(cid:129) use assets as security in other transactions;
(cid:129) make restricted payments or distributions; and
(cid:129) sell or acquire assets or merge with or into other companies.

In addition, our credit facilities require us to meet financial ratios, including a “Leverage Ratio” and an “Interest
Coverage Ratio,” both as defined in the credit facilities.

These restrictions could limit our ability to plan for or react to market conditions or meet extraordinary capital
needs and could otherwise restrict our financing activities.

10

Our ability to comply with the covenants and other terms of our credit facilities will depend on our future
operating performance. If we fail to comply with such covenants and terms, we may be in default and the
maturity of the related debt could be accelerated and become immediately due and payable. We may be required
to obtain waivers from our lenders in order to maintain compliance under our credit facilities, including waivers
with respect to our compliance with certain financial covenants. If we are unable to obtain necessary waivers and
the debt under our credit facilities is accelerated, we would be required to obtain replacement financing at
prevailing market rates.

We may need new or additional financing in the future to expand our business or refinance existing indebtedness.
If we are unable to access capital on satisfactory terms and conditions, we may not be able to expand our business
or meet our payment requirements under our existing credit facilities. Our ability to obtain new or additional
financing will depend on a variety of factors, many of which are beyond our control. We may not be able to
obtain new or additional financing because we have substantial debt or because we may not have sufficient cash
flow to service or repay our existing or future debt. In addition, depending on market conditions and our financial
performance, neither debt nor equity financing may be available on satisfactory terms or at all. Finally, as a
consequence of worsening financial market conditions, our credit facility providers may not provide the agreed
credit if they become undercapitalized.

Changes in interest rates could adversely affect us.
Any period of interest rate increases may also adversely affect our profitability. At October 31, 2017, we had
$1,582,984 of total debt and notes payable outstanding, of which 80 percent was priced at interest rates that float
with the market. A one percent increase in the interest rate on the floating rate debt in 2017 would have resulted
in approximately $11,064 of additional interest expense. A higher level of floating rate debt would increase the
exposure to changes in interest rates. For additional detail related to this risk, see Item 7A, Quantitative and
Qualitative Disclosure About Market Risk.

Failure to retain our existing senior management team or the inability to attract and retain qualified personnel
could hurt our business and inhibit our ability to operate and grow successfully.
Our success will continue to depend to a significant extent on the continued service of our executive management
team and the ability to recruit, hire and retain other key management personnel to support our growth and
operational initiatives and replace executives who retire or resign. Failure to retain our leadership team and attract and
retain other important management and technical personnel could place a constraint on our global growth and
operational initiatives, possibly resulting in inefficient and ineffective management and operations, which would likely
harm our revenues, operations and product development efforts and eventually result in a decrease in profitability.

The level of returns on pension plan assets and changes in the actuarial assumptions used could adversely
affect us.
Our operating results may be positively or negatively impacted by the amount of expense we record for our
defined benefit pension plans. U.S. GAAP requires that we calculate pension expense using actuarial valuations,
which are dependent upon our various assumptions including estimates of expected long-term rate of return on
plan assets, discount rates for future payment obligations, and the expected rate of
increase in future
compensation levels. Our pension expense and funding requirements may also be affected by our actual return on
laws or
plan assets and by legislation and other government regulatory actions. Changes in assumptions,
regulations could lead to variability in operating results and could have a material adverse impact on liquidity.

11

Regulations related to conflict-free minerals may result in additional expenses that could affect our financial
condition and business operations.
Pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act, the SEC promulgated final
rules regarding disclosure of the use of certain minerals, known as conflict minerals, which are mined from the
Democratic Republic of the Congo and adjoining countries, as well as procedures regarding a manufacturer’s
efforts to prevent the sourcing of such minerals and metals produced from those minerals. These new disclosure
obligations will require continuing due diligence efforts to support our future disclosure requirements. We
incurred and will continue to incur costs associated with complying with such disclosure requirements, including
costs associated with canvassing our supply chain to determine the source country of any conflict minerals
incorporated in our products, in addition to the cost of remediation and other changes to products, processes, or
sources of supply as a consequence of such verification activities. In addition, the implementation of these rules
could adversely affect the sourcing, supply, and pricing of materials used in our products.

Political conditions in the U.S. and foreign countries in which we operate could adversely affect us.
We conduct our manufacturing, sales and distribution operations on a worldwide basis and are subject to risks
associated with doing business outside the United States. In 2017, approximately 69 percent of our total sales
were generated outside the United States. We expect that international operations and United States export sales
will continue to be important to our business for the foreseeable future. Both sales from international operations
and export sales are subject in varying degrees to risks inherent in doing business outside the United States. Such
risks include, but are not limited to, the following:

(cid:129) risks of economic instability;

(cid:129) unanticipated or unfavorable circumstances arising from host country laws or regulations;

(cid:129) threats of war, terrorism or governmental instability;

(cid:129) significant foreign and U.S. taxes on repatriated cash;

(cid:129) changes in tax rates, adoption of new tax laws or other additional tax policies, including the implementation
of proposals to reform United States and foreign tax laws that could impact how United States multinational
corporations are taxed on foreign earnings;

(cid:129) restrictions on the transfer of funds into or out of a country;

(cid:129) potential negative consequences from changes to taxation policies;

(cid:129) the disruption of operations from labor and political disturbances;

(cid:129) the imposition of tariffs, import or export licensing requirements and other potential changes in trade policies

and relations arising from policy initiatives implemented by the new U.S. presidential administration; and

(cid:129) exchange controls or other trade restrictions including transfer pricing restrictions when products produced

in one country are sold to an affiliated entity in another country.

Any of these events could reduce the demand for our products, limit the prices at which we can sell our products,
interrupt our supply chain, or otherwise have an adverse effect on our operating performance.

Our international operations also depend upon favorable trade relations between the U.S. and those foreign
countries in which our customers, subcontractors and materials suppliers have operations. A protectionist trade
environment in either the U.S. or those foreign countries in which we do business, such as a change in the current
tariff structures, export compliance or other trade policies, may materially and adversely affect our ability to sell
our products in foreign markets. The new U.S. presidential administration has criticized existing trade
agreements, and while it is currently unclear what actions the administration may take with respect to existing
and proposed trade agreements, or restrictions on trade generally, more stringent export and import controls may
be imposed in the future.

12

Our business and operating results may be adversely affected by natural disasters or other catastrophic events
beyond our control.
While we have taken precautions to prevent production and service interruptions at our global facilities, severe
weather conditions such as hurricanes or tornadoes, as well as major earthquakes, wildfires and other natural
disasters, as well as cyberterrorism, in areas in which we have manufacturing facilities or from which we obtain
products may cause physical damage to our properties, closure of one or more of our manufacturing or
distribution facilities, lack of an adequate work force in a market, temporary disruption in the supply of inventory,
disruption in the transport of products and utilities, and delays in the delivery of products to our customers. Any
of these factors may disrupt our operations and adversely affect our financial condition and results of operations.

The insurance that we maintain may not fully cover all potential exposures.
We maintain property, business interruption and casualty insurance but such insurance may not cover all risks
associated with the hazards of our business and is subject to limitations, including deductibles and maximum
liabilities covered. We are potentially at risk if one or more of our insurance carriers fail. Additionally, severe
disruptions in the domestic and global financial markets could adversely impact the ratings and survival of some
insurers. In the future, we may not be able to obtain coverage at current levels, and our premiums may increase
significantly on coverage that we maintain.

Item 1B. Unresolved Staff Comments

None.

13

Item 2. Properties

The following table summarizes our principal properties as of October 31, 2017:

Location

Description of Property

Approximate
Square Feet

Amherst, Ohio 2, 3
Austintown, Ohio 1
Carlsbad, California 2
Duluth, Georgia 1
Norwich, Connecticut 2
Chippewa Falls, Wisconsin 1
Swainsboro, Georgia 1
East Providence, Rhode Island 2
Loveland, Colorado 2
Robbinsville, New Jersey 2
Minneapolis, Minnesota 2
Wixom, Michigan 3
Salem, New Hampshire 2
Youngstown, Ohio 1
Vista, California 2
Hickory, North Carolina 1
Marlborough, Massachusetts 2
Westlake, Ohio
Chattanooga, Tennessee 2
Sunnyvale, California 2
Huntington Beach, California 2
Spokane, Washington 2
Concord, California 2
Ventura, California 2
Shanghai, China 1, 3
Lüneburg, Germany 1
Münster, Germany 1
Shanghai, China 1, 2, 3
Guaymas, Mexico 2
Bangalore, India 1, 2, 3
Maastricht, Netherlands 1, 2, 3
Chonburi, Thailand 1
Tokyo, Japan 1, 2, 3
Erkrath, Germany 1, 2, 3
Boyle, Ireland 2
Deurne, Netherlands 2
Suzhou, China 2
Aylesbury, U.K. 1, 2
Seongnam-City, South Korea 1, 2, 3
Pirmasens, Germany 1
Munich, Germany 2
Sao Paulo, Brazil 1, 2, 3
El Marques, Mexico 1, 2, 3
Munich, Germany 2
Katzrin, Israel 2
Singapore 1, 2, 3
Billerbeck, Germany 1
Lagny Sur Marne, France 1, 3
Segrate, Italy 1, 3

A manufacturing, laboratory and office complex
A manufacturing, warehouse and office building (leased)
Three manufacturing and office buildings (leased)
A manufacturing, laboratory and office building
A manufacturing, laboratory and office building
Three manufacturing, warehouse, and office buildings (leased)
A manufacturing building (leased)
A manufacturing, warehouse and office building
A manufacturing, warehouse and office building
A manufacturing, warehouse and office building (leased)
Two office, laboratory and warehouse buildings (leased)
A manufacturing, warehouse and office building (leased)
A manufacturing, warehouse and office building (leased)
A manufacturing, warehouse and office building (leased)
A manufacturing building (leased)
A manufacturing, warehouse and office building (leased)
An office, laboratory and warehouse building (leased)
Corporate headquarters
A manufacturing, warehouse and office building (leased)
Two office, laboratory and warehouse buildings (leased)
An office, laboratory and warehouse building
A manufacturing, warehouse and office building
A manufacturing and office building (leased)
A manufacturing, warehouse and office building (leased)
Four manufacturing, warehouse and office buildings (leased)
A manufacturing and laboratory building
Four manufacturing, warehouse and office building (leased)
Two office, laboratory and engineering buildings
Three manufacturing, warehouse and office buildings (leased)
A manufacturing, warehouse and office building
A manufacturing, warehouse and office building
A manufacturing, warehouse and office building
Three office, laboratory and warehouse buildings (leased)
An office, laboratory and warehouse building (leased)
A manufacturing, warehouse and office building (leased)
A manufacturing, warehouse and office building (leased)
A manufacturing, warehouse and office building (leased)
A manufacturing, warehouse and office building (leased)
An office, laboratory and warehouse building (leased)
A manufacturing, warehouse and office building (leased)
Three office, laboratory and warehouse buildings (leased)
An office, laboratory and warehouse building (leased)
A warehouse and office building (leased)
An office, laboratory and warehouse building (leased)
An office, laboratory and warehouse building (leased)
Two warehouse and office buildings (leased)
An office and warehouse building (leased)
An office building (leased)
An office, laboratory and warehouse building (leased)

14

521,000
207,000
181,000
176,000
159,000
151,000
136,000
116,000
115,000
88,000
69,000
64,000
63,000
58,000
41,000
41,000
30,000
28,000
25,000
24,000
21,000
18,000
12,000
11,000
311,000
129,000
112,000
110,000
89,000
56,000
54,000
52,000
49,000
48,000
47,000
46,000
42,000
36,000
35,000
32,000
29,000
23,000
22,000
21,000
20,000
16,000
16,000
6,000
5,000

Business Segment — Property Identification Legend

1 — Adhesive Dispensing Systems
2 — Advanced Technology Systems
3 — Industrial Coating Systems

The facilities listed have adequate, suitable and sufficient capacity (production and nonproduction) to meet
present and foreseeable demand for our products.

Other properties at international subsidiary locations and at branch locations within the United States are leased.
Lease terms do not exceed 25 years and generally contain a provision for cancellation with some penalty at an
earlier date. Information about leases is reported in Note 11 of Notes to Consolidated Financial Statements that
can be found in Part II, Item 8 of this document.

Item 3. Legal Proceedings

We are involved in pending or potential litigation regarding environmental, product liability, patent, contract,
employee and other matters arising from the normal course of business. Including the environmental matter
discussed below, after consultation with legal counsel, we believe that the probability is remote that losses in
excess of the amounts we have accrued would have a material adverse effect on our financial condition, quarterly
or annual operating results or cash flows.

Environmental — We have voluntarily agreed with the City of New Richmond, Wisconsin and other Potentially
Responsible Parties to share costs associated with the remediation of the City of New Richmond municipal landfill
(the “Site”) and constructing a potable water delivery system serving the impacted area down gradient of the Site. At
October 31, 2017 and 2016, our accrual for the ongoing operation, maintenance and monitoring obligation at the
Site was $472 and $516, respectively.

The liability for environmental remediation represents management’s best estimate of the probable and
reasonably estimable undiscounted costs related to known remediation obligations. The accuracy of our estimate
liability is affected by several uncertainties such as additional requirements that may be
of environmental
identified in connection with remedial activities, the complexity and evolution of environmental
laws and
regulations, and the identification of presently unknown remediation requirements. Consequently, our liability
could be different than our current estimate. However, we do not expect that the costs associated with
remediation will have a material adverse effect on our financial condition or results of operations.

Item 4. Mine Safety Disclosures

None.

15

Executive Officers of the Company

Our executive officers as of October 31, 2017, were as follows:

Name

Age

Officer Since

Position or Office with The Company and Business
Experience During the Past Five (5) Year Period

Michael F. Hilton . . . . . . . .
John J. Keane . . . . . . . . . . . .
Gregory P. Merk . . . . . . . . .

Gregory A. Thaxton . . . . . .
James E. DeVries . . . . . . . . .
Stephen P. Lovass . . . . . . . .
Shelly M. Peet . . . . . . . . . . .
Jeffrey A. Pembroke . . . . . .
Joseph Stockunas . . . . . . . . .
Robert E. Veillette . . . . . . . .

63
56
46

56
58
48
52
50
57
65

2010
2003
2006

2007
2012
2017
2007
2015
2015
2007

President and Chief Executive Officer, 2010
Senior Vice President, 2005
Senior Vice President, 2013
Vice President, 2006
Senior Vice President, Chief Financial Officer, 2012
Vice President, 2012
Vice President, 2017
Vice President, 2009
Vice President, 2015
Vice President, 2015
Vice President, General Counsel and Secretary, 2007

On November 28, 2016, Mr. Lovass was elected as Corporate Vice President. Prior to joining the Company,
Mr. Lovass served as President for one of the global sensors and controls businesses for Danahar Corporation, a
publicly-traded, international Fortune 200, diversified science and technology company from 2012 to 2016. Prior
to joining Danahar, Mr. Lovass served as a Senior Vice President and Corporate Officer for Gerber Scientific.

On September 5, 2017, we filed a Form 8-K with the Securities & Exchange Commission announcing that
Mr. Veillette will retire from the Company, effective December 31, 2017. Upon his retirement, Mr. Veillette will
be succeeded by Gina Brickley Beredo who has served as Deputy General Counsel and Assistant Secretary since
joining the Company in 2013.

16

PART II

Item 5. Market for the Company’s Common Equity, Related Stockholder Matters and

Issuer Purchases of Equity Securities

Market Information and Dividends
(a) Our common shares are listed on the Nasdaq Global Select Market under the symbol NDSN. As of
November 30, 2017, there were 1,466 registered shareholders. The table below is a summary of dividends paid
per common share and the range of high and low sales prices during each quarter of 2017 and 2016.

Quarters

2017:

First . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Second . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2016:

First . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Second . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Source: Nasdaq OMX

Dividend
Paid

Common Share
Price

High

Low

$.27
.27
.27
.30

$.24
.24
.24
.27

$116.01
127.50
131.49
130.41

$ 74.24
80.50
89.42
102.57

$ 96.05
112.23
113.69
107.16

$ 51.89
56.63
74.49
87.63

While we have historically paid dividends to shareholders of our common stock on a quarterly basis, the
declaration and payment of future dividends will depend on many factors, including but not limited to, our
earnings, financial condition, business development needs and regulatory considerations, and are at the discretion
of our board of directors.

17

Performance Graph
The following is a graph that compares the 10-year cumulative return, calculated on a dividend-reinvested basis,
from investing $100 on November 1, 2007 in Nordson common shares, the S&P 500 Index, the S&P MidCap
400 Index, the S&P 500 Industrial Machinery Index, the S&P MidCap 400 Industrial Machinery Index and our
Proxy Peer Group, which includes: AIN, AME, ATU, B, CLC, DCI, ENTG, ESL, FLIR, GGG, GTLS, IEX,
ITT, LECO, ROP, TER, WTS, and WWD.

COMPARISON OF 10 YEAR CUMULATIVE TOTAL RETURN
ASSUMES INITIAL INVESTMENT OF $100 ON NOVEMBER 1, 2007
FISCAL YEAR ENDED OCTOBER 31, 2017

Nordson Corporation

S&P 500 Index

S&P MidCap 400

S&P 500 Ind. Machinery

S&P MidCap 400 Ind. Machinery

Proxy Peer Group

S
R
A
L
L
O
D

600

500

400

300

200

100

0

2007

2008

2009

2010

2011

2012

2013

2014

2015

2016

2017

Company/Market/Peer Group

2007

2008

2009

2010

2011

2012

2013

2014

2015

2016

2017

Nordson Corporation

$100.00 $70.90 $105.80 $160.42 $194.33 $252.55 $311.36 $334.00 $314.64 $448.10 $572.29

S&P 500 Index

S&P MidCap 400

$100.00 $63.90 $ 70.17 $ 81.76 $ 88.37 $101.81 $129.48 $151.84 $159.73 $166.93 $206.38

$100.00 $63.54 $ 75.09 $ 95.84 $104.03 $116.63 $155.68 $173.82 $179.77 $191.02 $235.87

S&P 500 Ind. Machinery

$100.00 $57.23 $ 76.58 $ 97.99 $101.38 $121.33 $173.25 $195.37 $195.07 $222.74 $307.08

S&P MidCap 400 Ind. Machinery

$100.00 $57.90 $ 71.57 $ 93.02 $105.80 $115.55 $160.42 $170.00 $142.30 $167.01 $239.53

Proxy Peer Group

$100.00 $67.28 $ 72.96 $ 89.87 $100.94 $115.31 $160.25 $176.57 $169.73 $174.34 $261.11

Source: Zack’s Investment Research

18

(b) Use of Proceeds. Not applicable.

(c) Issuer Purchases of Equity Securities

Total Number
of Shares
Repurchased(1)

Average
Price Paid
per Share

Total Number of
Shares Repurchased
as Part of Publicly
Announced Plans
or Programs(2)

Maximum Value of
Shares That May Yet
Be Purchased Under
the Plans or Programs

August 1, 2017 to August 31, 2017 . . . . . . . . .
September 1, 2017 to September 30, 2017 . . . .
October 1, 2017 to October 31, 2017 . . . . . . .

1
$108.84
— $ —
— $ —

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1

$118,971
$118,971
$118,971

—
—
—

—

(1) Includes shares tendered for taxes related to vesting of restricted stock.

(2) In December 2014, the board of directors authorized a new $300,000 common share repurchase program.
This program replaced the $200,000 program approved by the board in August 2013. In August 2015, the
board of directors authorized the repurchase of up to an additional $200,000 of the Company’s common
shares. This new authorization added capacity to the board’s December 2014 authorization to repurchase
$300,000 of shares. Approximately $118,971 remained available for share repurchases at October 31, 2017.
Uses for repurchased shares include the funding of benefit programs including stock options, restricted stock
and 401(k) matching. Shares purchased are treated as treasury shares until used for such purposes. The
repurchase program is being funded using cash from operations and proceeds from borrowings under our
credit facilities.

19

Item 6. Selected Financial Data

Five-Year Summary

(In thousands except for per-share amounts)

2017

2016

2015

2014

2013

Operating Data(a)
Sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,066,982 $1,808,994 $1,688,666 $1,704,021 $1,542,921
676,777
Cost of sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
44
% of sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
541,169
Selling and administrative expenses . . . . . . . . . . . .
35
% of sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,126
Severance and restructuring costs . . . . . . . . . . . . . .
—
. . . . . . . . . . . . . . . .
Long-lived asset impairments
323,849
Operating profit . . . . . . . . . . . . . . . . . . . . . . . . . . .
21
% of sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
221,817
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
14
% of sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

927,981
45
678,861
33
2,438
—
457,702
22
295,802
14

815,495
45
594,293
33
10,775
—
388,431
21
271,843
15

774,702
46
584,823
35
11,411
—
317,730
19
211,111
13

758,923
45
575,442
34
2,551
—
367,105
22
246,773
14

Financial Data(a)(e)
Working capital
Net property, plant and equipment and other

. . . . . . . . . . . . . . . . . . . . . . . . . . . $ 240,626 $ 414,032 $ 420,815 $ 301,815 $ 365,269

non-current assets . . . . . . . . . . . . . . . . . . . . . . . .
Total capital(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term liabilities . . . . . . . . . . . . . . . . . . . . . . . .
Shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . .
Return on average total capital — %(c) . . . . . . . . . .
Return on average shareholders’ equity — %(d)
. . .

2,526,167 1,675,008
1,767,369
2,648,094
3,414,539 2,420,583
1,611,300 1,237,437
851,603
1,155,493
16
14
37
30

1,646,723
1,724,211
2,358,314
1,407,522
660,016
13
26

1,606,274
1,661,110
2,278,957
1,003,292
904,797
17
27

1,449,712
1,496,681
2,051,778
927,118
887,863
18
29

Per-Share Data(a)
Average number of common shares . . . . . . . . . . . .
Average number of common shares and common
share equivalents . . . . . . . . . . . . . . . . . . . . . . . .
Basic earnings per share . . . . . . . . . . . . . . . . . . . . . $
Diluted earnings per share . . . . . . . . . . . . . . . . . . .
Dividends per common share . . . . . . . . . . . . . . . . .
Book value per common share . . . . . . . . . . . . . . . .

57,533

57,060

60,652

63,656

64,214

58,204

57,530

61,151

64,281

5.14 $
5.08
1.11
20.02

4.76 $
4.73
0.99
14.86

3.48 $
3.45
0.90
11.51

3.88 $
3.84
0.76
14.49

64,908
3.45
3.42
0.63
13.83

(a) See accompanying Notes to Consolidated Financial Statements.

(b) Notes payable, plus current portion of long-term debt, plus long-term debt, minus cash and marketable

securities, plus shareholders’ equity.

(c) Net income plus after-tax interest expense on borrowings as a percentage of the average of quarterly

borrowings (net of cash) plus shareholders’ equity over five accounting periods.

(d) Net income as a percentage of average quarterly shareholders’ equity over five accounting periods.

(e) Certain amounts for the years 2013 through 2016 have been adjusted to reflect the retrospective application
of our reclassification of debt issuance costs upon the adoption of a new accounting standard, as described in
Note 2 to the Consolidated Financial Statements.

20

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of

Operations

NOTE REGARDING AMOUNTS AND FISCAL YEAR REFERENCES

In this annual report, all amounts related to United States dollars and foreign currency and to the number of Nordson
Corporation’s common shares, except for per share earnings and dividend amounts, are expressed in thousands. Unless
the context otherwise indicates, all references to “we,” “us,” “our,” or the “Company” mean Nordson Corporation.

Unless otherwise noted, all references to years relate to our fiscal year ending October 31.

Critical Accounting Policies and Estimates
Our consolidated financial statements and accompanying notes have been prepared in accordance with
accounting principles generally accepted in the United States. The preparation of these financial statements
requires management to make estimates, judgments and assumptions that affect reported amounts of assets,
liabilities, revenues and expenses. On an ongoing basis, we evaluate the accounting policies and estimates that are
used to prepare financial statements. We base our estimates on historical experience and assumptions believed to
be reasonable under current facts and circumstances. Actual amounts and results could differ from these estimates
used by management.

Certain accounting policies that require significant management estimates and are deemed critical to our results
of operations or financial position are discussed below. On a regular basis, critical accounting policies are reviewed
with the Audit Committee of the board of directors.

Revenue recognition — Most of our revenues are recognized upon shipment, provided that persuasive evidence
of an arrangement exists, the sales price is fixed or determinable, collectibility is reasonably assured, and title and
risk of loss have passed to the customer. Certain arrangements may include installation, installation supervision,
training, and spare parts, which tend to be completed in a short period of time, at an insignificant cost, and
utilizing skills not unique to us, and, therefore, are typically regarded as inconsequential or perfunctory. Revenue
for undelivered items is deferred and included within accrued liabilities in the accompanying balance sheet.
Revenues deferred in 2017, 2016 and 2015 were not material.

Business combinations — The acquisitions of our businesses are accounted for under the acquisition method of
accounting. The amounts assigned to the identifiable assets acquired and liabilities assumed in connection with
acquisitions are based on estimated fair values as of the date of the acquisition, with the remainder, if any,
recorded as goodwill. The fair values are determined by management, taking into consideration information
supplied by the management of the acquired entities, and other relevant information. Such information typically
includes valuations obtained from independent appraisal experts, which management reviews and considers in its
estimates of fair values. The valuations are generally based upon future cash flow projections for the acquired
assets, discounted to present value. The determination of
judgment by
management, particularly with respect to the value of identifiable intangible assets. This judgment could result in
either a higher or lower value assigned to amortizable or depreciable assets. The impact could result in either
higher or lower amortization and/or depreciation expense.

fair values requires significant

Goodwill — Goodwill is the excess of purchase price over the fair value of tangible and identifiable intangible
net assets acquired in various business combinations. Goodwill is not amortized but is tested for impairment
annually at the reporting unit level, or more often if indications of impairment exist. Our reporting units are the
Adhesive Dispensing Systems segment, the Industrial Coating Systems segment and one level below the
Advanced Technology Systems segment.

We test goodwill in accordance with Accounting Standards Codification (ASC) 350. Under a new accounting
standard adopted this year (See Note 2 for additional information), a goodwill impairment charge is recorded for the
amount by which the carrying value of the reporting unit exceeds the fair value of the reporting unit, as calculated in
the quantitative analysis described below. We did not record any goodwill impairment charges in 2017. We use an
independent valuation specialist to assist with refining our assumptions and methods used to determine fair values
using these methods. In step one, the discounted cash flow method uses assumptions for revenue growth, operating
margin, and working capital turnover that are based on management’s strategic plans tempered by performance

21

trends and reasonable expectations about those trends. Terminal value calculations employ a published formula
known as the Gordon Growth Model Method that essentially captures the present value of perpetual cash flows
beyond the last projected period assuming a constant Weighted Average Cost of Capital (WACC) methodology
and growth rate. For each reporting unit, a sensitivity analysis is performed to vary the discount and terminal growth
rates in order to provide a range of reasonableness for detecting impairment.

Discount rates are developed using a WACC methodology. The WACC represents the blended average required
rate of return for equity and debt capital based on observed market return data and company specific risk factors.
For 2017, the discount rates used ranged from 9 percent to 12 percent depending upon the reporting unit’s size,
end market volatility, and projection risk. The calculated internal rate of return for the discounted cash flow
method was 9 percent, the same as the calculated WACC for total Nordson. In the application of the guideline
public company method, fair value is determined using transactional evidence for similar publicly traded equity.
The comparable company guideline group is determined based on relative similarities to each reporting unit since
exact correlations are not available. An indication of fair value for each reporting unit is based on the placement
of each reporting unit within a range of multiples determined for its comparable guideline company group.
Valuation multiples are derived by dividing latest twelve month performance for revenues and EBITDA into
total invested capital, which is the sum of traded equity plus interest bearing debt less cash. These multiples are
applied against the revenue and EBITDA of each reporting unit. While the implied indications of fair value
using the guideline public company method yield meaningful results, the discounted cash flow method of the
income approach includes management’s thoughtful projections and insights as to what the reporting units will
accomplish in the near future. Accordingly, the reasonable, implied fair value of each reporting unit is a blend
based on the relative strength of the approaches employed.

To test the reasonableness of the aggregate fair value, we performed the control premium test, which compares
the sum of the implied fair values calculated for our reporting units (net of debt) to the market value of equity.
The control premium was negative 3 percent as of the test date of August 1, 2017 and a slight discount to the
market value of equity as of October 31, 2017. The control premium indicated that the discounted cash flow
valuation was reasonable.

In 2017 and 2016, the results of our annual impairment tests indicated no impairment.

The excess of fair value (FV) over carrying value (CV) was compared to the carrying value for each reporting unit.
Based on the results shown in the table below and based on our measurement date of August 1, 2017, our
conclusion is that no goodwill was impaired in 2017. Potential events or circumstances, such as a sustained
downturn in global economies, could have a negative effect on estimated fair values.

WACC

Excess of
FV over CV

Adhesive Dispensing Systems Segment
. . . . . . . . . . . . . . . . . . . . . .
Industrial Coating Systems Segment . . . . . . . . . . . . . . . . . . . . . . . . .
Advanced Technology Systems Segment — Electronics Systems . . .
Advanced Technology Systems Segment — Fluid Management . . .
Advanced Technology Systems Segment — Test & Inspection . . . .

9%
11%
10%
9%
12%

489%
503%
329%
83%
51%

Goodwill

$ 394,234
$
24,058
27,224
$
$1,092,940
48,499
$

Pension plans and postretirement medical plans — The measurement of liabilities related to our pension plans
and postretirement medical plans is based on management’s assumptions related to future factors, including
interest rates, return on pension plan assets, compensation increases, mortality and turnover assumptions, and
health care cost trend rates.

The weighted-average discount rate used to determine the present value of our domestic pension plan obligations
was 3.80 percent at October 31, 2017 and 3.94 percent at October 31, 2016. The weighted-average discount rate
used to determine the present value of our various international pension plan obligations was 2.07 percent at
October 31, 2017, compared to 1.86 percent at October 31, 2016. The discount rates used for all plans were
determined by using quality fixed income investments with a duration period approximately equal to the period
over which pension obligations are expected to be settled.

22

In determining the expected return on plan assets, we consider both historical performance and an estimate of
future long-term rates of return on assets similar to those in our plans. We consult with and consider the opinions
of financial and actuarial experts in developing appropriate return assumptions. The expected rate of return
(long-term investment rate) on domestic pension assets used to determine net benefit costs was 6.25 percent in
2017 and 6.72 percent in 2016. The average expected rate of return on international pension assets used to
determine net benefit costs was 3.51 percent in 2017 and 4.22 percent in 2016.

The assumed rate of compensation increases used to determine the present value of our domestic pension plan
obligations was 3.61 percent at October 31, 2017, compared to 3.61 percent at October 31, 2016. The assumed
rate of compensation increases used to determine the present value of our international pension plan obligations
was 3.13 percent at October 31, 2017, compared to 3.12 percent at October 31, 2016.

Annual expense amounts are determined based on the discount rate used at the end of the prior year. Differences
between actual and assumed investment returns on pension plan assets result in actuarial gains or losses that are
amortized into expense over a period of years.

Economic assumptions have a significant effect on the amounts reported. The effect of a one percent change in
the discount rate, expected return on assets and compensation increase is shown in the table below. Bracketed
numbers represent decreases in expense and obligation amounts.

United States

International

1% Point
Increase

1% Point
Decrease

1% Point
Increase

1% Point
Decrease

Discount rate:

Effect on total service and interest cost components in 2017 . . . . .
Effect on pension obligation as of October 31, 2017 . . . . . . . . . . .

$ (5,320) $ 6,490
$(56,644) $ 71,919

$ (1,417) $ 1,766
$(14,440) $17,356

Expected return on assets:

Effect on total service and interest cost components in 2017 . . . . .

$ (3,326) $ 3,326

$

(375) $

375

Compensation increase:

Effect on total service and interest cost components in 2017 . . . . .
Effect on pension obligation as of October 31, 2017 . . . . . . . . . . .

$ 4,127
$ 23,174

$ (2,755) $
635
$(14,753) $ 3,261

$ (511)
$ (3,062)

With respect to the domestic postretirement medical plan, the discount rate used to value the benefit plan was
3.86 percent at October 31, 2017 and 4.05 percent at October 31, 2016. The annual rate of increase in the per
capita cost of covered benefits (the health care cost trend rate) is assumed to be 3.70 percent in 2018, decreasing
gradually to 3.23 percent in 2026.

For the international postretirement plan, the discount rate used to value the benefit obligation was 3.52 percent
at October 31, 2017 and 3.40 percent at October 31, 2016. The annual rate of increase in the per capita cost of
covered benefits (the health care cost trend rate) is assumed to be 6.50 percent in 2018, decreasing gradually to
3.50 percent in 2037.

The discount rate and the health care cost trend rate assumptions have a significant effect on the amounts
reported. For example, a one-percentage point change in the discount rate and the assumed health care cost trend
rate would have the following effects. Bracketed numbers represent decreases in expense and obligation amounts.

United States

International

1% Point
Increase

1% Point
Decrease

1% Point
Increase

1% Point
Decrease

Discount rate:

Effect on total service and interest cost components in 2017 . . . . .
Effect on postretirement obligation as of October 31, 2017 . . . . .

$
696
(585) $
$(10,504) $13,327

$
(3)
$(119)

$
3
$ 159

Health care trend rate:

Effect on total service and interest cost components in 2017 . . . . .
Effect on postretirement obligation as of October 31, 2017 . . . . .

562
$
$ 10,637

$ (446)
$ (8,650)

$ 10
$ 150

(8)
$
$(115)

23

Employees hired after January 1, 2002, are not eligible to participate in the domestic postretirement medical plan.

In the fourth quarter of 2016, we adopted a change in the method to be used to estimate the service and interest
cost components of net periodic benefit cost for defined benefit pension plans. Historically, for the vast majority
of our plans, the service and interest cost components were estimated using a single weighted-average discount
rate derived from the yield curve used to measure the benefit obligation at the beginning of the period. Beginning
in 2017, we used a spot rate approach by applying the specific spot rates along the yield curve to the relevant
projected cash flows in the estimation of the service and interest components of benefit cost, resulting in a more
precise measurement. This change did not affect the measurement of total benefit obligations. The change was
accounted for as a change in estimate that is inseparable from a change in accounting principle and, accordingly,
was accounted for prospectively starting in 2017. The reductions in service and interest costs for 2017 associated
with this change were $1,200 and $3,100, respectively.

Pension and postretirement expenses in 2018 are expected to be approximately $474 higher than 2017.

Income taxes — Income taxes are estimated based on income for financial reporting purposes. Deferred income
taxes reflect the net tax effect of temporary differences between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for income tax purposes and certain changes in valuation
allowances. We provide valuation allowances against deferred tax assets if, based on available evidence, it is more
likely than not that some portion or all of the deferred tax assets will not be realized.

Management believes the valuation allowances are adequate after considering future taxable income, allowable
carryforward periods and ongoing prudent and feasible tax planning strategies. In the event we were to determine
that we would be able to realize the deferred tax assets in the future in excess of the net recorded amount
(including the valuation allowance), an adjustment to the valuation allowance would increase income in the
period such determination was made. Conversely, should we determine that we would not be able to realize all or
part of the net deferred tax asset in the future, an adjustment to the valuation allowance would be expensed in the
period such determination was made.

Further, at each interim reporting period, we estimate an effective income tax rate that is expected to be
applicable for the full year. Significant judgment is involved regarding the application of global income tax laws
and regulations and when projecting the jurisdictional mix of income. Additionally, interpretation of tax laws,
court decisions or other guidance provided by taxing authorities influences our estimate of the effective income
tax rates. As a result, our actual effective income tax rates and related income tax liabilities may differ materially
from our estimated effective tax rates and related income tax liabilities. Any resulting differences are recorded in
the period they become known.

2017 compared to 2016
Sales — Worldwide sales for 2017 were $2,066,982, an increase of 14.3 percent from 2016 sales of $1,808,994.
Sales volume increased 14.8 percent and unfavorable currency translation effects reduced sales by 0.5 percent. The
volume increase consisted of 7.9 percent from organic growth and 6.9 percent from acquisitions. We had four
acquisitions during 2017, ACE Production Technologies, Inc. (“ACE”), Plas-Pak Industries, Inc. (“Plas-Pak),
InterSelect GmbH (“InterSelect”), and Vention Medical’s Advanced Technologies business (“Vention”), which
are all included within the Advanced Technology Systems segment. We had one acquisition during 2016,
LinkTech, which is also included within the Advanced Technology Systems segment. As used throughout this
Form 10-K, geographic regions include the Americas (Canada, Mexico and Central and South America), Asia
Pacific (excluding Japan), Europe, Japan, and the United States.

Sales of the Adhesive Dispensing Systems segment were $916,019 in 2017, an increase of $36,446, or
4.1 percent, from 2016 sales of $879,573. The increase was the net result of a sales volume increase of 4.3 percent
partially offset by unfavorable currency effects that reduced sales by 0.2 percent. Within this segment, sales
volume increased in all geographic regions with the exception of Europe. Growth in product lines serving rigid
packaging, consumer non-durable, disposable hygiene and general product assembly end markets, was offset by
softness in product lines serving polymer processing end markets.

24

Sales of the Advanced Technology Systems segment were $897,623 in 2017, an increase of $221,294 or
32.7 percent, from 2016 sales of $676,329. The increase was the result of a sales volume increase of 33.4 percent
partially offset by unfavorable currency effects that reduced sales by 0.7 percent. The sales volume increase
consisted of 15.1 percent from organic volume and 18.3 percent from the first-year effect of acquisitions. Within
the segment, sales volume, inclusive of acquisitions, increased in all geographic regions. Organic volume increased
in most product lines, and was driven by demand in electronics and medical end markets.

Sales of the Industrial Coating Systems segment were $253,340 in 2017, an increase of $248, or 0.1 percent, from
2016 sales of $253,092. The increase was the result of a sales volume increase of 0.8 percent partially offset by
unfavorable currency effects that reduced sales by 0.7 percent. Within this segment, sales volume increased in
Europe, Japan and the Americas regions. Sales volume increased in most product lines, and was driven by
demand for liquid and UV curing, powder coating and container product lines serving industrial end markets.

Sales outside the United States accounted for 68.7 percent of our sales in 2017, as compared to 70.6 percent in
2016. On a geographic basis, sales in the United States were $647,657, an increase of 21.9 percent from 2016.
The increase in sales volume consisted of 5.3 percent from organic volume and 16.6 percent from acquisitions. In
the Americas region, sales were $147,026, an increase of 17.9 percent from 2016, with volume increasing
18.0 percent partially offset by unfavorable currency effects of 0.1 percent. The increase in sales volume consisted
of 7.7 percent from organic volume and 10.3 percent from acquisitions. Sales in Europe were $530,812, an
increase of 5.3 percent from 2016, with volume increasing 5.5 percent partially offset by unfavorable currency
effects of 0.2 percent. The increase in sales volume consisted of 2.2 percent from organic volume and 3.3 percent
from acquisitions. Sales in Japan were $147,189, an increase of 20.6 percent from 2016, with volume increasing
24.5 percent partially offset by unfavorable currency effects of 3.9 percent. The increase in sales volume consisted
of 23.1 percent from organic volume and 1.4 percent from acquisitions. Sales in the Asia Pacific region were
$594,298, an increase of 12.7 percent from the prior year, with volume increasing 13.2 percent partially offset by
unfavorable currency effects of 0.5 percent. The increase in sales volume consisted of 12.3 percent from organic
growth and 0.9 percent from acquisitions.

It is estimated that the effect of pricing on 2017 total sales was not material relative to 2016.

Operating profit — Cost of sales were $927,981 in 2017, up 13.8 percent from $815,495 in 2016. Gross profit,
expressed as a percentage of sales, increased to 55.1 percent in 2017 from 54.9 percent in 2016. Of the
0.2 percentage point improvement in gross margin, favorable product mix added 0.3 percentage points primarily
related to higher sales growth in our Adhesive Dispensing Systems and Advanced Technology Systems segments,
which have higher margins than the Industrial Coating Systems segment. The 0.1 percentage point offset is
primarily due to unfavorable currency translation effects.

Selling and administrative expenses were $678,861 in 2017, compared to $594,293 in 2016. The 14.2 percentage
point increase includes 6.1 percent primarily in support of higher sales growth, 6.1 percent related to the first year
effect of acquisitions and 2.5 percent of corporate charges related to acquisition transaction costs, offset by
0.5 percentage points due to currency translation effects.

Selling and administrative expenses as a percentage of sales decreased to 32.8 percent in 2017 from 32.9 percent
in 2016. Of the 0.1 percentage point improvement, 2.5 percentage points is due to leveraging higher sales growth
in our Adhesive Dispensing Systems and Advanced Technology Systems segments. This improvement was
partially offset by 1.7 percentage points due to the first year effect of acquisitions and 0.7 percentage points due to
corporate charges related to acquisition transaction costs.

Severance and restructuring costs of $2,438 were recorded in 2017. Within the Adhesives Dispensing Systems
segment, restructuring initiatives to optimize operations in the U.S. and Belgium and consolidate certain polymer
processing product line facilities in the U.S. resulted in severance and restructuring costs of $2,618. Within the
Advanced Technology Systems segment, costs of $180 were reversed during 2017 related to a 2015 restructuring
initiative. No costs related to severance and restructuring were recorded in the Industrial Coating Systems
segment in 2017. Additional costs related to these initiatives are not expected to be material in future periods. All
severance and restructuring costs are included in selling and administrative expenses in the Consolidated
Statements of Income.

25

Operating capacity for each of our segments can support fluctuations in order activity without significant changes in
operating costs. Also, currency translation affects reported operating margins. Operating margins for each segment
were unfavorably impacted by a stronger dollar primarily against the Euro during 2017 as compared to 2016.

Operating profit as a percentage of sales increased to 22.1 percent in 2017 compared to 21.5 percent in 2016. Of
the 0.6 percentage point improvement in operating margin, favorable leverage of our selling and administrative
expenses contributed 2.4 percentage points, lower severance and restructuring expenses added 0.5 percentage
points, and favorable product mix added 0.2 percentage points primarily related to higher sales growth in our
Adhesives Dispensing Systems and Advanced Technology Systems segments. This improvement was offset by
1.7 percentage points due to the first year effect of acquisitions, 0.7 percentage points due to corporate charges
related to acquisition transaction costs, and 0.1 percentage points due to short term purchase price accounting
charges for acquired inventory.

For the Adhesive Dispensing Systems segment, operating profit as a percentage of sales increased to 27.7 percent
in 2017 compared to 26.1 percent in 2016. Of the 1.6 percentage point improvement in operating margin,
favorable product mix added 0.7 percentage points due to increased sales to consumer non-durable, disposable
hygiene and rigid packaging end markets, lower severance and restructuring expenses added 0.6 percentage
points, favorable foreign currency translation effects added 0.2 percentage points and favorable leverage of selling
and administrative expenses added 0.1 percentage points.

For the Advanced Technology Systems segment, operating profit as a percentage of sales increased to
25.4 percent in 2017 compared to 23.6 percent in 2016. Of the 1.8 percentage point improvement in operating
favorable leverage of our selling and administrative expenses due to higher sales contributed
margin,
5.6 percentage points, favorable product mix added 0.4 percentage points, and lower severance and restructuring
expenses contributed 0.2 percentage points. These increases were partially offset by 4.0 percentage points due to
the first year effect of acquisitions, 0.3 percentage points due to unfavorable currency translation effects, and
0.1 percentage points due to short term purchase price accounting charges for acquired inventory.

For the Industrial Coating Systems segment, operating profit as a percentage of sales increased to 17.4 percent in
2017 compared to 17.2 percent in 2016. Of the 0.2 percentage point improvement in operating margin, lower
severance and restructuring expenses added 0.8 percentage points and favorable leverage of our selling and
administrative expenses added 0.4 percentage points. These increases were offset by 0.7 percentage points related
to unfavorable product mix and 0.3 percentage points related to unfavorable foreign currency translation effects.

Interest and other income (expense) — Interest expense in 2017 was $36,601, an increase of $15,279, or
71.7 percent, from 2016. The increase was due to higher average borrowing levels between periods. Other expense
in 2017 was $1,934 compared to other income of $657 in 2016. Included in the current year’s other expense are
foreign currency losses of $686. Included in the prior year’s other income were a litigation settlement of $800 and
foreign currency gains of $2,004. These gains were partially offset by $1,530 of net unfavorable adjustments
primarily related to the reversal of an indemnification asset resulting from the effective settlement of a tax exam.

Income taxes — Income tax expense in 2017 was $124,489, or 29.6 percent of pre-tax income, as compared to
$96,651, or 26.2 percent of pre-tax income in 2016.

Our income tax provision for 2017 includes a discrete tax expense of $1,070 related to nondeductible acquisition costs.

On December 18, 2015, the Protecting Americans from Tax Hikes Act of 2015 was enacted which retroactively
reinstated the Federal Research and Development Tax Credit (Federal R&D Tax Credit) as of January 1, 2015,
and made it permanent. As a result, our income tax provision for 2016 includes a discrete tax benefit of $2,200
related to 2015. The tax rate for 2016 also includes a discrete tax benefit of $6,154 related to dividends paid from
previously taxed foreign earnings generated prior to 2015, and a benefit of $2,682 related to the effective
settlement of a tax exam.

Net income — Net income was $295,802, or $5.08 per diluted share, in 2017, compared to net income of
$271,843, or $4.73 per diluted share, in 2016. This represents an 8.8 percent increase in net income and a
7.4 percent increase in diluted earnings per share.

26

2016 compared to 2015
Sales — Worldwide sales for 2016 were $1,808,994, an increase of 7.1 percent from 2015 sales of $1,688,666.
Sales volume increased 8.5 percent and unfavorable currency translation effects reduced sales by 1.4 percent. The
volume increase consisted of 6.5 percent from organic growth and 2.0 percent from acquisitions. We had one
acquisition during 2016, LinkTech, which is included within the Advanced Technology Systems segment. Three
acquisitions were made during 2015: Liquidyn GmbH (“Liquidyn”) and MatriX Technologies GmbH
(“MatriX”), which were included within the Advanced Technology Systems
segment, and WAFO
Produktionsgesellschaft GmbH (“WAFO”), which was included in the Adhesives Dispensing Systems segment.
As used throughout this Form 10-K, geographic regions include the Americas (Canada, Mexico and Central and
South America), Asia Pacific (excluding Japan), Europe, Japan, and the United States.

Sales of the Adhesive Dispensing Systems segment were $879,573 in 2016, an increase of $43,507, or
5.2 percent, from 2015 sales of $836,066. The increase was the net result of a sales volume increase of 6.9 percent
partially offset by unfavorable currency effects that reduced sales by 1.7 percent. The sales volume increase
consisted of 0.7 percent from the WAFO acquisition and 6.2 percent from organic volume. Within this segment,
sales volume increased in all geographic regions except for the Americas and Japan, and was particularly strong in
Europe. Organic growth was driven by product lines serving consumer non-durable, disposable hygiene, general
product assembly, rigid packaging and polymer processing end markets.

Sales of the Advanced Technology Systems segment were $676,329 in 2016, an increase of $82,471, or
13.9 percent, from 2015 sales of $593,858. The increase was the result of a sales volume increase of 14.7 percent
partially offset by unfavorable currency effects that reduced sales by 0.8 percent. The sales volume increase
consisted of 10.1 percent from organic volume and 4.6 percent from the first-year effect of acquisitions. Within
the segment, sales volume, inclusive of acquisitions, increased in all geographic regions, and was most pronounced
in Japan and Asia Pacific. Growth was driven by increased demand for test and inspection and automated
dispensing solutions serving electronics end markets, as well continued strength in fluid management product
lines serving medical and industrial end markets.

Sales of the Industrial Coating Systems segment were $253,092 in 2016, a decrease of $5,650, or 2.2 percent,
from 2015 sales of $258,742. The decrease was the result of a sales volume decrease of 0.6 percent and
unfavorable currency effects that reduced sales by 1.6 percent. Within this segment, sales volume increased in the
Americas and Asia Pacific regions, and was offset by decreases in the United States, Europe and Japan. Growth
in cold material product lines serving automotive end markets was offset by softness in powder coating and
container product lines serving industrial end markets.

Sales outside the United States accounted for 70.6 percent of our sales in 2016, as compared to 68.6 percent in
2015. On a geographic basis, sales in the United States were $531,117, an increase of 0.2 percent from 2015. The
increase in sales volume consisted of 0.4 percent from acquisitions, offset by an organic volume decline of
0.2 percent. In the Americas region, sales were $124,657, a decrease of 3.6 percent from 2015, with volume
increasing 2.5 percent offset by unfavorable currency effects of 6.1 percent. The increase in sales volume consisted
of 1.7 percent from organic volume and 0.8 percent from acquisitions. Sales in Europe were $503,869, an
increase of 8.9 percent from 2015, with volume increasing 12.3 percent partially offset by unfavorable currency
effects of 3.4 percent. The increase in sales volume consisted of 9.2 percent from organic volume and 3.1 percent
from acquisitions. Sales in Japan were $122,054, an increase of 13.2 percent from 2015, with volume increasing
2.2 percent and favorable currency effects of 11.0 percent. The increase in sales volume consisted of 1.9 percent
from organic volume and 0.3 percent from acquisitions. Sales in the Asia Pacific region were $527,297, an
increase of 14.9 percent from the prior year, with volume increasing 17.4 percent partially offset by unfavorable
currency effects of 2.5 percent. The increase in sales volume consisted of 14.0 percent from organic growth and
3.4 percent from acquisitions.

It is estimated that the effect of pricing on 2016 total sales was not material relative to 2015.

27

Operating profit — Cost of sales were $815,495 in 2016, up 5.3 percent from 2015. Gross profit, expressed as a
percentage of sales, increased to 54.9 percent in 2016 from 54.1 percent in 2015. Of the 0.8 percentage point
improvement in gross margin, favorable product mix added 1.3 percentage points primarily related to higher sales
growth in our Adhesive Dispensing Systems and Advanced Technology Systems segments, which have higher
margins relative to our Industrial Coating Systems segment. The 0.5 percentage point offset is primarily due to
unfavorable currency translation effects.

Selling and administrative expenses were $594,293 in 2016, compared to $584,823 in 2015. The 1.6 percent
increase includes 2.9 percent primarily in support of higher sales growth, offset by 1.3 percent due to currency
translation effects.

Selling and administrative expenses as a percentage of sales decreased to 32.9 percent in 2016 from 34.6 percent
in 2015. The 1.7 percentage point improvement is primarily due to leveraging higher sales growth in our
Adhesive Dispensing Systems and Advanced Technology Systems segments.

Severance and restructuring costs of $10,775 were recorded in 2016. Within the Adhesives Dispensing Systems
segment, restructuring initiatives to optimize operations in the U.S. and Belgium and consolidate certain polymer
processing product line facilities in the U.S. resulted in severance and restructuring costs of $7,800. To enhance
operational efficiency and customer service within the Advanced Technology Systems segment, a restructuring
initiative resulted in severance and restructuring costs of $1,054. Within the Industrial Coatings Systems
segment, a restructuring program to enhance operational efficiency and customer service resulted in severance
costs of $1,921. Additional costs related to these initiatives are not expected to be material in future periods. All
severance and restructuring costs are included in selling and administrative expenses in the Consolidated
Statements of Income.

Operating capacity for each of our segments can support fluctuations in order activity without significant changes
in operating costs. Also, currency translation affects reported operating margins. Operating margins for each
segment were unfavorably impacted by a stronger dollar primarily against the British Pound and Chinese Yuan
during 2016 as compared to 2015.

Operating profit as a percentage of sales increased to 21.5 percent in 2016 compared to 18.8 percent in 2015. Of
the 2.7 percentage point improvement in operating margin, favorable leverage of our selling and administrative
expenses contributed 1.8 percentage points, favorable product mix added 1.3 percentage points primarily related
to higher sales growth in our Adhesives Dispensing Systems and Advanced Technology Systems segments, which
have higher margins relative to our Industrial Coating Systems segment, and lower severance and restructuring
expenses contributed 0.1 percentage points. The 0.5 percentage point offset is primarily due to unfavorable
currency translation effects.

For the Adhesive Dispensing Systems segment, operating profit as a percentage of sales increased to 26.1 percent
in 2016 compared to 23.4 percent in 2015. Of the 2.7 percentage point improvement in operating margin,
favorable leverage of our selling and administrative expenses contributed 2.0 percentage points, favorable product
mix added 1.2 percentage points due to increased sales to consumer non-durable, disposable hygiene, general
product assembly and rigid packaging end markets, and lower severance and restructuring expense added
0.1 percentage points. The 0.6 percentage point offset is primarily due to unfavorable currency translation effects.

For the Advanced Technology Systems segment, operating profit as a percentage of sales increased to
23.6 percent in 2016 compared to 20.4 percent in 2015. Of the 3.2 percentage point improvement in operating
margin, favorable leverage of our selling and administrative expenses contributed 2.2 percentage points, favorable
product mix added 0.9 percentage points, and lower severance and restructuring expenses contributed
0.3 percentage points. The 0.2 percentage point offset is primarily due to unfavorable currency translation effects.

For the Industrial Coating Systems segment, operating profit as a percentage of sales increased to 17.2 percent in
2016 compared to 16.0 percent in 2015. Of the 1.2 percentage point improvement in operating margin, favorable
product mix added 2.3 percentage points, primarily related to sales of engineered systems for which margins vary
depending on the type of customer application, and favorable leverage of our selling and administrative expenses
contributed 0.2 percentage points. The remaining 1.3 percentage point offset was primarily due to severance and
restructuring expenses and unfavorable currency translation effects.

28

Interest and other income (expense) — Interest expense in 2016 was $21,322, an increase of $3,218, or
17.8 percent, from 2015. The increase was due to higher average borrowing levels between periods, offset by
reversals of interest accruals related to the effective settlement of a tax exam. Other income in 2016 was $657
compared to $678 in 2015. Included in the current year’s other income were a litigation settlement of $800 and
$2,004 of foreign currency gains. These gains were partially offset by $1,530 of charges primarily related to the
reversal of an indemnification asset resulting from the effective settlement of a tax exam. Significant items in
2015 were proceeds from a favorable litigation settlement of $1,608 and loss on disposal of fixed assets of $653.

Income taxes — Income tax expense in 2016 was $96,651, or 26.2 percent of pre-tax income, as compared to
$89,751, or 29.8 percent of pre-tax income in 2015.

On December 18, 2015, the Protecting Americans from Tax Hikes Act of 2015 was enacted which retroactively
reinstated the Federal Research and Development Tax Credit (Federal R&D Tax Credit) as of January 1, 2015,
and made it permanent. As a result, our income tax provision for 2016 includes a discrete tax benefit of $2,200
related to 2015. The tax rate for 2016 also includes a discrete tax benefit of $6,154 related to dividends paid from
previously taxed foreign earnings generated prior to 2015, and a benefit of $2,682 related to the effective
settlement of a tax exam.

Net income — Net income was $271,843, or $4.73 per diluted share, in 2016, compared to net income of
$211,111, or $3.45 per diluted share, in 2015. This represents a 28.8 percent increase in net income and a
37.1 percent increase in diluted earnings per share. The percentage change in earnings per share is more than the
percentage change in net income due to a lower number of shares outstanding in the current year as a result of
share repurchases.

Liquidity and Capital Resources
Cash and cash equivalents increased $23,144 in 2017. Cash provided by operating activities was $349,673 in
2017, compared to $331,158 in 2016. The primary sources were net income adjusted for non-cash income and
expenses (consisting of depreciation and amortization, non-cash stock compensation, provision for losses on
receivables, deferred income taxes, other non-cash expense, and loss on sale of property, plant and equipment)
and the tax benefit from the exercise of stock options, the sum of which was $406,262 in 2017, compared to
$358,984 in 2016. The increase in cash provided by operating activities was primarily due to higher net income.
Operating assets and liabilities used $56,589 of cash in 2017, compared to $27,826 in 2016.

Cash used in investing activities was $877,964 in 2017, compared to $102,201 in 2016. In the current year, cash
of $805,943 was used for the ACE, InterSelect GmbH, Plas-Pak, and Vention acquisitions and $4,470 was used
for equity investments, partially offset by cash received of $4,007 which was primarily due to the sale of a building
in the U.S. Capital expenditures were $71,558 in 2017 compared to $60,851 in 2016.

Cash of $547,829 was provided by financing activities in 2017, compared to cash of $210,280 used in 2016. Net
proceeds from long-term debt and short-term borrowings provided $602,221 in 2017, compared to net short and
long-term repayments of $130,217 in 2016. The increase in net proceeds is primarily due to our new $705,000
term loan facility used for the Vention acquisition during the second quarter of 2017, partially offset by current
year repayments. Issuance of common shares related to employee benefit plans generated $14,086 of cash in
2017, up from $11,476 in 2016. This increase was the result of higher stock option exercises. In 2017 cash of
$3,216 was used for the purchase of treasury shares, down from $33,421 in 2016. Dividend payments were
$63,840 in 2017, up from $56,436 in 2016 due to an increase in the annual dividend to $1.11 per share from
$0.99 per share.

29

The following is a summary of significant changes by balance sheet caption from October 31, 2016 to
October 31, 2017. Receivables increased $76,527 primarily due to higher sales volume. Inventories increased
$43,905 due to acquisitions completed during 2017 and higher level of business activity in the second half of
2017 as compared to 2016. Net property, plant and equipment increased $73,282 due to capital expenditures of
$71,558 and acquisitions of $42,496, offset by depreciation expense and the sale of a building during the first
quarter of 2017. Goodwill
increased $482,073 due primarily to acquisitions completed during 2017. Net
intangible assets increased $286,878, primarily due to acquisitions completed during 2017, partially offset by
amortization expense.

The increase of $10,568 in accrued liabilities was primarily due to higher compensation-related accruals. Current
maturities of long-term debt increased $288,494 primarily as a result of the $326,460 reclassification from
long-term debt to current maturities related to our 2015 and 2017 term loan facilities, certain of our 2012 senior
notes, and our New York Life credit facility, partially offset by $27,400 in repayments of certain of our 2012
senior notes, and $10,556 in repayments made under our New York Life credit facility. The long-term debt
increase of $313,626 was primarily due to the new $705,000 term loan facility used for the Vention acquisition
during the second quarter of 2017, partially offset by loan repayments and the $326,460 reclassification from
long-term debt to current maturities as noted above. The $18,710 decrease in long-term pension obligations and
the $3,192 increase in postretirement obligations were primarily the result of changes to global weighted-average
discount rates.

In December 2014, the board of directors authorized a new $300,000 common share repurchase program. This
program replaced the $200,000 program approved by the board in August 2013. In August 2015, the board of
directors authorized the repurchase of up to an additional $200,000 of the Company’s common shares. This new
authorization added capacity to the board’s December 2014 authorization to repurchase $300,000 of shares.
Approximately $118,971 remained available for share repurchases at October 31, 2017. Uses for repurchased
shares include the funding of benefit programs including stock options, restricted stock and 401(k) matching.
Shares purchased are treated as treasury shares until used for such purposes. The repurchase program is being
funded using cash from operations and proceeds from borrowings under our credit facilities.

As of October 31, 2017, approximately 94 percent of our consolidated cash and cash equivalents were held at
various foreign subsidiaries. Deferred income taxes are not provided on undistributed earnings of international
subsidiaries that are intended to be permanently invested in those operations. These undistributed earnings
represent the post-income tax earnings under U.S. GAAP not adjusted for previously taxed income which
aggregated approximately $1,026,793 and $757,501 at October 31, 2017 and 2016, respectively. Should these
earnings be distributed, applicable foreign tax credits, distributions of previously taxed income, and utilization of
other attributes would substantially offset taxes due upon the distribution. It is not practical to estimate the
amount of additional taxes that might be payable on such undistributed earnings.

30

Contractual Obligations
The following table summarizes contractual obligations as of October 31, 2017:

Long-term debt(1) . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest payments on long-term debt(1)
. . . . . . . . . .
Capital lease obligations(2)
. . . . . . . . . . . . . . . . . . . .
Operating leases(2) . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contributions related to pension and postretirement
benefits(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . .

Purchase obligations(4)

Payments Due by Period

Total

$1,586,813
45,148
19,358
74,117

Less than
1 Year

$326,587
11,173
6,353
17,337

1-3 Years

4-5 Years

After 5
Years

$658,800
15,628
6,849
23,500

$373,978
10,366
1,501
15,560

$227,448
7,981
4,655
17,720

25,000
74,425

25,000
72,751

—
1,674

—
—

—
—

Total obligations . . . . . . . . . . . . . . . . . . . . . . . . . .

$1,824,861

$459,201

$706,451

$401,405

$257,804

(1) In March 2017, we entered into a $705,000 term loan facility with a group of banks. The Term Loan Agreement
provides for the following term loans in three tranches: $200,000 due in October 2018, $200,000 due in March 2020,
and $305,000 due in March 2022. The weighted average interest rate for borrowings under this agreement was
2.33 percent at October 31, 2017. Borrowings under this agreement were used for the single purpose of acquiring
Vention during the second quarter of 2017. We were in compliance with all covenants at October 31, 2017.

In February 2015, we increased, amended and extended our existing syndicated revolving credit agreement that
was scheduled to expire in December 2016. We entered into a $600,000 unsecured, multicurrency credit facility
with a group of banks. This facility has a five-year term and includes a $50,000 subfacility for swing-line loans
and may be increased from $600,000 to $850,000 under certain conditions. It expires in February 2020. Balances
outstanding under the prior facility were transferred to the new facility. At October 31, 2017, $249,138 was
outstanding under this facility, compared to $244,680 outstanding at October 31, 2016. Balances outstanding
under the prior credit agreement were transferred to the new credit agreement. The weighted average interest rate
for borrowings under this agreement was 2.24 percent at October 31, 2017. We were in compliance with all
covenants at October 31, 2017, and the amount we could borrow under the facility would not have been limited
by any debt covenants.

We entered into a $150,000 three-year Note Purchase and Private Shelf agreement with New York Life
Investment Management LLC in 2011. In 2015, the amount of the facility was increased to $180,000, and in
2016 it was increased to $200,000. Notes issued under the agreement may have a maturity of up to 12 years, with
an average life of up to 10 years, and are unsecured. The interest rate on each note can be fixed or floating and is
based upon the market rate at the borrowing date. At October 31, 2017, there was $146,666 outstanding under
this facility, compared to $157,222 at October 31, 2016. Existing notes mature between September 2018 and
September 2026. The interest rate on each borrowing is fixed based upon the market rate at the borrowing date
or is variable based upon the LIBOR rate. At October 31, 2017, the amount outstanding under this facility was
at fixed rates of 2.21 percent and 2.56 percent and at variable rates of 2.49 percent and 2.60 percent. This
agreement contains customary events of default and covenants related to limitations on indebtedness and the
maintenance of certain financial ratios. We were in compliance with all covenants at October 31, 2017, and the
amount we could borrow would not have been limited by any debt covenants.

In 2012, we entered into a Note Purchase Agreement with a group of insurance companies under which we sold
$200,000 of Senior Notes. At October 31, 2017, $172,600 was outstanding under this agreement. Existing notes
mature between July 2018 and July 2025 and bear interest at fixed rates between 2.62 percent and 3.13 percent.
We were in compliance with all covenants at October 31, 2017.

31

In April 2015, we entered into a $200,000 term loan facility with a group of banks. $100,000 is due in April 2018
and has a weighted average interest rate of 2.24 percent and $100,000 is due in April 2020 and has a weighted
average interest rate of 2.34 percent. This loan was used to pay down $100,000 of our previous 364-day
unsecured credit facility and $100,000 of our revolving credit facility. We were in compliance with all covenants
at October 31, 2017.

In July 2015, we entered into a Note Purchase Agreement under which $100,000 of Senior Unsecured Notes
were purchased primarily by a group of insurance companies. The notes mature in July 2019 and July 2027 and
bear interest at fixed rates of 2.89 percent and 3.19 percent. We were in compliance with all covenants at
October 31, 2017.
In October 2015, we entered into a €70,000 agreement with Bank of America Merrill Lynch International Limited.
The term of the agreement is three years and can be extended by one year on two annual occasions if notice is given
between 180 days and 30 days before the maturity date. The interest rate is variable based on the EUR LIBOR rate
plus applicable margin based on our leverage ratio. In September 2016 this Agreement was increased to €110,000,
and amended and extended to September 2019. At October 31, 2016, the balance outstanding was €72,300
($79,389). At October 31, 2017, the balance outstanding was €10,467 ($12,191) and the weighted average interest
rate was 1.00 percent. We were in compliance with all covenants at October 31, 2017.

See Note 10 for additional information.

(2) See Note 11 for additional information.

(3) Pension and postretirement plan funding amounts after 2017 will be determined based on the future funded
status of the plans and therefore cannot be estimated at this time. See Note 7 for additional information.

(4) Purchase obligations primarily represent commitments for materials used in our manufacturing processes that
are not recorded in our Consolidated Balance Sheet.

We believe that the combination of present capital resources, cash from operations and unused financing sources
are more than adequate to meet cash requirements for 2018. There are no significant restrictions limiting the
transfer of funds from international subsidiaries to the parent company.

Outlook
Our operating performance, balance sheet position, and financial ratios for 2017 remained strong relative to
recent years, although uncertainties persisted in global financial markets and the general economic environment.
Going forward, we are well-positioned to manage our liquidity needs that arise from working capital
requirements, capital expenditures, contributions related to pension and postretirement obligations, and principal
and interest payments on indebtedness. Primary sources of capital to meet these needs as well as other
opportunistic investments are cash provided by operations and borrowings under our loan agreements. In 2017,
cash from operations was 16.9 percent of revenue. With respect to borrowings under existing loan agreements, as
of October 31, 2017, we had $350,862 available capacity under our five-year term, $600,000 unsecured,
multicurrency credit facility which may be increased to $850,000 under certain conditions. This credit facility
expires in February 2020. In addition, we had $53,334 borrowing capacity remaining on our $200,000 three-year
Private Shelf agreement with New York Life Investment Management LLC. While these facilities provide the
contractual terms for any borrowing, we cannot be assured that these facilities would be available in the event that
these financial institutions failed to remain sufficiently capitalized.

Other loan agreements exist with no remaining borrowing capacity, but factor into debt covenant calculations
that affect future borrowing capacity. In July 2012, we entered into a note purchase agreement with a group of
insurance companies under which we sold $200,000 of senior notes. The notes mature between July 2017 and
July 2025 and bear interest at fixed rates between 2.62 percent and 3.13 percent. As of April 2015, we entered
into a $200,000 term loan facility with PNC Bank. $100,000 is due in April 2018 and has a weighted average
interest rate of 2.24 percent, and $100,000 is due in April 2020 and has a weighted average interest rate of
2.34 percent. In July 2015, we entered into a Note Purchase Agreement under which $100,000 of senior
unsecured notes were purchased primarily by a group of insurance companies. The notes consist of two tranches,
Series A and B at $50,000 each, maturing in July 2025 and July 2027, and bearing interest at fixed rates of
2.89 percent and 3.19 percent, respectively. In October 2015, we entered into a €70,000 three year term loan

32

agreement with Bank of America Merrill Lynch International in London. This agreement was amended in
September 2016 to extend the term by one year and increase the principal balance. The balance of this loan at
October 31, 2017 was €10,467. The interest rate is variable based on the LIBOR rate plus applicable margin
based on our leverage ratio, and the weighted average interest rate was 1.00 percent at October 31, 2017. In
March 2017, we entered into a $705,000 term loan facility with a group of banks. The Term Agreement provides
for terms loans in three tranches: $200,000 due in October 2018, $200,000 due in March 2020 and $305,000 due
in March 2022. The weighted average interest rate for borrowings under this agreement was 2.33 percent at
October 31, 2017.

Respective to all of these loans are two primary covenants, the leverage ratio that restricts indebtedness (net of
cash) to a maximum 3.50 times consolidated four-quarter trailing EBITDA and the interest coverage ratio that
requires four-quarter trailing EBITDA to be at minimum 3.0 times consolidated trailing four-quarter interest
expense. (Debt, EBITDA, and interest expense are as defined in respective credit agreements.)

Regarding expectations for 2018, we are optimistic about longer term growth opportunities in the diverse
consumer durable, non-durable, medical, electronics and industrial end markets we serve. For the first quarter of
2018, sales are expected to increase 30 percent to 34 percent compared to the first quarter a year ago. This growth
includes organic volume up 15 percent to 19 percent, 11 percent growth from the first year effect of acquisitions,
and a positive currency effect of 4 percent based on the current exchange rate environment. The short cycle
nature of our end markets does not provide much visibility beyond a fiscal quarter, however, we do expect growth
rates to moderate beyond our first quarter, particularly when considering our challenging comparisons to the prior
year. We move forward with caution given continued slow growth in emerging markets, expectations for global
GDP indicating a low-growth macroeconomic environment, tax reform and trade agreement implications, and
marketplace effects of political instability in certain areas of the world.

Though the pace of improvement in the global economy remains unclear, our growth potential has been
demonstrated over time from our capacity to build and enhance our core businesses by entering emerging markets
and pursuing market adjacencies. We drive value for our customers through our application expertise,
differentiated technology, and direct sales and service support. Our priorities also are focused on operational
efficiencies by employing continuous improvement methodologies in our business processes. We expect our
efforts will continue to provide more than sufficient cash from operations for meeting our liquidity needs and
paying dividends to common shareholders, as well as enabling us to invest in the development of new applications
and markets for our technologies. Cash from operations have been 16 to 18 percent of revenues over the past five
years, resulting in more than sufficient cash for our ordinary business requirements. We believe cash provided
from operations, our available borrowing capacity and ready access to capital markets is more than adequate to
fund our liquidity needs within the next year.

With respect to contractual spending, the table above presents our financial obligations as $1,824,861, of which
$459,201 is payable in 2018. In August 2015, the board of directors approved a $200,000 common share
repurchase program that added capacity to the board’s December 2014 approval authorizing management at its
discretion to repurchase up to $300,000 of common shares, thereby increasing the total repurchase authorization
to $500,000. Approximately $118,971 remained available for share repurchases as of October 31, 2017. The
repurchase program is funded using cash from operations and proceeds from borrowings under our credit
facilities. Timing and actual number of shares subject to repurchase are contingent on a number of factors
including levels of cash generation from operations, cash requirements for acquisitions, repayment of debt and
our share price. We intend to focus on capital expenditures for 2018 on continued investments in our information
systems and projects that improve both capacity and efficiency of manufacturing and distribution operations.

33

Effects of Foreign Currency
The impact of changes in foreign currency exchange rates on sales and operating results cannot be precisely
measured due to fluctuating selling prices, sales volume, product mix and cost structures in each country where we
operate. As a general rule, a weakening of the United States dollar relative to foreign currencies has a favorable
effect on sales and net income, while a strengthening of the dollar has a detrimental effect.

In 2017, as compared with 2016, the United States dollar was generally stronger against foreign currencies. If
2016 exchange rates had been in effect during 2017, sales would have been approximately $8,210 higher and
third-party costs would have been approximately $5,791 higher. In 2016, as compared with 2015, the United
States dollar was generally stronger against foreign currencies. If 2015 exchange rates had been in effect during
2016, sales would have been approximately $23,249 higher and third-party costs would have been approximately
$8,332 higher. These effects on reported sales do not include the impact of local price adjustments made in
response to changes in currency exchange rates.

Inflation
Inflation affects profit margins as the ability to pass cost increases on to customers is restricted by the need for
competitive pricing. Although inflation has been modest in recent years and has had no material effect on the
years covered by these financial statements, we continue to seek ways to minimize the impact of inflation through
focused efforts to increase productivity.

Trends
The Five-Year Summary in Item 6 documents our historical financial trends. Over this period, the world’s
economic conditions fluctuated significantly. Our solid performance is attributed to our participation in diverse
geographic and industrial markets and our long-term commitment to develop and provide quality products and
worldwide service to meet our customers’ changing needs.

Safe Harbor Statements Under the Private Securities Litigation Reform Act of 1995
This Form 10-K, particularly “Management’s Discussion and Analysis,” contains forward-looking statements
within the meaning of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended,
and the Private Securities Litigation Reform Act of 1995. Such statements relate to, among other things, income,
earnings, cash flows, changes in operations, operating improvements, businesses in which we operate and the
United States and global economies. Statements in this 10-K that are not historical are hereby identified as
“forward-looking statements” and may be indicated by words or phrases such as “anticipates,” “supports,” “plans,”
“projects,” “expects,” “believes,” “should,” “would,” “could,” “hope,” “forecast,” “management is of the opinion,”
use of the future tense and similar words or phrases.

In light of these risks and uncertainties, actual events and results may vary significantly from those included in or
contemplated or implied by such statements. Readers are cautioned not to place undue reliance on such
forward-looking statements. These forward-looking statements speak only as of the date made. We undertake no
obligation to publicly update or revise any forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by law. Factors that could cause our actual results to differ
materially from the expected results are discussed in Item 1A, Risk Factors.

34

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

We operate internationally and enter into intercompany transactions denominated in foreign currencies.
Consequently, we are subject to market risk arising from exchange rate movements between the dates foreign
currencies are recorded and the dates they are settled. We regularly use foreign exchange contracts to reduce our
risks related to most of these transactions. These contracts, primarily associated with the euro, yen and pound
sterling, typically have maturities of 90 days or less, and generally require the exchange of foreign currencies for
United States dollars at rates stated in the contracts. Gains and losses from changes in the market value of these
contracts offset foreign exchange losses and gains, respectively, on the underlying transactions. Other transactions
denominated in foreign currencies are designated as hedges of our net investments in foreign subsidiaries or are
intercompany transactions of a long-term investment nature. As a result of the use of foreign exchange contracts
on a routine basis to reduce the risks related to most of our transactions denominated in foreign currencies, as of
October 31, 2017, we did not have material foreign currency exposure.

Note 13 to the financial statements contains additional information about our foreign currency transactions and
the methods and assumptions used to record these transactions.

A portion of our operations is financed with short-term and long-term borrowings and is subject to market risk
arising from changes in interest rates.

The tables that follow present principal repayments and weighted-average interest rates on outstanding
borrowings of fixed-rate debt.

At October 31, 2017

Annual repayments of

long-term debt . . . . .
Average interest rate on
total borrowings
outstanding during
the year . . . . . . . . . . .

At October 31, 2016

Annual repayments of
long-term debt

. . . . .
Average interest rate on
total borrowings
outstanding during
the year . . . . . . . . . . .

2018

2019

2020

2021

2022

Thereafter

Total
Value

Fair
Value

$26,586

$28,734

$68,738

$38,187

$30,791

$127,448

$320,484

$324,965

2.9%

3.0%

3.0%

3.1%

3.1%

3.1%

2.9%

2017

2018

2019

2020

2021

Thereafter

Total
Value

Fair
Value

$38,093

$26,586

$28,734

$68,738

$38,187

$158,239

$358,577

$367,990

2.9%

2.9%

3.0%

3.0%

3.1%

3.1%

2.9%

We also have variable-rate notes payable and long-term debt. The weighted average interest rate of this debt was
2.3 percent at October 31, 2017 and 1.6 percent at October 31, 2016. A one percent increase in interest rates
would have resulted in additional interest expense of approximately $11,064 on the variable rate notes payable
and long-term debt in 2017.

35

Item 8. Financial Statements and Supplementary Data

Consolidated Statements of Income

Years ended October 31, 2017, 2016 and 2015

2017

2016

2015

(In thousands except for per-share amounts)

Sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating costs and expenses:

$2,066,982 $1,808,994

$1,688,666

Cost of sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Selling and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . . . .
Severance and restructuring costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

927,981
678,861
2,438

815,495
594,293
10,775

774,702
584,823
11,411

Operating profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income (expense):

1,609,280

1,420,563

1,370,936

457,702

388,431

317,730

Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest and investment income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other — net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(36,601)
1,124
(1,934)

(21,322)
728
657

(18,104)
558
678

Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax provision:

(37,411)

(19,937)

(16,868)

420,291

368,494

300,862

Current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

124,961
(472)

100,248
(3,597)

124,489

96,651

87,651
2,100

89,751

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 295,802 $ 271,843

$ 211,111

Average common shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Incremental common shares attributable to outstanding stock options,

57,533

57,060

60,652

restricted stock and deferred stock-based compensation . . . . . . . . . . .

671

470

499

Average common shares and common share equivalents . . . . . . . . . . .

58,204

57,530

61,151

Basic earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends declared per common share . . . . . . . . . . . . . . . . . . . . . . . . .

$
$
$

5.14
$
5.08 $
1.11 $

4.76
4.73
0.99

$
$
$

3.48
3.45
0.90

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

36

Consolidated Statements of Comprehensive Income

Years ended October 31, 2017, 2016 and 2015

2017

2016

2015

(In thousands)
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Components of other comprehensive income (loss), net of tax:

Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pension and postretirement benefit plans:

$295,802

$271,843

$211,111

22,697

(8,693)

(45,154)

. . . . . . . . . . . . . . . . . . . . . . . .
Prior service credit arising during the year
Net actuarial gain (loss) arising during the year
. . . . . . . . . . . . . . . . . . . .
Amortization of prior service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of actuarial loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Settlement loss recognized . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Curtailment (gain) loss recognized . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—
2,641
(210)
7,972
712
—

1,831
(22,482)
92
6,724
111
(1,144)

—
(7,588)
(303)
10,146
1,369
43

Total pension and postretirement benefit plans . . . . . . . . . . . . . . . . . . . .

11,115

(14,868)

3,667

Total other comprehensive income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

33,812

(23,561)

(41,487)

Total comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$329,614

$248,282

$169,624

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

37

Consolidated Balance Sheets

October 31, 2017 and 2016

(In thousands)
Assets
Current assets:

Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Receivables — net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories — net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property, plant and equipment — net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill
Intangible assets — net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2017

2016

90,383
505,087
264,266
28,636

888,372
346,411
1,589,210
547,180
11,020
32,346

$

67,239
428,560
220,361
29,415

745,575
273,129
1,107,137
260,302
10,681
23,759

$ 3,414,539

$ 2,420,583

Liabilities and shareholders’ equity
Current liabilities:

Notes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income taxes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Customer advance payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Current maturities of long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Current obligations under capital leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Obligations under capital leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pension obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Postretirement obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Shareholders’ equity:

$

— $

86,016
22,310
173,366
34,654
326,587
4,813

647,746
1,256,397
9,693
111,666
73,589
134,090
25,865

2,141
75,130
22,762
162,798
26,175
38,093
4,444

331,543
942,771
9,714
130,376
70,397
61,836
22,343

Preferred shares, no par value; 10,000 shares authorized; none issued . . . . . . . . . .
Common shares, no par value; 160,000 shares authorized; 98,023 shares issued at
October 31, 2017 and 2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital in excess of stated value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common shares in treasury, at cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—

—

12,253
412,785
2,164,597
(134,435)
(1,299,707)

12,253
376,625
1,932,635
(168,247)
(1,301,663)

Total shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,155,493

851,603

$ 3,414,539

$ 2,420,583

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

38

Consolidated Statements of Shareholders’ Equity

Years ended October 31, 2017, 2016 and 2015

(In thousands)
Number of common shares in treasury

2017

2016

2015

Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Shares issued under company stock and employee benefit plans . . .
Purchase of treasury shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

40,716
(438)
30

40,308

40,665
(421)
472

40,716

35,588
(318)
5,395

40,665

Common shares

Balance at beginning and ending of year . . . . . . . . . . . . . . . . . . . . .

$

12,253

$

12,253

$

12,253

Capital in excess of stated value

Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Shares issued under company stock and employee benefit plans . . .
Tax benefit from stock option and restricted stock transactions . . .
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

$

376,625
8,913
7,079
20,168

348,986
5,952
3,476
18,211

$

328,605
1,458
3,661
15,262

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

412,785

$

376,625

$

348,986

Retained earnings

Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid ($1.11 per share in 2017, $0.99 per share in 2016,

$ 1,932,635
295,802

$ 1,717,228
271,843

$ 1,560,966
211,111

and $0.90 per share in 2015) . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(63,840)

(56,436)

(54,849)

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 2,164,597

$ 1,932,635

$ 1,717,228

Accumulated other comprehensive income (loss)

Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . . . .
Settlement and curtailment loss (gain) recognized, net of tax of

$(299) in 2017, $332 in 2016 and $(491) in 2015 . . . . . . . . . . . .
Defined benefit and OPEB activity — prior service cost, net of tax
of $75 in 2017, $(558) in 2016 and $191 in 2015 . . . . . . . . . . . .

Defined benefit and OPEB activity — actuarial gain (loss), net of

$ (168,247) $ (144,686) $ (103,199)
(45,154)

(8,693)

22,697

712

(1,033)

1,412

(210)

1,923

(303)

tax of $(4,628) in 2017, $8,642 in 2016 and $(1,242) in 2015 . . .

10,613

(15,758)

2,558

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (134,435) $ (168,247) $ (144,686)

Common shares in treasury, at cost

Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Shares issued under company stock and employee benefit plans . . .
Purchase of treasury shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$(1,301,663) $(1,273,765) $ (893,828)
4,359
(384,296)

5,735
(33,633)

5,342
(3,386)

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$(1,299,707) $(1,301,663) $(1,273,765)

Total shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,155,493

$

851,603

$

660,016

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

39

Consolidated Statements of Cash Flows

Years ended October 31, 2017, 2016 and 2015

(In thousands)
Cash flows from operating activities:

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments to reconcile net income to net cash provided by operating

activities:
Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision for losses on receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax benefit from the exercise of stock options . . . . . . . . . . . . . . . . . . .
Non-cash stock compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loss on sale of property, plant and equipment . . . . . . . . . . . . . . . . . . .
Other non-cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Changes in operating assets and liabilities:

Receivables
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income taxes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Customer advance payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2017

2016

2015

$ 295,802

$ 271,843

$ 211,111

45,947
44,907
4,030
(472)
(7,079)
20,168
188
2,770

(46,152)
(19,667)
4,737
(3,429)
4,805
7,522
(5,629)
5,163
2,266
(6,204)

41,243
29,061
1,867
(3,597)
(3,476)
18,211
859
2,973

(41,247)
1,784
(8,667)
7,773
7,296
(2,684)
23,328
3,631
(17,739)
(1,301)

37,707
27,487
1,014
2,100
(3,661)
15,262
376
56

(37,179)
(14,208)
1,799
1,733
(1,261)
15,616
5,817
(1,062)
2,830
(3,586)

Net cash provided by operating activities . . . . . . . . . . . . . . . . . . . . . . .

349,673

331,158

261,951

Cash flows from investing activities:

Additions to property, plant and equipment . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sale of property, plant and equipment . . . . . . . . . . . . . . . .
Acquisition of businesses, net of cash acquired . . . . . . . . . . . . . . . . . . . . .
Equity investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(71,558)
4,007
(805,943)
(4,470)

(60,851)
1,300
(42,650)
—

(62,087)
597
(75,565)
(1,480)

Net cash used in investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . .

(877,964)

(102,201)

(138,535)

Cash flows from financing activities:

Proceeds from short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Repayment of short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Repayment of long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Repayment of capital lease obligations . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payment of debt issuance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Issuance of common shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchase of treasury shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax benefit from the exercise of stock options . . . . . . . . . . . . . . . . . . . . .
Dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net cash provided by (used in) financing activities . . . . . . . . . . . . . . . .
Effect of exchange rate changes on cash . . . . . . . . . . . . . . . . . . . . . . . . . .

Increase in cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents at beginning of year . . . . . . . . . . . . . . . . . . . .

6,017
(8,149)
841,536
(237,183)
(5,287)
(3,214)
14,086
(3,216)
7,079
(63,840)

547,829
3,606

23,144
67,239

13,456
(12,059)
261,161
(392,775)
(5,059)
(99)
11,476
(33,421)
3,476
(56,436)

(210,280)
(1,706)

16,971
50,268

59,870
(164,716)
719,534
(289,202)
(5,240)
(1,557)
5,372
(383,851)
3,661
(54,849)

(110,978)
(4,484)

7,954
42,314

Cash and cash equivalents at end of year . . . . . . . . . . . . . . . . . . . . . . . . .

$ 90,383

$ 67,239

$ 50,268

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

40

Notes to Consolidated Financial Statements

NOTE REGARDING AMOUNTS AND FISCAL YEAR REFERENCES

In this annual report, all amounts related to United States dollars and foreign currency and to the number of Nordson
Corporation’s common shares, except for per share earnings and dividend amounts, are expressed in thousands.
Unless the context otherwise indicates, all references to “we” or the “Company” mean Nordson Corporation.

Unless otherwise noted, all references to years relate to our fiscal year.

Note 1 — Significant accounting policies

Consolidation — The consolidated financial statements include the accounts of Nordson Corporation and its
majority-owned and controlled subsidiaries. Investments in affiliates and joint ventures in which our ownership is
50 percent or less or in which we do not have control but have the ability to exercise significant influence, are
accounted for under the equity method. All significant intercompany accounts and transactions have been
eliminated in consolidation.

Use of estimates — The preparation of financial statements in conformity with generally accepted accounting
principles in the United States requires management to make estimates and assumptions that affect the amounts
reported in the consolidated financial statements and notes. Actual amounts could differ from these estimates.

Fiscal year — Our fiscal year is November 1 through October 31.

Revenue recognition — Most of our revenues are recognized upon shipment, provided that persuasive evidence
of an arrangement exists, the sales price is fixed or determinable, collectibility is reasonably assured, and title and
risk of loss have passed to the customer.

Certain arrangements may include installation, installation supervision, training, and spare parts, which tend to be
completed in a short period of time, at an insignificant cost, and utilizing skills not unique to us, therefore, are
typically regarded as inconsequential or perfunctory. Revenue for undelivered items is deferred and included within
accrued liabilities in the accompanying balance sheet. Revenues deferred in 2017, 2016 and 2015 were not material.

Shipping and handling costs — Amounts billed to customers for shipping and handling are recorded as revenue.
Shipping and handling expenses are included in cost of sales.

Advertising costs — Advertising costs are expensed as incurred and were $11,296, $11,095 and $11,943 in 2017,
2016 and 2015, respectively.

Research and development — Research and development costs are expensed as incurred and were $52,462,
$46,247 and $46,689 in 2017, 2016 and 2015, respectively.

Earnings per share — Basic earnings per share are computed based on the weighted-average number of common
shares outstanding during each year, while diluted earnings per share are based on the weighted-average number
of common shares and common share equivalents outstanding. Common share equivalents consist of shares
issuable upon exercise of stock options computed using the treasury stock method, as well as restricted stock and
deferred stock-based compensation. Options whose exercise price is higher than the average market price are
excluded from the calculation of diluted earnings per share because the effect would be anti-dilutive. No options
were excluded from the calculation of diluted earnings per share in 2017. Options for 396 and 373 common
shares were excluded from the diluted earnings per share calculation in 2016 and 2015, respectively, because their
effect would have been anti-dilutive. Under the 2012 Stock Incentive and Award Plan, executive officers and
selected other key employees receive common share awards based on corporate performance measures over
three-year performance periods. Awards for which performance measures have not been met were excluded from
the calculation of diluted earnings per share.

Cash — Highly liquid instruments with maturities of 90 days or less at date of purchase are considered to be cash
equivalents.

Allowance for doubtful accounts — An allowance for doubtful accounts is maintained for estimated losses
resulting from the inability of customers to make required payments. The amount of the allowance is determined

41

Notes to Consolidated Financial Statements — (Continued)

principally on the basis of past collection experience and known factors regarding specific customers. Accounts
are written off against the allowance when it becomes evident that collection will not occur. Credit is extended to
customers satisfying pre-defined credit criteria. We believe we have limited concentration of credit risk due to the
diversity of our customer base.

Inventories — Inventories are valued at net realizable value. Cost was determined using the last-in, first-out
(LIFO) method for 16 percent of consolidated inventories at October 31, 2017 and 20 percent of consolidated
inventories at October 31, 2016. The first-in, first-out (FIFO) method is used for all other inventories.
Consolidated inventories would have been $6,684 and $7,400 higher than reported at October 31, 2017 and 2016,
respectively, had the FIFO method, which approximates current cost, been used for valuation of all inventories.

Property, plant and equipment and depreciation — Property, plant and equipment are carried at cost.
Additions and improvements that extend the lives of assets are capitalized, while expenditures for repairs and
maintenance are expensed as incurred. Plant and equipment are depreciated for financial reporting purposes using
the straight-line method over the estimated useful lives of the assets or, in the case of property under capital
leases, over the terms of the leases. Leasehold improvements are depreciated over the shorter of the lease term or
their useful lives. Useful lives are as follows:

Land improvements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Machinery and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Enterprise management systems . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

15-25 years
20-40 years
3-18 years
5-13 years

Depreciation expense is included in cost of sales and selling and administrative expenses.

Internal use software costs are expensed or capitalized depending on whether they are incurred in the preliminary
project stage, application development stage or the post-implementation stage. Amounts capitalized are
amortized over the estimated useful
lives of the software beginning with the project’s completion. All
re-engineering costs are expensed as incurred. Interest costs on significant capital projects are capitalized. No
interest was capitalized in 2017, 2016 or 2015.

Goodwill and intangible assets — Goodwill is the excess of cost of an acquired entity over the amounts assigned
to assets acquired and liabilities assumed in a business combination. Goodwill relates to and is assigned directly to
specific reporting units. Goodwill is not amortized but is subject to annual impairment testing. Our annual
impairment testing is performed as of August 1. Testing is done more frequently if an event occurs or
circumstances change that would indicate the fair value of a reporting unit is less than the carrying amount of
those assets.

Other amortizable intangible assets, which consist primarily of patent/technology costs, customer relationships,
noncompete agreements, and trade names, are amortized over their useful lives on a straight-line basis. At
October 31, 2017, the weighted-average useful lives for each major category of amortizable intangible assets were:

Patent/technology costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Customer relationships . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncompete agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trade names . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

13 years
14 years
3 years
15 years

Foreign currency translation — The financial statements of subsidiaries outside the United States are generally
measured using the local currency as the functional currency. Assets and liabilities of these subsidiaries are
translated at the rates of exchange at the balance sheet dates. Income and expense items are translated at average
monthly rates of exchange. The resulting translation adjustments are included in accumulated other
comprehensive income (loss), a separate component of shareholders’ equity. Generally, gains and losses from
foreign currency transactions, including forward contracts, of these subsidiaries and the United States parent are
included in net income. Gains and losses from intercompany foreign currency transactions of a long-term
investment nature are included in accumulated other comprehensive income (loss).

42

Notes to Consolidated Financial Statements — (Continued)

Accumulated other comprehensive loss — Accumulated other comprehensive loss at October 31, 2017 and
2016 consisted of:

Balance at October 31, 2016 . . . . . . . . . . . . . .
Pension and postretirement plan changes,

Cumulative
translation
adjustments

Pension and
postretirement benefit
plan adjustments

Accumulated
other comprehensive
loss

$(51,120)

$(117,127)

$(168,247)

net of tax of $(4,852) . . . . . . . . . . . . . . . .
Currency translation losses . . . . . . . . . . . . . .

—
22,697

11,115
—

11,115
22,697

Balance at October 31, 2017 . . . . . . . . . . . . . .

$(28,423)

$(106,012)

$(134,435)

Warranties — We offer warranties to our customers depending on the specific product and terms of the
customer purchase agreement. A typical warranty program requires that we repair or replace defective products
within a specified time period (generally one year) measured from the date of delivery or first use. We record an
estimate for future warranty-related costs based on actual historical return rates. Based on analysis of return rates
and other factors, the adequacy of our warranty provisions are adjusted as necessary. The liability for warranty
costs is included in accrued liabilities in the Consolidated Balance Sheet.

Following is a reconciliation of the product warranty liability for 2017 and 2016:

2017

2016

Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accruals for warranties
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Warranty assumed from acquisitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Warranty payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Currency adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 11,770
11,394
75
(10,090)
228

$ 10,537
14,487
—
(12,575)
(679)

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 13,377

$ 11,770

Note 2 — Recently issued accounting standards

New accounting guidance adopted:
In April 2015, the Financial Accounting Standards Board (FASB) issued a new standard regarding the
presentation of debt issuance costs. Under this standard, a company is required to present unamortized debt
issuance costs related to a recognized debt liability in the balance sheet as a direct deduction from the carrying
amount of that debt liability, rather than as a separate asset. The recognition and measurement guidance for debt
issuance costs are not affected by this new standard. In August 2015, the FASB issued an amendment to this
standard, which added clarification to the presentation of debt issuance costs. This amendment allows debt
issuance costs related to line-of-credit arrangements to be presented as an asset and subsequently amortized
ratably over the term of the line-of-credit agreement, regardless of whether there are any outstanding borrowings
on the line-of-credit arrangement. We adopted this standard during the first quarter of 2017, and applied this
standard retrospectively to 2016. The new guidance only impacted presentation on our consolidated balance sheet
and did not affect our results of operations or other financial statement disclosures. Refer to Note 10 for the
impact on our Consolidated Balance Sheet at October 31, 2016.

In May 2015, the FASB issued a new standard regarding the disclosures for investments that calculate net asset
value per share (or its equivalent). Under the new guidance, investments measured at net asset value (“NAV”), as
a practical expedient for fair value, are excluded from the fair value hierarchy. Removing investments measured
using the practical expedient from the fair value hierarchy is intended to eliminate the diversity in practice that
currently exists with respect to the categorization of these investments. We adopted this standard in 2017. The
new guidance only impacted the presentation of certain pension related assets that use NAV as a practical
expedient. Refer to Note 7 for additional information.

43

Notes to Consolidated Financial Statements — (Continued)

In October 2016, the FASB issued a new standard which requires companies to recognize in the income
statement the income tax effects of intercompany sales or transfer of assets, other than inventory, as income tax
expense (or benefit) in the period the sale or transfer occurs. It would have been effective for us beginning in
2019; however, we early adopted this guidance in the first quarter of 2017, and it did not have a material impact
on our consolidated financial statements.

In January 2017, the FASB issued a new standard which eliminates Step 2 from the goodwill impairment test in
order to simplify the subsequent measurement of any goodwill impairment charge. It will be effective for us
beginning in 2021. Early adoption is permitted for annual or interim goodwill impairment tests performed on
testing dates after January 1, 2017, and the prospective transition method should be applied. We adopted this
standard, prospectively, in the fourth quarter of 2017. The adoption did not have an impact on our consolidated
financial statements as we did not record any goodwill impairment charges.

New accounting guidance issued and not yet adopted:
In May 2014, the FASB issued a new standard regarding revenue recognition. Under this standard, a company
recognizes revenue when it transfers promised goods or services to customers in an amount that reflects the
consideration to which the company expects to be entitled in exchange for those goods or services. The standard
implements a five-step process for customer contract revenue recognition that focuses on transfer of control. In
August 2015, the FASB issued a standard to delay the effective date by one year. The new standard is effective
for us beginning November 1, 2018. The new standard is required to be applied retrospectively to each prior
reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the
date of initial application. We have not yet selected a transition method; however, we are currently anticipating
using the modified retrospective method, but will base the final decision on the results of our assessment once
complete. Our initial analysis of identifying revenue streams and evaluating a representative sample of contracts
and other agreements with our customers is substantially complete. We are in the process of assessing the impact
of the new standard, if any, on our business processes, systems and controls. We will finalize our evaluation of
potential differences that may result from applying the new standard to our contracts with customers in 2018 and
provide updates on our progress in future filings.

In February 2016, the FASB issued a new standard which requires a lessee to recognize on the balance sheet the assets
and liabilities for the rights and obligations created by those leases with a lease term of more than twelve months.
Leases will continue to be classified as either financing or operating, with classification affecting the recognition,
measurement and presentation of expenses and cash flows arising from a lease. It will be effective for us beginning in
2020. We are currently assessing the impact this standard will have on our consolidated financial statements.

In March 2016, the FASB issued a new standard which simplifies the accounting for share-based payment
transactions. This guidance requires that excess tax benefits and tax deficiencies be recognized as income tax expense
or benefit in the income statement rather than additional paid-in capital. Additionally, the excess tax benefits will be
classified along with other income tax cash flows as an operating activity, rather than a financing activity, on the
statement of cash flows. Further, the update allows an entity to make a policy election to recognize forfeitures as
they occur or estimate the number of awards expected to be forfeited. It will be effective for us beginning in 2018
and should be applied prospectively, with certain cumulative effect adjustments. Early adoption is permitted. We are
currently assessing the impact this standard will have on our consolidated financial statements.

In March 2017, the FASB issued a new standard which requires the presentation of the service cost component
of the net periodic benefit cost in the same income statement line item as other employee compensation costs
arising from services rendered during the period. All other components of net periodic benefit cost will be
presented below operating income. Additionally, only the service cost component will be eligible for
capitalization in assets. It will be effective for us beginning in 2019. Early adoption is permitted. We are currently
assessing the impact this standard will have on our consolidated financial statements.

44

Notes to Consolidated Financial Statements — (Continued)

Note 3 — Severance and restructuring costs

During the fourth quarter of 2016, we implemented an initiative within our Adhesive Dispensing Systems
segment to consolidate certain polymer processing product line facilities in the U.S. This initiative is designed to
improve customer experience, accelerate growth, optimize performance and realize synergies for sustained long
term success. Costs of $2,399 and $5,565 were recognized relating to this initiative during 2017 and 2016,
respectively. Payments of $1,775 and $624 related to these actions were paid during 2017 and 2016, respectively.
Total costs for this action to-date have been $7,964, which consisted primarily of severance costs. Additional
costs related to this initiative are not expected to be material in future periods. Cash payments related to this
initiative are expected to be paid during 2018.

The following table summarizes severance and restructuring activity during 2017 related to this action:

Accrual Balance at October 31, 2016 . . . . . . . . . . . . . . . . . . . . . . . . . .
Charged to expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non cash utilization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$4,576
(243)
(209)
—

$

104
2,642
(1,566)
(488)

Employee
severance
charges

Other
one-time
costs

Total

$ 4,680
2,399
(1,775)
(488)

Accrual Balance at October 31, 2017 . . . . . . . . . . . . . . . . . . . . . . . . . .

$4,124

$

692

$ 4,816

During the second half of 2015, we implemented initiatives across each of our segments to optimize operations
and to enhance operational efficiency and customer service. Costs of $39 costs were recognized during 2017
related to these initiatives. Costs of $5,210 were recognized during 2016 related to these initiatives, which
consisted primarily of severance costs.

Within the Adhesives Dispensing Systems segment, restructuring initiatives to optimize operations in the U.S.
and Belgium resulted in costs of $219 and $2,235 during 2017 and 2016, respectively. Payments of $360 and
$7,586 related to these actions were paid during 2017 and 2016, respectively.

Within the Advanced Technology Systems segment, a restructuring initiative to enhance operational efficiency
and customer service resulted in costs of $1,054 during 2016. Costs of $180 related to severance were reversed in
2017. Payments of $503 and $3,144 related to these actions were paid during 2017 and 2016, respectively.

Within the Industrial Coating Systems segment, a restructuring program to enhance operational efficiency and
customer service resulted in severance costs of $1,921 during 2016. Payments of $345 and $1,844 related to these
actions were paid during 2017 and 2016, respectively.

Total costs for these actions to-date have been $16,660, which include $12,459 of severance costs, $759 of fixed
asset impairment charges, $1,383 of lease termination costs, and $2,059 of other one-time restructuring costs.

The following table summarizes severance and restructuring activity during 2017 related to actions initiated
in 2015:

Employee
severance
charges

Lease
termination
charges

Other
one-time
costs

Total

$ 1,776
39
$
(1,208)

$ 497
172
(540)

$ 129

$

607

Accrual Balance at October 31, 2016 . . . . . . . . . . . . . . .
Charged to expense . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$1,136
(133)
(525)

Accrual Balance at October 31, 2017 . . . . . . . . . . . . . . .

$ 478

$ 143
—
(143)

$ —

45

Notes to Consolidated Financial Statements — (Continued)

Additional costs related to these initiatives are not expected to be material in future periods. The remainder of the
cash payments related to these initiatives are expected to be paid through 2019. Other severance and restructuring
costs unrelated to these initiatives are not considered material. All severance and restructuring costs are included
in selling and administrative expenses in the Consolidated Statements of Income.

Note 4 — Acquisitions

Business acquisitions have been accounted for using the acquisition method, with the acquired assets and
liabilities recorded at estimated fair value on the dates of acquisition. The cost in excess of the net assets of the
business acquired is included in goodwill. Operating results since the respective dates of acquisitions are included
in the Consolidated Statement of Income.

2017 acquisitions
On March 31, 2017, we completed the acquisition of Vention Medical’s Advanced Technologies business
(“Vention”), a Salem, New Hampshire leading designer, developer and manufacturer of minimally invasive
interventional delivery devices, catheters and advanced components for the global medical technology market.
This is a highly complementary business that adds significant scale and enhances strategic capabilities of our
existing medical platform. We acquired Vention for an aggregate purchase price of $705,000, net of $3,313 of
cash and other closing adjustments of $10,726. The acquisition was funded primarily through a new term loan
facility, as well as through cash and borrowings on our credit facility. The purchase price was allocated to the
underlying assets acquired and liabilities assumed based upon their estimated fair values at the date of acquisition.
We determined the estimated fair values based on independent appraisals, discounted cash flow analyses, quoted
market prices, replacement cost analyses and estimates made by management.

Based on the fair value of the assets acquired and the liabilities assumed, we recorded identifiable intangible assets
of $286,000 consisting primarily of $240,000 of customer relationships (amortized over 14 years), $2,000 of
tradenames (amortized over 6 years), and $44,000 of technology, consisting of $36,000 (amortized over 14 years)
and $8,000 (amortized over 10 years). The fair value of the identifiable intangible assets were estimated by
applying income and market approaches. The fair value measurement is based on significant inputs that are not
observable in the market and thus represents a fair value measurement categorized within Level 3 of the fair value
hierarchy with various assumptions about growth rates and margins, discount rates, and financial multiples of
entities considered to be similar to Vention.

46

Notes to Consolidated Financial Statements — (Continued)

As a result of the acquisition, we recognized $434,625 of goodwill, of which $37,200 is tax deductible. Goodwill
represents the value we expect to achieve through the expansion of our existing medical platform. This
acquisition is being reported in our Advanced Technology Systems segment. As of October 31, 2017, the
purchase price allocations are considered preliminary as we complete our assessments of income taxes. The
following table summarizes the preliminary fair values of the assets acquired and liabilities assumed at the
acquisition date:

Assets acquired:

Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property, plant and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total assets acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Liabilities assumed:

$ 3,313
26,742
14,279
3,079
34,319
434,625
286,000
343

$802,700

Current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

19,130
64,531

Total liabilities assumed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 83,661

Net assets acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$719,039

The transaction was accounted for under the acquisition method of accounting and, accordingly, the results of
Vention’s operations, including $94,515 in sales and net income of $7,820, are included in our Consolidated
Statements of Income from the date of acquisition. As of October 31, 2017, we incurred $14,671 of corporate
charges related to Vention acquisition transaction costs which have been included within selling and
administrative expenses in our Consolidated Statements of Income.

The following unaudited pro forma financial information for 2017 and 2016 assumes the Vention acquisition
occurred as of the beginning of 2016 and is based on our historical financial statements and those of Vention.
The pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the
results of operations which may occur in the future or that would have occurred had the acquisition of Vention
been effected on the date indicated, nor are they necessarily indicative of our future results of operations.

Twelve Months Ended

October 31,
2017

October 31,
2016

Sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$2,132,417
294,891
5.07

$1,939,525
260,991
4.54

The most significant pro forma adjustments included within the unaudited pro forma financial information
presented in the table above relate to acquisition transaction costs, amortization of intangible assets, depreciation
of property, plant and equipment, charges related to the fair value adjustment of acquisition-date inventory and
interest expense associated with the new term loan facility.

47

Notes to Consolidated Financial Statements — (Continued)

Also on March 31, 2017, we entered into a $705,000 term loan facility with a group of banks. The Term Loan
Agreement provides for the following term loans in three tranches: $200,000 due in October 2018, $200,000 due
in March 2020, and $305,000 due in March 2022. The weighted average interest rate for borrowings under this
agreement was 2.33% at October 31, 2017. Borrowings under this agreement were used for the single purpose of
acquiring Vention. We were in compliance with all covenants at October 31, 2017.

Pro forma sales and results of operations for the following 2017, 2016 and 2015 acquisitions, had they occurred at
the beginning of the applicable fiscal year ended October 31, are not material and, accordingly, are not provided.

On February 16, 2017, we purchased 100 percent of the outstanding shares of InterSelect GmbH (“InterSelect”),
a German designer and manufacturer of selective soldering systems used in a variety of automotive, aerospace and
industrial electronics assembly applications. We acquired InterSelect for an aggregate purchase price of $5,432,
net of cash acquired of $492. Based on the fair value of the assets acquired and the liabilities assumed, goodwill of
$3,548 and identifiable intangible assets of $1,879 were recorded. The identifiable intangible assets consist
primarily of $1,109 of customer relationships (amortized over 9 years), $348 of tradenames (amortized over
12 years), and $422 of technology (amortized over 9 years). Goodwill associated with this acquisition is not tax
deductible. This acquisition is being reported in our Advanced Technology Systems segment.

On February 1, 2017, we purchased 100 percent of the outstanding shares of Plas-Pak Industries, Inc.
(“Plas-Pak”), a Norwich, Connecticut designer and manufacturer of
injection molded, single-use plastic
dispensing products. Plas-Pak’s broad product offering includes two-component (2K) cartridges for industrial and
commercial do-it-yourself adhesives, dial-a-dose calibrated syringes for veterinary and animal health applications,
and specialty syringes for pesticide, dental and other markets. We acquired Plas-Pak for an aggregate purchase
price of $70,798, net of cash acquired of $543. Based on the fair value of the assets acquired and the liabilities
assumed, goodwill of $24,995 and identifiable intangible assets of $33,800 were recorded. The identifiable
intangible assets consist primarily of $23,700 of customer relationships (amortized over 17 years), $4,100 of
tradenames (amortized over 12 years), $5,000 of technology (amortized over 9 years) and $1,000 of non-compete
agreements (amortized over 5 years). Goodwill associated with this acquisition is tax deductible. This acquisition
is being reported in our Advanced Technology Systems segment.

On January 3, 2017, we purchased certain assets of ACE Production Technologies, Inc. (“ACE”), a Spokane,
Washington based designer and manufacturer of selective soldering systems used in a variety of automotive and
industrial electronics assembly applications. We acquired the assets for an aggregate purchase price of $13,761.
Based on the fair value of the assets acquired and the liabilities assumed, goodwill of $6,383 and identifiable
intangible assets of $5,010 were recorded. The identifiable intangible assets consist primarily of $2,800 of
customer relationships (amortized over 7 years), $1,000 of tradenames (amortized over 11 years), $1,100 of
technology (amortized over 7 years) and $110 of non-compete agreements (amortized over 3 years). Goodwill
associated with this acquisition is tax deductible. This acquisition is being reported in our Advanced Technology
Systems segment.

48

Notes to Consolidated Financial Statements — (Continued)

2016 acquisition
On September 1, 2016, we purchased 100 percent of the outstanding shares of LinkTech Quick Couplings, Inc.
(“LinkTech”), a Ventura, California designer, manufacturer and distributor of highly engineered precision
couplings and fittings. We acquired LinkTech for an aggregate purchase price of $43,348, net of cash acquired of
$36. Based on the fair value of the assets acquired and the liabilities assumed, goodwill of $25,867 and
identifiable intangible assets of $14,610 were recorded. The identifiable intangible assets consist primarily of
$8,600 of customer relationships (amortized over 11 years), $2,800 of tradenames (amortized over 12 years),
$2,300 of technology (amortized over 8 years) and $910 of non-compete agreements (amortized over 5 years).
Goodwill associated with this acquisition is tax deductible. This acquisition is being reported in our Advanced
Technology Systems segment.

2015 acquisitions
On June 15, 2015, we purchased 100 percent of the outstanding shares of Liquidyn, a German based
manufacturer of micro dispensing systems, including micro dispensing pneumatic valves, controllers, and process
equipment used in the electronics, automobile, medical, packaging, furniture and aerospace markets. We acquired
Liquidyn for an aggregate purchase price of $14,565, net of cash acquired of $657. Based on the fair value of the
assets acquired and the liabilities assumed, goodwill of $10,487 and identifiable intangible assets of $3,991 were
recorded. The identifiable intangible assets consist primarily of $1,285 of customer relationships (amortized over
6 years), $1,049 of tradenames (amortized over 11 years), $1,421 of technology (amortized over 5 years) and $236
of non-compete agreements (amortized over 2 years). Goodwill associated with this acquisition is not tax
deductible. This acquisition is being reported in our Advanced Technology Systems segment.

On August 3, 2015, we purchased 100 percent of the outstanding shares of WAFO, a German based
manufacturer and refurbisher of screws and barrels for the synthetic material and rubber industries. We acquired
WAFO for an aggregate purchase price of $7,429, net of cash acquired of $236. Based on the fair value of the
assets acquired and the liabilities assumed, goodwill of $3,463 and identifiable intangible assets of $1,708 were
recorded. The identifiable intangible assets consist of $635 of customer relationships (amortized over 5 years),
$679 of tradenames (amortized over 10 years), $142 of technology (amortized over 3 years) and $252 of
non-compete agreements (amortized over 3 years). Goodwill associated with this acquisition is not tax deductible.
This acquisition is being reported in our Adhesive Dispensing Systems segment.

On September 1, 2015, we purchased 100 percent of the outstanding shares of MatriX, a German based
developer of automated in-line and off-line x-ray tools and solutions used for inspection applications. We
acquired MatriX for an aggregate purchase price of $53,759, net of cash acquired of $966 and debt assumed of
$481. Based on the fair value of the assets acquired and the liabilities assumed, goodwill of $32,439 and
identifiable intangible assets of $16,382 were recorded. The identifiable intangible assets consist of $6,485 of
customer relationships (amortized over 8 years), $4,046 of tradenames (amortized over 11 years), $5,328 of
technology (amortized over 6 years) and $523 of non-compete agreements (amortized over 3 years). Goodwill
associated with this acquisition is not tax deductible. This acquisition is being reported in our Advanced
Technology Systems segment.

49

Notes to Consolidated Financial Statements — (Continued)

Note 5 — Details of balance sheet

Receivables:

Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Notes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 491,224
5,121
18,533

$ 415,311
7,971
10,813

2017

2016

Allowance for doubtful accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

514,878
(9,791)

434,095
(5,535)

$ 505,087

$ 428,560

Inventories:

Raw materials and component parts . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Work-in-process . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Finished goods . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 105,424
45,743
152,923

$ 85,802
36,681
134,602

Obsolescence and other reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
LIFO reserve . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Property, plant and equipment:

Land . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Land improvements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Machinery and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Enterprise management system . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Construction-in-progress
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Leased property under capitalized leases . . . . . . . . . . . . . . . . . . . . . . . . . .

Accumulated depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . .

Accrued liabilities:

Salaries and other compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pension and retirement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Taxes other than income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

304,090
(33,140)
(6,684)

257,085
(29,324)
(7,400)

$ 264,266

$ 220,361

$ 10,598
4,292
190,611
424,006
52,936
49,713
25,715

$

9,914
4,020
169,995
372,479
50,051
25,873
24,231

757,871
(411,460)

656,563
(383,434)

$ 346,411

$ 273,129

$ 73,234
4,768
7,663
87,701

$ 67,257
4,046
5,955
85,540

$ 173,366

$ 162,798

50

Notes to Consolidated Financial Statements — (Continued)

Note 6 — Goodwill and intangible assets

We account for goodwill and other intangible assets in accordance with the provisions of ASC 350 and account
for business combinations using the acquisition method of accounting and accordingly, the assets and liabilities of
the entities acquired are recorded at their estimated fair values at the acquisition date. Goodwill is the excess of
purchase price over the fair value of tangible and identifiable intangible net assets acquired in various business
combinations. Goodwill is not amortized but is tested for impairment annually at the reporting unit level, or
more often if indications of impairment exist. We assess the fair value of reporting units on a non-recurring basis
using a combination of two valuation methods, a market approach and an income approach, to estimate the fair
value of our reporting units. The implied fair value of our reporting units is determined based on significant
unobservable inputs; accordingly, these inputs fall within Level 3 of the fair value hierarchy.

Our reporting units are the Adhesive Dispensing Systems segment, the Industrial Coating Systems segment and
one level below the Advanced Technology Systems segment.

In the fourth quarter of each year, we estimate a reporting unit’s fair value using a combination of the discounted
cash flow method of the Income Approach and the guideline public company method of the Market Approach and
compare the result against the reporting unit’s carrying value of net assets. In accordance with the new accounting
standard (Refer to Note 2), which was prospectively adopted effective August 1, 2017, an impairment charge is
recorded for the amount by which the carrying value of the reporting unit exceeds the fair value of the reporting
unit, as calculated in the quantitative analysis described above. We did not record any goodwill impairment charges
using the newly adopted accounting standard in 2017. Prior to the adoption of this new standard, the measurement
of an impairment (Step 2 of the impairment test) would have been calculated by determining the implied fair value
of a reporting unit’s goodwill by allocating the fair value of the reporting unit to all other assets and liabilities of that
unit based on their relative fair values. The excess of the fair value of a reporting unit over the amount assigned to its
other assets and liabilities would have been the implied fair value of goodwill. We did not record any goodwill
impairment charges using Step 2 of the impairment test in 2016 or 2015.

Changes in the carrying amount of goodwill during 2017 by operating segment:

Balance at October 31, 2016 . . . . . . . . . . . . . . . .
Acquisition . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . .
Currency effect

Adhesive
Dispensing
Systems

$385,733
—
6,562

Advanced
Technology
Systems

$ 697,346
470,248
5,263

Industrial
Coating
Systems

$24,058
—
—

Total

$1,107,137
470,248
11,825

Balance at October 31, 2017 . . . . . . . . . . . . . . . .

$392,295

$1,172,857

$24,058

$1,589,210

Changes in the carrying amount of goodwill during 2016 by operating segment:

Adhesive
Dispensing
Systems

Advanced
Technology
Systems

Balance at October 31, 2015 . . . . . . . . . . . . . . . .
Acquisition . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . .
Currency effect

$385,975
—
(242)

$672,342
25,169
(165)

Industrial
Coating
Systems

$24,058
—
—

Total

$1,082,375
25,169
(407)

Balance at October 31, 2016 . . . . . . . . . . . . . . . .

$385,733

$697,346

$24,058

$1,107,137

Accumulated impairment losses, which were recorded in 2009, were $232,789 at October 31, 2017 and
October 31, 2016. Of these losses, $229,173 related to the Advanced Technology Systems segment and $3,616
related to the Industrial Coating Systems segment.

51

Notes to Consolidated Financial Statements — (Continued)

Information regarding intangible assets subject to amortization:

October 31, 2017

Carrying
Amount

Accumulated
Amortization

Net Book Value

Customer relationships . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Patent/technology costs . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trade name . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncompete agreements . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$480,536
150,581
93,281
11,142
1,384

$102,033
48,669
28,366
9,298
1,378

$378,503
101,912
64,915
1,844
6

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$736,924

$189,744

$547,180

October 31, 2016

Carrying
Amount

Accumulated
Amortization

Net Book Value

Customer relationships . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Patent/technology costs . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trade name . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncompete agreements . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$207,493
97,640
85,271
9,855
1,400

$ 71,608
37,873
22,140
8,347
1,389

$135,885
59,767
63,131
1,508
11

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$401,659

$141,357

$260,302

Amortization expense for 2017, 2016 and 2015 was $44,907, $29,061 and $27,487 respectively.

Estimated amortization expense for each of the five succeeding years:

Year

2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Amounts

$54,806
$54,548
$53,999
$48,532
$44,484

Note 7 — Retirement, pension and other postretirement plans

Retirement plans — We have funded contributory retirement plans covering certain employees. Our contributions
are primarily determined by the terms of the plans, subject to the limitation that they shall not exceed the amounts
deductible for income tax purposes. We also sponsor unfunded contributory supplemental retirement plans for
certain employees. Generally, benefits under these plans vest gradually over a period of approximately three years
from date of employment, and are based on the employee’s contribution. The expense applicable to retirement plans
for 2017, 2016 and 2015 was approximately $19,259, $17,194 and $15,747, respectively.

Pension plans — We have various pension plans covering a portion of our United States and international
employees. Pension plan benefits are generally based on years of employment and, for salaried employees, the level
of compensation. Actuarially determined amounts are contributed to United States plans to provide sufficient assets
to meet future benefit payment requirements. We also sponsor an unfunded supplemental pension plan for certain
employees. International subsidiaries fund their pension plans according to local requirements.

52

Notes to Consolidated Financial Statements — (Continued)

A reconciliation of the benefit obligations, plan assets, accrued benefit cost and the amount recognized in
financial statements for pension plans is as follows:

United States

International

2017

2016

2017

2016

Change in benefit obligation:
Benefit obligation at beginning of year . . . . . . . . . . . . . . . .
Service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Participant contributions . . . . . . . . . . . . . . . . . . . . . . . .
Plan amendments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Settlements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Curtailments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency exchange rate change . . . . . . . . . . . . .
Actuarial loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$409,459
12,456
12,844
—
—
(1,548)
—
—
9,351
(11,746)

$361,039
11,490
15,932
—
173
—
—
—
31,781
(10,956)

$ 91,396
2,378
1,537
85
—
(1,309)
—
4,896
(7,602)
(2,620)

$ 90,615
2,448
2,294
115
(3,050)
—
(6,790)
(7,675)
15,749
(2,310)

Benefit obligation at end of year . . . . . . . . . . . . . . . . . . . . .

$430,816

$409,459

$ 88,761

$ 91,396

Change in plan assets:
Beginning fair value of plan assets . . . . . . . . . . . . . . . . . . .
Actual return on plan assets . . . . . . . . . . . . . . . . . . . . . .
Company contributions . . . . . . . . . . . . . . . . . . . . . . . . .
Participant contributions . . . . . . . . . . . . . . . . . . . . . . . .
Settlements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency exchange rate change . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$333,867
29,620
19,041
—
(1,548)
—
—
(11,746)

$295,320
23,280
26,223
—
—
—
—
(10,956)

$ 35,604
612
3,165
85
(1,309)
—
1,967
(2,620)

$ 37,473
2,205
3,793
115
—
(145)
(5,527)
(2,310)

Ending fair value of plan assets . . . . . . . . . . . . . . . . . . . . . .

$369,234

$333,867

$ 37,504

$ 35,604

Funded status at end of year . . . . . . . . . . . . . . . . . . . . . . . .

$ (61,582)

$ (75,592)

$(51,257)

$(55,792)

Amounts recognized in financial statements:
Noncurrent asset . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued benefit liability . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term pension and retirement obligations . . . . . . . . .

$

— $

— $

(1,201)
(60,381)

(1,000)
(74,592)

64
(36)
(51,285)

$

—
(8)
(55,784)

Total amount recognized in financial statements . . . . . . . .

$ (61,582)

$ (75,592)

$(51,257)

$(55,792)

53

Notes to Consolidated Financial Statements — (Continued)

United States

International

2017

2016

2017

2016

Amounts recognized in accumulated other comprehensive

(gain) loss:
Net actuarial loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . .
Prior service cost (credit)

$124,917
(184)

$134,586
(139)

$27,134
(3,279)

$35,090
(3,445)

Accumulated other comprehensive loss . . . . . . . . . . . . . . .

$124,733

$134,447

$23,855

$31,645

Amounts expected to be recognized during next fiscal

year:
Amortization of net actuarial loss . . . . . . . . . . . . . . . . . .
Amortization of prior service cost (credit) . . . . . . . . . . .

$

8,672
(23)

$

9,336
47

$ 2,074
(313)

$ 2,558
(304)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

8,649

$

9,383

$ 1,761

$ 2,254

The following table summarizes the changes in accumulated other comprehensive loss:

United States

International

2017

2016

2017

2016

Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . .
Net (gain) loss arising during the year . . . . . . . . . . . . . . . .
Prior service cost (credit) arising during the year . . . . . . . .
Net loss recognized during the year . . . . . . . . . . . . . . . . . .
Prior service (cost) credit recognized during the year . . . . .
Settlement loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Curtailment gain . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exchange rate effect during the year . . . . . . . . . . . . . . . . . .

$134,447
515
—
(9,537)
(44)
(648)
—
—

$114,663
28,167
173
(8,480)
(76)
—
—
—

$31,645
(6,867)
—
(2,605)
302
(363)
—
1,743

$29,726
8,255
(3,050)
(1,723)
203
(160)
1,526
(3,132)

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$124,733

$134,447

$23,855

$31,645

Information regarding the accumulated benefit obligation is as follows:

United States

International

2017

2016

2017

2016

For all plans:
Accumulated benefit obligation . . . . . . . . . . . . . . . . . . . . .

For plans with benefit obligations in excess of plan assets:
Projected benefit obligation . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated benefit obligation . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value of plan assets

$420,035

$397,350

$76,032

$77,166

430,816
420,035
369,234

409,459
397,350
333,867

83,289
70,985
32,325

90,852
77,121
35,533

54

Notes to Consolidated Financial Statements — (Continued)

Net pension benefit costs include the following components:

Service cost . . . . . . . . . . . . . . . . . . . . .
Interest cost . . . . . . . . . . . . . . . . . . . . .
Expected return on plan assets . . . . . .
Amortization of prior service cost

(credit) . . . . . . . . . . . . . . . . . . . . . . .
Amortization of net actuarial loss . . . .
Settlement loss . . . . . . . . . . . . . . . . . .
Curtailment (gain) loss . . . . . . . . . . . .

United States

International

2017

2016

2015

2017

2016

2015

$ 12,456
12,844
(20,784)

$ 11,490
15,932
(19,666)

$ 10,851
15,037
(18,316)

$ 2,378
1,537
(1,338)

$ 2,448
2,294
(1,501)

$ 2,816
2,561
(1,589)

44
9,537
648
—

76
8,480
—
—

121
9,742
516
68

(302)
2,605
363
—

(203)
1,723
160
(1,526)

(90)
2,285
1,319
—

Total benefit cost

. . . . . . . . . . . . . . . .

$ 14,745

$ 16,312

$ 18,019

$ 5,243

$ 3,395

$ 7,302

Net periodic pension cost for 2017 included a settlement loss of $1,011 due to lump sum retirement payments.
Net periodic pension cost for 2016 included a settlement loss of $160 due to lump sum retirement payments and
a curtailment gain of $1,526 due to a plan amendment allowing participants to elect a new defined contribution
plan or a new defined benefit plan.

The weighted average assumptions used in the valuation of pension benefits were as follows:

United States

International

2017

2016

2015

2017

2016

2015

Assumptions used to determine

benefit obligations at October 31:
Discount rate . . . . . . . . . . . . . . . . . .
Rate of compensation increase . . . .

Assumptions used to determine net
benefit costs for the years ended
October 31:
Discount rate — benefit

3.80%
3.61

3.94%
3.61

4.39%
3.50

2.07%
3.13

1.86%
3.12

2.81%
3.22

obligation . . . . . . . . . . . . . . . . . .
Discount rate — service cost . . . . . .
Discount rate — interest cost . . . . .
Expected return on plan assets . . . .
Rate of compensation increase . . . .

3.94
4.31
3.20
6.25
3.61

4.39
4.39
4.39
6.72
3.50

4.29
4.29
4.29
6.76
3.49

1.86
1.55
1.66
3.51
3.12

2.81
2.81
2.81
4.22
3.22

2.94
2.94
2.94
4.39
3.19

The amortization of prior service cost is determined using a straight-line amortization of the cost over the average
remaining service period of employees expected to receive benefits under the plans.

The discount rate reflects the current rate at which pension liabilities could be effectively settled at the end of the
year. The discount rate used considers a yield derived from matching projected pension payments with maturities
of a portfolio of available bonds that receive the highest rating given from a recognized investments ratings
agency. The changes in the discount rates in 2017 and 2016 are due to changes in yields for these types of
investments as a result of the economic environment.

In determining the expected return on plan assets using the calculated value of plan assets, we consider both
historical performance and an estimate of future long-term rates of return on assets similar to those in our plans.
We consult with and consider the opinions of financial and other professionals in developing appropriate return
assumptions. The rate of compensation increase is based on managements’ estimates using historical experience
and expected increases in rates.

55

Notes to Consolidated Financial Statements — (Continued)

Net actuarial gains or losses are amortized to expense on a plan-by-plan basis when they exceed the accounting
corridor, which is set at 10% of the greater of the plan assets or benefit obligations. Gains or losses outside of the
corridor are subject to amortization over an average employee future service period that differs by plan. If
substantially all of the plan’s participants are no longer actively accruing benefits, the average life expectancy is used.

In the fourth quarter of 2016, we adopted a change in the method to be used to estimate the service and interest
cost components of net periodic benefit cost for defined benefit pension plans. Historically, for the vast majority
of our plans, the service and interest cost components were estimated using a single weighted-average discount
rate derived from the yield curve used to measure the benefit obligation at the beginning of the period. Beginning
in 2017, we used a spot rate approach by applying the specific spot rates along the yield curve to the relevant
projected cash flows in the estimation of the service and interest components of benefit cost, resulting in a more
precise measurement. This change did not affect the measurement of total benefit obligations. The change was
accounted for as a change in estimate that is inseparable from a change in accounting principle and, accordingly,
was accounted for prospectively starting in 2017. The reductions in service and interest costs for 2017 associated
with this change in estimate were $1,200 and $3,100, respectively.

The allocation of pension plan assets as of October 31, 2017 and 2016 is as follows:

United States

International

2017

2016

2017

2016

Asset Category

Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Insurance contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pooled investment funds . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other

13 %
48
—
39
—

15 %
31
—
53
1

— %
—
56
42
2

— %
—
59
39
2

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

100 %

100 %

100 %

100 %

Our investment objective for defined benefit plan assets is to meet the plans’ benefit obligations, while
minimizing the potential for future required plan contributions.

Our United States plans comprise 91 percent of the worldwide pension assets. In general, the investment
strategies focus on asset class diversification, liquidity to meet benefit payments and an appropriate balance of
long-term investment return and risk. Target ranges for asset allocations are determined by dynamically matching
the actuarial projections of the plans’ future liabilities and benefit payments with expected long-term rates of
return on the assets, taking into account investment return volatility and correlations across asset classes. For
2017, the target in “return-seeking assets” is 35 percent and 65 percent in fixed income. Plan assets are diversified
across several investment managers and are invested in liquid funds that are selected to track broad market
indices. Investment risk is carefully controlled with plan assets rebalanced to target allocations on a periodic basis
and continual monitoring of investment managers’ performance relative to the investment guidelines established
with each investment manager.

Our international plans comprise 9 percent of the worldwide pension assets. Asset allocations are developed on a
country-specific basis. Our investment strategy is to cover pension obligations with insurance contracts or to
employ independent managers to invest the assets.

In accordance with the adoption of a new accounting standard, as described in Note 2, certain investments that
were measured at NAV (or its equivalent) have not been classified in the fair value hierarchy. The fair value
amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the total
pension plan assets.

56

Notes to Consolidated Financial Statements — (Continued)

The fair values of our pension plan assets at October 31, 2017 by asset category are in the table below:

United States

International

Total

Level 1

Level 2

Level 3

Total

Level 1 Level 2

Level 3

$

959
3,615

$

959
3,615

$

— $— $
— —

566
—

$566
—

$— $ —
—
—

Cash . . . . . . . . . . . . . . . . . . . . .
Money market funds . . . . . . . . .
Equity securities:

Basic materials . . . . . . . . . . . .
Consumer goods . . . . . . . . . .
Financial
. . . . . . . . . . . . . . . .
Healthcare . . . . . . . . . . . . . . .
Industrial goods . . . . . . . . . . .
Technology . . . . . . . . . . . . . .
Utilities . . . . . . . . . . . . . . . . .
Mutual funds . . . . . . . . . . . . . . .
Fixed income securities:

2,129
3,776
6,147
3,940
2,459
3,815
793
20,698

2,129
3,776
6,147
3,940
2,459
3,815
793
20,698

— —
— —
— —
— —
— —
— —
— —
— —

U.S. Government . . . . . . . . .
Corporate . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . .

57,789
112,112
6,566

9,372

48,417 —
— 112,112 —
6,566 —
—

Other types of investments:

Insurance contracts . . . . . . . .
Real estate collective

—

funds at NAV . . . . . . . . . .

21,699

Pooled investment

—

—

— — 21,037

— —

—

funds at NAV . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . .

121,724
1,013

—
1,013

— — 15,901
—
— —

—
—
—
—
—
—
—
—

—
—
—

—
—
—
—
—
—
—
—

—
—
—

—

—

—
—

—
—
—
—
—
—
—
—

—
—
—

—
—
—
—
—
—
—
—

—
—
—

— 21,037

—

—
—

—

—
—

$369,234

$58,716

$167,095

$— $37,504

$566

$— $21,037

57

Notes to Consolidated Financial Statements — (Continued)

The fair values of our pension plan assets at October 31, 2016 by asset category are in the table below:

Cash . . . . . . . . . . . . . . . . . . . . . .
Money market funds . . . . . . . . . .
Equity securities:

Basic materials . . . . . . . . . . . . .
Consumer goods . . . . . . . . . . .
Financial
. . . . . . . . . . . . . . . . .
Healthcare . . . . . . . . . . . . . . . .
Industrial goods . . . . . . . . . . . .
Technology . . . . . . . . . . . . . . .
Utilities . . . . . . . . . . . . . . . . . .
Mutual funds . . . . . . . . . . . . . . . .
Fixed income securities:

U.S. Government . . . . . . . . . .
Corporate . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . .

Other types of investments:

Insurance contracts . . . . . . . . .
Real estate collective

funds at NAV . . . . . . . . . . .

20,402

Pooled investment

funds at NAV . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . .

155,247
792

United States

International

Total

Level 1

Level 2

Level 3

Total

Level 1 Level 2

Level 3

$

896
2,471

$

896
2,471

$ — $— $
— —

798
—

$798
—

$— $ —
—
—

2,144
3,457
5,930
3,344
2,671
3,490
857
27,220

38,466
63,077
3,403

—

2,144
3,457
5,930
3,344
2,671
3,490
857
27,220

— —
— —
— —
— —
— —
— —
— —
— —

6,888

31,578 —
— 63,077 —
3,403 —
—

—
—
—
—
—
—
—
—

—
—
—

—

—

—
792

— — 20,927

— —

—

— — 13,879
—
— —

—
—
—
—
—
—
—
—

—
—
—

—

—

—
—

—
—
—
—
—
—
—
—

—
—
—

—
—
—
—
—
—
—
—

—
—
—

— 20,927

—

—
—

—

—
—

$333,867

$60,160

$98,058

$— $35,604

$798

$— $20,927

These investment funds did not own a significant number of shares of Nordson Corporation common stock for
any year presented.

The inputs and methodology used to measure fair value of plan assets are consistent with those described in
Note 12. Following are the valuation methodologies used to measure these assets:

(cid:129) Money market funds — Money market funds are public investment vehicles that are valued with a net asset

value of one dollar. This is a quoted price in an active market and is classified as Level 1.

(cid:129) Equity securities — Common stocks and mutual funds are valued at the closing price reported on the active

market on which the individual securities are traded and are classified as Level 1.

(cid:129) Fixed income securities — U.S. Treasury bills reflect the closing price on the active market in which the
securities are traded and are classified as Level 1. Securities of U.S. agencies are valued using bid evaluations
and are classified as Level 2. Corporate fixed income securities are valued using evaluated prices, such as
dealer quotes, bids and offers and are therefore classified as Level 2.

(cid:129) Insurance contracts — Insurance contracts are investments with various insurance companies. The contract
value represents the best estimate of fair value. These contracts do not hold any specific assets. These
investments are classified as Level 3.

58

Notes to Consolidated Financial Statements — (Continued)

(cid:129) Real estate collective funds — These funds are valued using the net asset value of the underlying properties.
Net asset value is calculated using a combination of key inputs, such as revenue and expense growth rates,
terminal capitalization rates and discount rates.

(cid:129) Pooled investment funds — These are public investment vehicles valued using the net asset value. The net
asset value is based on the value of the assets owned by the plan, less liabilities. These investments are not
quoted on an active exchange.

The following tables present an analysis of changes during the years ended October 31, 2017 and 2016 in Level 3
plan assets, by plan asset class, for U.S. and international pension plans using significant unobservable inputs to
measure fair value:

Beginning balance at October 31, 2016 . . . . . . . . . . . . . . . .

Actual return on plan assets:

Assets held, end of year . . . . . . . . . . . . . . . . . . . . . . . . .
Assets sold during the period . . . . . . . . . . . . . . . . . . . .
Purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency translation . . . . . . . . . . . . . . . . . . . . . . .

Fair Value Measurements Using Significant
Unobservable Inputs (Level 3)

Insurance
contracts

$20,927

(412)
—
2,330
(2,502)
694

Total

$20,927

(412)
—
2,330
(2,502)
694

Ending balance at October 31, 2017 . . . . . . . . . . . . . . . . . . .

$21,037

$21,037

Beginning balance at October 31, 2015 . . . . . . . . . . . . . . . .

Actual return on plan assets:

Assets held, end of year . . . . . . . . . . . . . . . . . . . . . . . . .
Assets sold during the period . . . . . . . . . . . . . . . . . . . .
Purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency translation . . . . . . . . . . . . . . . . . . . . . . .

Fair Value Measurements Using Significant
Unobservable Inputs (Level 3)

Insurance
contracts

$20,432

1,683
—
2,799
(2,140)
(1,847)

Total

$20,432

1,683
—
2,799
(2,140)
(1,847)

Ending balance at October 31, 2016 . . . . . . . . . . . . . . . . . . .

$20,927

$20,927

Contributions to pension plans in 2018 are estimated to be approximately $22,800.

Retiree pension benefit payments, which reflect expected future service, are anticipated to be paid as follows:

Year

United States

International

2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2023-2027 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 14,476
15,604
16,839
18,061
19,529
116,207

$ 1,837
2,861
2,652
3,035
2,633
16,442

59

Notes to Consolidated Financial Statements — (Continued)

Other postretirement plans — We sponsor an unfunded postretirement health care benefit plan covering certain
of our United States employees. Employees hired after January 1, 2002, are not eligible to participate in this
plan. For eligible retirees under the age of 65 who enroll in the plan, the plan is contributory in nature, with
retiree contributions in the form of premiums that are adjusted annually. For eligible retirees age 65 and older
who enroll in the plan, the plan delivers a benefit in the form of a Health Reimbursement Account (HRA),
which retirees use for eligible reimbursable expenses, including premiums paid for purchase of a Medicare
supplement plan or other out-of-pocket medical expenses such as deductibles or co-pays.

A reconciliation of the benefit obligations, accrued benefit cost and the amount recognized in financial
statements for other postretirement plans is as follows:

United States

International

2017

2016

2017

2016

Change in benefit obligation:
Benefit obligation at beginning of year . . . . . . . . . . . . . . . .
Service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Participant contributions . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency exchange rate change . . . . . . . . . . . . .
Actuarial (gain) loss . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 71,904
752
2,307
503
—
2,212
(2,532)

$ 68,315
849
2,923
446
—
1,818
(2,447)

Benefit obligation at end of year . . . . . . . . . . . . . . . . . . . . .

$ 75,146

$ 71,904

Change in plan assets:
Beginning fair value of plan assets . . . . . . . . . . . . . . . . . . .
Company contributions . . . . . . . . . . . . . . . . . . . . . . . . .
Participant contributions . . . . . . . . . . . . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

— $

2,029
503
(2,532)

—
2,001
446
(2,447)

Ending fair value of plan assets . . . . . . . . . . . . . . . . . . . . . .

$

— $

—

$ 623
20
20
—
24
(81)
(7)

$ 599

$ —
7
—
(7)

$ —

Funded status at end of year . . . . . . . . . . . . . . . . . . . . . . . .

$(75,146)

$(71,904)

$(599)

Amounts recognized in financial statements:
Accrued benefit liability . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term postretirement obligations . . . . . . . . . . . . . . . .

$ (2,148)
(72,998)

$ (2,123)
(69,781)

Total amount recognized in financial statements . . . . . . . .

$(75,146)

$(71,904)

$

(8)
(591)

$(599)

$ 524
16
23
—
(14)
81
(7)

$ 623

$ —
7
—
(7)

$ —

$(623)

$

(7)
(616)

$(623)

United States

International

2017

2016

2017

2016

Amounts recognized in accumulated other comprehensive

(gain) loss:
Net actuarial (gain) loss
Prior service credit

. . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$20,124
(142)

$18,786
(306)

Accumulated other comprehensive (gain) loss . . . . . . . . . .

$19,982

$18,480

Amounts expected to be recognized during next fiscal

year:
Amortization of net actuarial (gain) loss . . . . . . . . . . . . .
Amortization of prior service cost (credit) . . . . . . . . . . .

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

$

995
(99)

896

$

$

917
(164)

753

$(342)
—

$(342)

$ (20)
—

$ (20)

$(265)
—

$(265)

$ (17)
—

$ (17)

60

2016

$(379)
81
25
—
8

$(265)

2015

$29
35
—

—

$64

Notes to Consolidated Financial Statements — (Continued)

The following table summarizes the changes in accumulated other comprehensive (gain) loss:

United States

2017

2016

Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net (gain) loss arising during the year . . . . . . . . . . . . . . . . . . . .
Net gain (loss) recognized during the year . . . . . . . . . . . . . . . . .
Prior service credit recognized during the year . . . . . . . . . . . . . .
Exchange rate effect during the year . . . . . . . . . . . . . . . . . . . . . .

$18,480
2,212
(874)
164
—

$17,079
1,818
(684)
267
—

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$19,982

$18,480

2017

$(265)
(82)
17
—
(12)

$(342)

International

Net postretirement benefit costs include the following components:

United States

International

Service cost . . . . . . . . . . . . . . . . . . . . .
Interest cost . . . . . . . . . . . . . . . . . . . . .
Amortization of prior service credit
. .
Amortization of net actuarial

(gain) loss . . . . . . . . . . . . . . . . . . . .

2017

2016

2015

$ 752
2,307
(164)

$ 849
2,923
(267)

$ 979
2,946
(438)

874

684

1,104

Total benefit cost

. . . . . . . . . . . . . . . .

$3,769

$4,189

$4,591

2017

$ 20
20
—

(17)

$ 23

2016

$ 16
23
—

(24)

$ 15

The weighted average assumptions used in the valuation of postretirement benefits were as follows:

United States

International

2017

2016

2015

2017

2016

2015

3.86%
3.70

4.05%
3.63

4.50%
3.72

3.52%
6.50

3.40%
6.13

4.35%
6.31

3.23

3.24

2026

3.27

2025

3.50

2037

3.50

2031

3.50

2031

Assumptions used to determine

benefit obligations at October 31:
Discount rate . . . . . . . . . . . . . . . . . .
Health care cost trend rate . . . . . . .
Rate to which health care cost trend

rate is assumed to decline
(ultimate trend rate)

. . . . . . . . . .

Year the rate reaches the ultimate

trend rate . . . . . . . . . . . . . . . . . . .

2026

Assumption used to determine net
benefit costs for the years ended
October 31:
Discount rate — benefit

obligation . . . . . . . . . . . . . . . . . .
Discount rate — service cost . . . . . .
Discount rate — interest cost . . . . .

4.03%
4.48
3.27

4.50%
4.50
4.50

4.40%
4.40
4.40

3.40%
3.56
3.20

4.35%
4.35
4.35

4.25%
4.25
4.25

The weighted average health care trend rates reflect expected increases in the Company’s portion of the obligation.

Net actuarial gains or losses are amortized to expense on a plan-by-plan basis when they exceed the accounting
corridor, which is set at 10% of the greater of the plan assets or benefit obligations. Gains or losses outside of the
corridor are subject to amortization over an average employee future service period that differs by plan. If
substantially all of the plan’s participants are no longer actively accruing benefits, the average life expectancy is used.

Similar to the changes in the discount rate approach discussed for the pension plans above, beginning in 2017 we
elected to use an approach that discounts the individual expected cash flows underlying interest and service costs
using the applicable spot rates derived from the yield curve used to determine the benefit obligation to the relevant

61

Notes to Consolidated Financial Statements — (Continued)

projected cash flows. The Company has accounted for this change in estimate that is inseparable from a change in
accounting principle on a prospective basis starting in fiscal year 2017. The reductions in service and interest costs
for 2017 associated with this change in estimate were $100 and $500, respectively.

A one-percentage point change in the assumed health care cost trend rate would have the following effects.
Bracketed numbers represent decreases in expense and obligation amounts.

United States

International

1% Point
Increase

1% Point
Decrease

1% Point
Increase

1% Point
Decrease

Health care trend rate:

Effect on total service and interest cost components in 2017 . . . . . . . .
Effect on postretirement obligation as of October 31, 2017 . . . . . . . .

$
562
$10,637

$ (446)
$(8,650)

$ 10
$150

$
(8)
$(115)

Contributions to postretirement plans in 2018 are estimated to be approximately $2,200.

Retiree postretirement benefit payments are anticipated to be paid as follows:

Year

United States

International

2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2023-2027 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 2,148
2,397
2,592
2,827
3,066
18,330

$ 8
8
9
9
9
59

Note 8 — Income taxes

Income tax expense includes the following:

Current:

2017

2016

2015

U.S. federal
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
State and local . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 54,878
3,731
66,352

$ 44,156
2,256
53,836

$36,875
1,623
49,153

Total current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

124,961

100,248

87,651

Deferred:

U.S. federal
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
State and local . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total deferred . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3,596
1,164
(5,232)

(472)

(2,334)
563
(1,826)

(3,597)

4,950
1,031
(3,881)

2,100

$124,489

$ 96,651

$89,751

Earnings before income taxes of domestic operations, which are calculated after intercompany profit eliminations,
were $181,840, $156,723 and $140,044 in 2017, 2016 and 2015, respectively.

Our income tax provision for 2017 includes a discrete tax expense of $1,070 related to nondeductible acquisition costs.

On December 18, 2015, the Protecting Americans from Tax Hikes Act of 2015 was enacted which retroactively
reinstated the Federal Research and Development Tax Credit (Federal R&D Tax Credit) as of January 1, 2015,
and made it permanent. As a result, our income tax provision for 2016 includes a discrete tax benefit of $2,200
related to 2015. The tax rate for 2016 also includes a discrete tax benefit of $6,154 related to dividends paid from
previously taxed foreign earnings generated prior to 2015, and a benefit of $2,682 related to the effective
settlement of a tax exam.

62

Notes to Consolidated Financial Statements — (Continued)

On December 19, 2014, the Tax Increase Prevention Act of 2014 was enacted which retroactively reinstated the
Federal Research and Development Tax Credit (Federal R&D Tax Credit) from January 1, 2014 to
December 31, 2014 and extended certain other tax provisions. As a result, our income tax provision for 2015
included discrete tax benefits of $2,486 primarily related to 2014.

A reconciliation of the U.S. statutory federal rate to the worldwide consolidated effective tax rate follows:

2017

2016

2015

Statutory federal income tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Domestic Production Deduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign tax rate variances, net of foreign tax credits . . . . . . . . . . . . . . . . .
State and local taxes, net of federal income tax benefit . . . . . . . . . . . . . . .
Amounts related to prior years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax benefit from previously taxed dividends paid . . . . . . . . . . . . . . . . . . .
Other — net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

35.00% 35.00% 35.00%
(1.47)
(1.43)
(1.48)
(3.25)
(4.59)
(4.69)
0.43
0.50
0.76
(1.04)
(1.20)
0.03
— (1.67)
—
0.16
— (0.38)

Effective tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

29.62% 26.23% 29.83%

The Domestic Production Deduction, enacted by the American Jobs Creation Act of 2004, allows a deduction
with respect to income from certain United States manufacturing activities.

Earnings before income taxes of international operations, which are calculated before intercompany profit
elimination entries, were $238,451, $211,771 and $160,818 in 2017, 2016 and 2015, respectively. Deferred
income taxes are not provided on undistributed earnings of international subsidiaries that are intended to be
permanently invested in their operations. These undistributed earnings represent the post-income tax earnings
under U.S. GAAP not adjusted for previously taxed income which aggregated approximately $1,026,793 and
$757,501 at October 31, 2017 and 2016, respectively. Should these earnings be distributed, applicable foreign tax
credits, distributions of previously taxed income, and utilization of other attributes would substantially offset taxes
due upon the distribution. It is not practical to estimate the amount of additional taxes that might be payable on
such undistributed earnings.

At October 31, 2017 and 2016, total unrecognized tax benefits were $3,781 and $3,336, respectively. The
amounts that, if recognized, would impact the effective tax rate were $3,273 and $2,775 at October 31, 2017 and
2016, respectively. During 2016, unrecognized tax benefits related primarily to foreign positions and, as
recognized, a substantial portion of the gross unrecognized tax benefits were offset against assets recorded in the
Consolidated Balance Sheet. A reconciliation of the beginning and ending amount of unrecognized tax benefits
for 2017, 2016 and 2015 is as follows:

2017

2016

2015

Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Additions based on tax positions related to the current year
. . . . .
Additions for tax positions of prior years . . . . . . . . . . . . . . . . . . . .
Reductions for tax positions of prior years . . . . . . . . . . . . . . . . . . .
Settlements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Lapse of statute of limitations . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$3,336
529
621
(150)
—
(555)

$ 6,258
522
310
(140)
(3,091)
(523)

$5,812
288
331
(28)
—
(145)

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$3,781

$ 3,336

$6,258

At October 31, 2017 and 2016, we had accrued interest and penalty expense related to unrecognized tax benefits
of $623 and $541, respectively. We include interest accrued related to unrecognized tax benefits in interest
expense. Penalties, if incurred, would be recognized as other income (expense).

63

Notes to Consolidated Financial Statements — (Continued)

We are subject to United States Federal income tax as well as income taxes in numerous state and foreign
jurisdictions. We are subject to examination in the U.S. by the Internal Revenue Service (IRS) for the 2014
through 2017 tax years; tax years prior to the 2014 year are closed to further examination by the IRS. Generally,
major state and foreign jurisdiction tax years remain open to examination for tax years after 2011. Within the
next twelve months, it is reasonably possible that certain statute of limitations periods would expire, which could
result in a minimal decrease in our unrecognized tax benefits.

Significant components of deferred tax assets and liabilities are as follows:

2017

2016

Deferred tax assets:

Employee benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other accruals not currently deductible for taxes . . . . . . . . . . . . . . . . . . . . .
Tax credit and loss carryforwards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventory adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 84,109
28,579
23,976
8,778

$ 93,837
16,861
11,111
7,915

Total deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

145,442
(14,891)

129,724
(8,304)

Total deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

130,551

121,420

Deferred tax liabilities:

Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other — net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

252,489
1,132

171,209
1,366

Total deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

253,621

172,575

Net deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$(123,070)

$ (51,155)

At October 31, 2017, we had $5,493 of tax credit carryforwards of which $27 will expire in 2022, and $5,466 of
which has an indefinite carryforward period. We also had $21,929 Federal, $78,320 state and $13,174 foreign
operating loss carryforwards, and $20,149 capital loss carryforward, of which $120,950 will expire in 2018
through 2037, and $12,622 of which has an indefinite carryforward period. The net change in the valuation
allowance was an increase of $6,587 in 2017 and a increase of $1,537 in 2016. The valuation allowance of
$14,891 at October 31, 2017, related primarily to tax credits and loss carryforwards that may expire before being
realized. We continue to assess the need for valuation allowances against deferred tax assets based on
determinations of whether it is more likely than not that deferred tax benefits will be realized.

Note 9 — Notes payable

Bank lines of credit and notes payable are summarized as follows:

Maximum borrowings available under bank lines of credit (all foreign banks) . . . . . . .

$75,041

$61,519

Outstanding borrowings / notes payable (all foreign bank debt) . . . . . . . . . . . . . . . . . .

—

2,141

Weighted-average interest rate on notes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unused bank lines of credit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—
$75,041

4.35%

$59,378

2017

2016

64

Notes to Consolidated Financial Statements — (Continued)

Note 10 — Long-term debt

A summary of long-term debt is as follows:

Revolving credit agreement, due 2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Senior notes, due 2018-2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Senior notes, due 2019-2027 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Term loan, due 2018-2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Term loan, due 2018-2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Euro loan, due 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private shelf facility, due 2018-2026 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Development loans, due 2018-2026 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Less current maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less unamortized debt issuance costs(1)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2017

2016

$ 249,138
172,600
100,000
200,000
705,000
12,191
146,666
1,218
—

1,586,813
326,587
3,829

$244,680
200,000
100,000
200,000
—
79,389
157,222
1,344
11

982,646
38,093
1,782

Long-term maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$1,256,397

$942,771

(1) Prior to the adoption of new accounting guidance in the first quarter of 2017 (refer to Note 2), debt issuance
costs of $1,782 were reflected in the Consolidated Balance Sheets in Other assets at October 31, 2016. Such
amounts were reclassified to Long-term debt for comparative purposes.

Revolving credit agreement — This $600,000 unsecured multi-currency revolving credit agreement is with a
group of banks and expires in February 2020. Payment of quarterly fees is required. The interest rate is variable
based upon the LIBOR rate. The weighted average interest rate for borrowings under this agreement was
2.24 percent at October 31, 2017.

Senior notes, due 2018-2025 — These fixed-rate notes entered into in 2012 with a group of insurance
companies had a remaining weighted-average life of 4.11 years. The weighted-average interest rate at
October 31, 2017 was 3.02 percent.

Senior notes, due 2019-2027 — These fixed-rate notes entered into in 2015 with a group of insurance
companies had a remaining weighted-average life of 6.24 years. The weighted-average interest rate at
October 31, 2017 was 3.04 percent.

Term loan, due 2018-2020 — In 2015, we entered into a $200,000 term loan facility with a group of banks. The
interest rate is variable based upon the LIBOR rate. $100,000 is due in three years with a weighted-average
interest rate of 2.24 percent and $100,000 is due in five years with a weighted-average interest rate of
2.34 percent.

Term loan, due 2018-2022 — In 2017, we entered into a $705,000 term loan facility with a group of banks. The
interest rate is variable based upon the LIBOR rate. $200,000 is due in 18 months with a weighted-average
interest rate of 2.25 percent, $200,000 is due in three years with a weighted-average interest rate of 2.35 percent
and $305,000 is due in five years with a weighted-average interest rate of 2.38 percent.

Euro loan, due 2019 — This Euro denominated loan was entered into in 2015 with Bank of America Merrill
Lynch International Limited. It can be extended by one year at the end of the third and fourth anniversaries. The
loan was amended in 2016 to extend the term by one year and increase the principal amount. The interest rate is
variable based upon the EUR LIBOR rate. The weighted average interest rate at October 31, 2017 was
1.00 percent.

65

Notes to Consolidated Financial Statements — (Continued)

Private shelf facility — In 2011, we entered into a $150,000 three-year Private Shelf Note agreement with New
York Life Investment Management LLC (NYLIM). The amount of the facility was increased to $180,000 in
2015, and then increased to $200,000 in 2016. Borrowings under the agreement may be for up to 12 years and
are unsecured. The interest rate on each borrowing is fixed based upon the market rate at the borrowing date or is
variable based upon the LIBOR rate. At October 31, 2017, the amount outstanding under this facility was at
fixed rates of 2.21 percent and 2.56 percent and at variable rates of 2.49 percent and 2.60 percent.

Development loans, due 2018-2026 — These fixed-rate loans with the State of Ohio and Cuyahoga County,
Ohio were issued in 2011 in connection with the construction of our corporate headquarters building and are
payable in monthly installments over 15 years beginning in 2011. The interest rate on the State of Ohio loan is
3.00 percent, and the interest rate on the Cuyahoga County loan is 3.50 percent.

Annual maturities — The annual maturities of long-term debt for the five years subsequent to October 31, 2017,
are as follows: $326,587 in 2018; $40,924 in 2019; $617,876 in 2020; $38,187 in 2021 and $335,791 in 2022.

Note 11 — Leases

We have lease commitments expiring at various dates, principally for manufacturing, warehouse and office space,
automobiles and office equipment. Many leases contain renewal options and some contain purchase options and
residual guarantees.

Rent expense for all operating leases was approximately $17,938, $18,047 and $15,721 in 2017, 2016
and 2015, respectively.

Amortization of assets recorded under capital leases is recorded in depreciation expense.

Assets held under capitalized leases and included in property, plant and equipment are as follows:

Transportation equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total capitalized leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2017

2016

$ 17,594
8,121

25,715
(11,408)

$ 15,991
8,240

24,231
(10,235)

Net capitalized leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 14,307

$ 13,996

66

Notes to Consolidated Financial Statements — (Continued)

At October 31, 2017, future minimum lease payments under non-cancelable capitalized and operating leases are
as follows:

Capitalized
Leases

Operating
Leases

Year:

2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Later years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total minimum lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Less amount representing executory costs . . . . . . . . . . . . . . . . . . . . . . . . .

Net minimum lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less amount representing interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Present value of net minimum lease payments . . . . . . . . . . . . . . . . . . . . . .
Less current portion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 6,353
4,463
2,386
884
617
4,655

19,358

1,833

17,525
3,019

14,506
4,813

Long-term obligations at October 31, 2017 . . . . . . . . . . . . . . . . . . . . . . . .

$ 9,693

$17,337
13,324
10,176
8,381
7,179
17,720

$74,117

Note 12 — Fair value measurements

The inputs to the valuation techniques used to measure fair value are classified into the following categories:

Level 1: Quoted market prices in active markets for identical assets or liabilities.

Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data.

Level 3: Unobservable inputs that are not corroborated by market data.

The following table presents the classification of our assets and liabilities measured at fair value on a recurring
basis at October 31, 2017:

Total

Level 1

Level 2

Level 3

Assets:
Foreign currency forward contracts(a)

. . . . . . . . . . . . . . . . .

$ 3,249

$ — $ 3,249

$ —

Total assets at fair value . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 3,249

$ — $ 3,249

$ —

Liabilities:
Deferred compensation plans(b)
Foreign currency forward contracts(a)

. . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . .

$11,004
2,959

$ — $11,004
2,959

—

$ —
—

Total liabilities at fair value . . . . . . . . . . . . . . . . . . . . . . . . .

$13,963

$ — $13,963

$ —

(a) We enter into foreign currency forward contracts to reduce the risk of foreign currency exposures resulting
from receivables, payables, intercompany receivables, intercompany payables and loans denominated in
foreign currencies. Foreign exchange contracts are valued using market exchange rates. These foreign
exchange contracts are not designated as hedges.

67

Notes to Consolidated Financial Statements — (Continued)

(b) Executive officers and other highly compensated employees may defer up to 100 percent of their salary and
annual cash incentive compensation and for executive officers, up to 90 percent of their long-term incentive
compensation, into various non-qualified deferred compensation plans. Deferrals can be allocated to various
market performance measurement funds. Changes in the value of compensation deferred under these plans
are recognized each period based on the fair value of the underlying measurement funds.

Fair value disclosures related to goodwill and indefinite-lived intangible assets are disclosed in Note 6.

Note 13 — Financial instruments

We operate internationally and enter into intercompany transactions denominated in foreign currencies.
Consequently, we are subject to market risk arising from exchange rate movements between the dates foreign
currency transactions occur and the dates they are settled. We regularly use foreign currency forward contracts to
reduce our risks related to most of these transactions. These contracts usually have maturities of 90 days or less
and generally require us to exchange foreign currencies for U.S. dollars at maturity, at rates stated in the
contracts. These contracts are not designated as hedging instruments under U.S. GAAP. Accordingly, the
changes in the fair value of the foreign currency forward contracts are recognized in each accounting period in
“other — net” on the Consolidated Statement of Income together with the transaction gain or loss from the
related balance sheet position. In 2017, we recognized net gains of $329 on foreign currency forward contracts
and net losses of $1,015 from the change in fair value of balance sheet positions. In 2016, we recognized net gains
of $2,317 on foreign currency forward contracts and net losses of $312 from the change in fair value of balance
sheet positions. In 2015, we recognized net losses of $3,866 on foreign currency forward contracts and net gains
of $3,862 from the change in fair value of balance sheet positions.

The following table summarizes, by currency, the contracts outstanding at October 31, 2017 and 2016:

Sell

Buy

Notional
Amounts

Fair Market
Value

Notional
Amounts

Fair Market
Value

October 31, 2017 contract amounts:

Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pound sterling . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese yen . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Australian dollar . . . . . . . . . . . . . . . . . . . . . . . . .
Hong Kong dollar . . . . . . . . . . . . . . . . . . . . . . .
Singapore dollar . . . . . . . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$144,611
45,252
24,904
193
—
794
5,413

$141,720
45,242
24,349
191
—
791
5,312

$ 78,253
54,204
28,358
8,185
100,131
12,681
51,930

$ 76,892
54,658
27,401
7,904
100,114
12,642
50,688

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$221,167

$217,605

$333,742

$330,299

October 31, 2016 contract amounts:

Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pound sterling . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese yen . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Australian dollar . . . . . . . . . . . . . . . . . . . . . . . . .
Hong Kong dollar . . . . . . . . . . . . . . . . . . . . . . .
Singapore dollar . . . . . . . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$107,860
36,692
31,844
380
1,702
1,031
1,863

$105,635
36,125
31,000
380
1,702
995
1,832

$ 51,377
37,473
23,998
8,096
79,516
12,062
32,511

$ 50,495
36,302
23,185
8,095
79,411
11,735
32,066

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$181,372

$177,669

$245,033

$241,289

68

Notes to Consolidated Financial Statements — (Continued)

We also use intercompany foreign currency transactions of a long-term investment nature to hedge the value of
investment in wholly-owned subsidiaries. For hedges of the net investment in foreign operations, realized and
unrealized gains and losses are shown in the cumulative translation adjustment account included in total
comprehensive income. For 2017 and 2016, net losses of $760 and net gains of $2,439, respectively, were
included in the cumulative translation adjustment account related to foreign denominated fixed-rate debt
designated as a hedge of net investment in foreign operations.

We are exposed to credit-related losses in the event of nonperformance by counterparties to financial instruments.
These financial instruments include cash deposits and foreign currency forward contracts. We periodically
monitor the credit ratings of these counterparties in order to minimize our exposure. Our customers represent a
wide variety of industries and geographic regions. As of October 31, 2017 and 2016, there were no significant
concentrations of credit risk.

The carrying amounts and fair values of financial instruments, other than receivables and accounts payable, are
shown in the table below. The carrying values of cash and cash equivalents, receivables and accounts payable
approximate fair value due to the short-term nature of these instruments.

2017

2016

Notes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . .
Long-term debt (including current portion)
Foreign currency forward contracts (net) . . . . . . . . . .

—
1,582,984
290

Carrying
Amount

Fair Value

—
1,587,920
290

Carrying
Amount

Fair
Value

2,141
980,864
(39)

2,141
992,060
(39)

We used the following methods and assumptions in estimating the fair value of financial instruments:

(cid:129) Notes payable are valued at their carrying amounts due to the relatively short period to maturity

of the instruments.

(cid:129) Long-term debt is valued by discounting future cash flows at currently available rates for borrowing
arrangements with similar terms and conditions, which are considered to be Level 2 inputs under the fair
value hierarchy. The carrying amount of long-term debt is shown net of unamortized debt issuance costs as
described in Note 10.

(cid:129) Foreign currency forward contracts are estimated using quoted exchange rates, which are considered to be

Level 2 inputs under the fair value hierarchy.

Note 14 — Capital shares

Preferred — We have authorized 10,000 Series A convertible preferred shares without par value. No preferred
shares were outstanding in 2017, 2016 or 2015.

Common — We have 160,000 authorized common shares without par value. At October 31, 2017 and 2016,
there were 98,023 common shares issued. At October 31, 2017 and 2016, the number of outstanding common
shares, net of treasury shares, was 57,715 and 57,307, respectively.

Common shares repurchased as part of publicly announced programs during 2017, 2016 and 2015 were as follows:

Year

Number of
Shares

Total
Amount

Average per
Share

2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—
447
5,360

—
$
$ 31,877
$381,598

$ —
$71.37
$71.19

69

Notes to Consolidated Financial Statements — (Continued)

Note 15 — Stock-based compensation

During the 2013 Annual Meeting of Shareholders, our shareholders approved the 2012 Stock Incentive and Award
Plan (the “2012 Plan”). The 2012 Plan provides for the granting of stock options, stock appreciation rights,
restricted stock, performance shares, stock purchase rights, stock equivalent units, cash awards and other stock or
performance-based incentives. A maximum of 2,900 common shares is available for grant under the Plan.

Stock options — Nonqualified or incentive stock options may be granted to our employees and directors.
Generally, options granted to employees may be exercised beginning one year from the date of grant at a rate not
exceeding 25 percent per year and expire 10 years from the date of grant. For grants made prior to
November 2012, vesting ceases upon retirement, death and disability, and unvested shares are forfeited. For
grants made during or after November 2012, in the event of termination of employment due to early retirement
or normal retirement at age 65, options granted within 12 months prior to termination are forfeited, and vesting
continues post retirement for all other unvested options granted. In the event of disability or death, all unvested
stock options fully vest. Termination for any other reason results in forfeiture of unvested options and vested
options in certain circumstances. The amortized cost of options is accelerated if the retirement eligibility date
occurs before the normal vesting date. Option exercises are satisfied through the issuance of treasury shares on a
first-in, first-out basis. We recognized compensation expense related to stock options of $9,326, $7,874 and
$8,772 for 2017, 2016 and 2015, respectively.

The following table summarizes activity related to stock options during 2017:

Number of
Options

Weighted-Average
Exercise Price
Per Share

Aggregate
Intrinsic
Value

Weighted-Average
Remaining
Term

Outstanding at October 31, 2016 . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited or expired . . . . . . . . . . . . . . . . . . . . . . . .

1,881
381
(316)
(24)

$ 58.41
$107.68
$ 45.13
$ 81.92

Outstanding at October 31, 2017 . . . . . . . . . . . . . . .

1,922

$ 70.08

$108,823

6.4 years

Vested at October 31, 2017 or expected to vest . . . . .
Exercisable at October 31, 2017 . . . . . . . . . . . . . . . .

1,905
999

$ 69.84
$ 54.23

$108,294
$ 72,357

6.4 years
4.7 years

Summarized information on currently outstanding options follows:

Range of Exercise Price

$14 — $28

$29 — $65

$66 — $125

Number outstanding . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted-average remaining contractual life, in years . . . . . . . . . .
Weighted-average exercise price . . . . . . . . . . . . . . . . . . . . . . . . . . .
Number exercisable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted-average exercise price . . . . . . . . . . . . . . . . . . . . . . . . . . .

139
1.6
$21.50
139
$21.50

516
4.1
$49.83
516
$49.83

1,267
7.9
$83.66
344
$74.09

As of October 31, 2017, there was $6,638 of total unrecognized compensation cost related to nonvested stock
options. That cost is expected to be amortized over a weighted average period of approximately 1.6 years.

70

Notes to Consolidated Financial Statements — (Continued)

The Black-Scholes option valuation model was developed for use in estimating the fair value of traded options
that have no vesting restrictions and are fully transferable. Option valuation models require the input of highly
subjective assumptions, including the expected stock price volatility. The fair value of each option grant was
estimated at the date of grant using the Black-Scholes option-pricing model with the following assumptions:

2017

2016

2015

Expected volatility . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected dividend yield . . . . . . . . . . . . . . . . . . . . . .
Risk-free interest rate . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . .
Expected life of the option (in years)

26.0%-29.2% 29.1%-30.4%
0.91%-1.17%
1.89%-2.06% 1.78%-1.90%

1.54%

5.4-6.2

5.4-6.2

30.3%-39.5%
1.06%-1.10%
1.57%-1.85%
5.4-6.1

The weighted-average expected volatility used to value options granted in 2017, 2016 and 2015 was 29.1 percent,
29.6 percent and 34.3 percent, respectively.

Historical information was the primary basis for the selection of the expected volatility, expected dividend yield
and the expected lives of the options. The risk-free interest rate was selected based upon yields of United States
Treasury issues with terms equal to the expected life of the option being valued.

The weighted average grant date fair value of stock options granted during 2017, 2016 and 2015 was $28.86,
$18.23 and $24.63, respectively.

The total
and $10,406, respectively.

intrinsic value of options exercised during 2017, 2016 and 2015 was $22,317, $17,271

Cash received from the exercise of stock options for 2017, 2016 and 2015 was $14,086, $11,476 and $5,372,
respectively. The tax benefit realized from tax deductions from exercises for 2017, 2016 and 2015 was $6,685,
$3,476 and $3,661, respectively.

Restricted shares and restricted share units — We may grant restricted shares and/or restricted share units to
our employees and directors. These shares or units may not be transferred for a designated period of time
(generally one to three years) defined at the date of grant.

For employee recipients, in the event of termination of employment due to early retirement, restricted shares
granted within 12 months prior to termination are forfeited, and other restricted shares vest on a pro-rata basis.
In the event of termination of employment due to normal retirement at age 65, restricted shares granted within
12 months prior to termination are forfeited, and, for other restricted shares, the restriction period will lapse and
the shares will vest and be transferable. Restrictions lapse in the event of a recipient’s disability or death.
Termination for any other reason prior to the lapse of any restrictions results in forfeiture of the shares.

For non-employee directors, all restrictions lapse in the event of disability or death. Termination of service as a
director for any other reason within one year of date of grant results in a pro-rata vesting of shares or units.

As shares or units are issued, deferred stock-based compensation equivalent to the fair market value on the date
of grant is expensed over the vesting period. Tax benefits arising from the lapse of restrictions are recognized
when realized and credited to capital in excess of stated value.

The following table summarizes activity related to restricted shares during 2017:

Number of
Shares

Weighted-Average
Grant Date Fair
Value Per Share

Restricted at October 31, 2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Restricted at October 31, 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

60
28
(4)
(26)

58

$ 73.56
$109.04
$ 72.25
$ 74.08

$ 90.38

71

Notes to Consolidated Financial Statements — (Continued)

As of October 31, 2017, there was $2,829 of unrecognized compensation cost related to restricted shares. The
cost is expected to be amortized over a weighted average period of 1.9 years. The amount charged to expense
related to restricted shares was $2,127, $1,963 and $1,840 in 2017, 2016 and 2015, respectively. These amounts
included common share dividends of $64, $60, and $51 in 2017, 2016 and 2015, respectively.

The following table summarizes activity related to restricted share units in 2017:

Number of
Units

Weighted-Average
Grant Date Fair
Value

Restricted share units at October 31, 2016 . . . . . . . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Restricted share units at October 31, 2017 . . . . . . . . . . . . . . . . . . . . . . .

0
10
(10)

0

$ —
$97.43
$97.43

$ —

As of October 31, 2017, there was no remaining expense to be recognized related to outstanding restricted share
units. The amount charged to expense related to restricted share units during 2017, 2016 and 2015 was $1,011,
$974 and $972, respectively.

Deferred directors’ compensation — Non-employee directors may defer all or part of their cash and
equity-based compensation until retirement. Cash compensation may be deferred as cash or as share equivalent
units. Deferred cash amounts are recorded as liabilities, and share equivalent units are recorded as equity.
Additional share equivalent units are earned when common share dividends are declared.

The following table summarizes activity related to director deferred compensation share equivalent units
during 2017:

Number of
Shares

Weighted-Average
Grant Date Fair
Value Per Share

Outstanding at October 31, 2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restricted stock units vested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividend equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Distributions

99
6
1
(5)

Outstanding at October 31, 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

101

$ 41.72
$ 97.60
$115.54
$ 26.89

$ 46.74

The amount charged to expense related to director deferred compensation was $106, $158 and $91 in 2017, 2016
and 2015, respectively.

Performance share incentive awards — Executive officers and selected other key employees are eligible to receive
common share-based incentive awards. Payouts, in the form of unrestricted common shares, vary based on the degree
to which corporate financial performance exceeds predetermined threshold, target and maximum performance goals
over three-year performance periods. No payout will occur unless threshold performance is achieved.

The amount of compensation expense is based upon current performance projections for each three-year period
and the percentage of the requisite service that has been rendered. The calculations are also based upon the grant
date fair value determined using the closing market price of our common shares at the grant date, reduced by the
implied value of dividends not to be paid. The per share values were $103.75 and $104.49 for 2017, $67.69 per
share for 2016 and $76.48 per share for 2015. The amounts charged to expense for executive officers and selected
other key employees in 2017, 2016 and 2015 were $7,398, $7,083 and $3,459, respectively. The cumulative
amount recorded in shareholders’ equity at October 31, 2017, and 2016 was $12,820 and $10,951, respectively.

72

Notes to Consolidated Financial Statements — (Continued)

Deferred compensation — Our executive officers and other highly compensated employees may elect to defer up
to 100 percent of their base pay and cash incentive compensation and, for executive officers, up to 90 percent of
their share-based performance incentive award payout each year. Additional share units are credited for quarterly
dividends paid on our common shares. Expense related to dividends paid under this plan was $264, $219 and
$179 for 2017, 2016 and 2015, respectively.

Shares reserved for future issuance — At October 31, 2017, there were 2,781 of common shares reserved for
future issuance through the exercise of outstanding options or rights.

Note 16 — Operating segments and geographic area data

We conduct business in three primary operating segments: Adhesive Dispensing Systems, Advanced Technology
Systems, and Industrial Coating Systems. The composition of segments and measure of segment profitability is
consistent with that used by our chief operating decision maker. The primary measure used by the chief operating
decision maker for purposes of making decisions about allocating resources to the segments and assessing
performance is operating profit, which equals sales less cost of sales and certain operating expenses. Items below
the operating profit line of the Consolidated Statement of Income (interest and investment income, interest
expense and other income/expense) are excluded from the measure of segment profitability reviewed by our chief
operating decision maker and are not presented by operating segment. The accounting policies of the segments
are generally the same as those described in Note 1, Significant Accounting Policies.

No single customer accounted for 10 percent or more of sales in 2017, 2016 or 2015.

The following table presents information about our reportable segments:

Adhesive
Dispensing
Systems

Advanced
Technology
Systems

Industrial
Coating
Systems

Corporate

Total

Year ended October 31, 2017

Net external sales . . . . . . . . . . . . . . . . . . . $916,019
29,118
Depreciation and amortization . . . . . . . .
253,580(a)
Operating profit (loss) . . . . . . . . . . . . . . .
Identifiable assets(e)
794,699
. . . . . . . . . . . . . . . . .
35,310
Expenditures for long-lived assets . . . . . .

$ 897,623
49,535
228,062(b)

1,718,844
21,135

$253,340
5,559
43,991
120,458
9,108

$

— $2,066,982
90,854
457,702
3,424,941
71,558

6,642
(67,931)
790,940(d)
6,005

Year ended October 31, 2016

Net external sales . . . . . . . . . . . . . . . . . . . $879,573
28,294
Depreciation and amortization . . . . . . . .
229,143(a)
Operating profit (loss) . . . . . . . . . . . . . . .
Identifiable assets(e)
751,153
. . . . . . . . . . . . . . . . .
17,407
Expenditures for long-lived assets . . . . . .

$ 676,329
29,649
159,531(b)

1,080,711
18,967

$253,092
5,041
43,511(c)
140,169
17,357

$

— $1,808,994
70,304
388,431
2,435,675
60,851

7,320
(43,754)
463,642(d)
7,120

Year ended October 31, 2015

Net external sales . . . . . . . . . . . . . . . . . . . $836,066
28,097
Depreciation and amortization . . . . . . . .
195,902(a)
Operating profit (loss) . . . . . . . . . . . . . . .
Identifiable assets(e)
734,145
. . . . . . . . . . . . . . . . .
12,880
Expenditures for long-lived assets . . . . . .

$ 593,858
25,430
120,940(b)

1,021,221
36,182

$258,742
4,973
41,458(c)
130,421
5,112

$

— $1,688,666
65,194
317,730
2,370,509
62,087

6,694
(40,570)
484,722(d)
7,913

(a) Includes $2,618, $7,800 and $7,972 of severance and restructuring costs in 2017, 2016 and 2015, respectively.
(b) Includes $(180), $1,054 and $3,060 of severance and restructuring costs in 2017, 2016 and 2015, respectively.
(c) Includes $1,921 and $379 of severance and restructuring costs in 2016 and 2015, respectively.

73

Notes to Consolidated Financial Statements — (Continued)

(d) Corporate assets are principally cash and cash equivalents, deferred income taxes, capital leases, headquarter
facilities, the major portion of our enterprise management system, and intangible assets. Amounts for the
years 2015 and 2016 have been adjusted to reflect the retrospective application of our reclassification of debt
issuance costs upon the adoption of a new accounting standard, as described in Note 2.

(e) Operating segment identifiable assets include notes and accounts receivable net of customer advance
payments and allowance for doubtful accounts, inventories net of reserves, property, plant and equipment net
of accumulated depreciation and goodwill.

We have significant sales and long-lived assets in the following geographic areas:

2017

2016

2015

Net external sales

United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Americas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia Pacific . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 647,657
147,026
530,812
147,189
594,298

$ 531,117
124,657
503,869
122,054
527,297

$ 529,893
129,325
462,565
107,797
459,086

Total net external sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$2,066,982

$1,808,994

$1,688,666

Long-lived assets

United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Americas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia Pacific . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 216,352
1,552
98,921
5,939
23,647

$ 209,959
1,730
23,943
6,408
31,089

$ 187,212
1,735
21,231
5,876
33,886

Total long-lived assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 346,411

$ 273,129

$ 249,940

A reconciliation of total segment operating profit to total consolidated income before income taxes is as follows:

2017

2016

2015

Total profit for reportable segments . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest and investment income . . . . . . . . . . . . . . . . . . . . . .
Other-net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$457,702
(36,601)
1,124
(1,934)

$388,431
(21,322)
728
657

$317,730
(18,104)
558
678

Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . .

$420,291

$368,494

$300,862

A reconciliation of total assets for reportable segments to total consolidated assets is as follows:

2017

2016

2015

Total assets for reportable segments . . . . . . . . . . . . . . . . . . .
Customer advance payments . . . . . . . . . . . . . . . . . . . . . . . .
Eliminations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$3,424,941
34,654
(45,056)

$2,435,675
26,175
(41,267)

$2,370,509
22,884
(35,079)

Total consolidated assets . . . . . . . . . . . . . . . . . . . . . . . . . . .

$3,414,539

$2,420,583

$2,358,314

74

Notes to Consolidated Financial Statements — (Continued)

Note 17 — Supplemental information for the statement of cash flows

2017

2016

2015

Cash operating activities:

Interest paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income taxes paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Non-cash investing and financing activities:

Capitalized lease obligations incurred . . . . . . . . . . . . . . . . . . . . .
Capitalized lease obligations terminated . . . . . . . . . . . . . . . . . .
Shares acquired and issued through exercise of stock options . .

$

$

36,450
118,096

6,509
670
170

$

$

23,423
102,592

5,639
1,033
212

$

$

17,312
72,175

5,562
672
445

Note 18 — Quarterly financial data (unaudited)

2017:
Sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross margin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings per share:

First

Second

Third

Fourth

$407,470
225,138
49,988

$496,137
275,512
64,523

$589,438
326,265
101,456

$573,938
312,088
79,835

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

0.87
0.86

1.12
1.11

1.76
1.74

1.38
1.37

2016:
Sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross margin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings per share:

$372,220
196,907
41,161

$437,592
248,405
70,601

$489,899
273,220
84,214

$509,283
274,967
75,867

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

0.72
0.72

1.24
1.23

1.48
1.46

1.33
1.31

The sum of the per-share amounts for the four quarters may not always equal the annual per-share amounts due
to differences in the average number of shares outstanding during the respective periods. The sum of other
amounts for the four quarters may not always equal the annual amounts due to rounding.

During the fourth quarter of 2017, we recorded pre-tax severance and restructuring costs of $1,017 and we
recorded pre-tax acquisition costs of $391 related to the acquisition of Vention.

During the third quarter of 2017, we recorded pre-tax severance and restructuring costs of $703 and we recorded
pre-tax acquisition costs of $865 related to Vention.

During the second quarter of 2017, we recorded pre-tax severance and restructuring costs of $491 and we
recorded pre-tax acquisition costs of $13,415 related Vention. As a result, our income tax provision for the
second quarter included a discrete tax expense of $2,600 related to nondeductible acquisition costs.

During the first quarter of 2017, we recorded pre-tax severance and restructuring costs of $227.

During the fourth quarter of 2016, we recorded pre-tax severance and restructuring costs of $6,411.

During the third quarter of 2016, we recorded pre-tax severance and restructuring costs of $1,714 and we
recorded other expense of $2,722 related to the reversal of an indemnification asset resulting from the effective
settlement of a tax exam. Additionally, our income tax provision for the third quarter included a discrete tax
benefit of $1,651 related to the effective settlement of a tax exam.

75

Notes to Consolidated Financial Statements — (Continued)

During the second quarter of 2016, we recorded pre-tax severance and restructuring costs of $1,633.
Additionally, we recorded other income of $800 related to a favorable litigation settlement and a $1,192 favorable
adjustment to unrecognized tax benefits related to the effective settlement of a tax exam. Furthermore, our
income tax provision for the second quarter included a discrete tax benefit of $1,136 related to the effective
settlement of a tax exam.

During the first quarter of 2016, we recorded pre-tax severance and restructuring costs of $1,017.

On December 18, 2015, the Protecting Americans from Tax Hikes Act of 2015 was enacted which retroactively
reinstated the Federal Research and Development Tax Credit (Federal R&D Tax Credit) as of January 1, 2015, and
made it permanent. As a result, our income tax provision for the three months ended January 31, 2016 includes a
discrete tax benefit of $2,025 primarily related to 2015. Additionally, our income tax provision for the first quarter
included a discrete tax benefit of $6,184 related to dividends paid from previously taxed foreign earnings.

Note 19 — Contingencies

We are involved in pending or potential litigation regarding environmental, product liability, patent, contract,
employee and other matters arising from the normal course of business. Including the environmental matter
discussed below, it is our opinion, after consultation with legal counsel, that resolutions of these matters are not
expected to result in a material effect on our financial condition, quarterly or annual operating results or cash flows.

We have voluntarily agreed with the City of New Richmond, Wisconsin and other Potentially Responsible
Parties to share costs associated with the remediation of the City of New Richmond municipal landfill (the
“Site”) and the construction of a potable water delivery system serving the impacted area down gradient of the
Site. At October 31, 2017 and October 31, 2016, our accrual for the ongoing operation, maintenance and
monitoring obligation at the Site was $472 and $516, respectively. The liability for environmental remediation
represents management’s best estimate of the probable and reasonably estimable undiscounted costs related to
known remediation obligations. The accuracy of our estimate of environmental liability is affected by several
uncertainties such as additional requirements that may be identified in connection with remedial activities, the
complexity and evolution of environmental laws and regulations, and the identification of presently unknown
remediation requirements. Consequently, our liability could be greater than our current estimate. However, we do
not expect that the costs associated with remediation will have a material adverse effect on our financial condition
or results of operations.

76

Management’s Report on Internal Control Over Financial Reporting

The management of Nordson Corporation is responsible for establishing and maintaining adequate internal
control over financial reporting.

Using criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in
Internal Control-Integrated Framework (2013 framework), Nordson’s management assessed the effectiveness of
our internal control over financial reporting as of October 31, 2017.

We completed the acquisitions of ACE Production Technologies, Inc. (“ACE”), Plas-Pak Industries, Inc.
(“Plas-Pak”), InterSelect GmbH (“InterSelect”) and Vention Medical’s Advanced Technologies (“Vention”) on
January 3, 2017, February 1, 2017, February 16, 2017 and March 31, 2017, respectively. As permitted by SEC
guidance, the scope of our evaluation of internal control over financial reporting as of October 31, 2017 did not
include the internal control over financial reporting of ACE, Plas-Pak, InterSelect and Vention. The results of
ACE, Plas-Pak, InterSelect and Vention are included in our consolidated financial statements from the date each
business was acquired. The combined total assets of ACE, Plas-Pak, InterSelect and Vention represented
26 percent of our total assets at October 31, 2017. The combined net sales and net income of ACE, Plas-Pak,
InterSelect and Vention represented 6 percent of our consolidated net sales and 4 percent of our net
income for 2017.

Based on our assessment, management concluded that our internal control over financial reporting was effective
as of October 31, 2017.

The independent registered public accounting firm, Ernst & Young LLP, has also audited the effectiveness of
our internal control over financial reporting as of October 31, 2017. Their report is included herein.

/s/ MICHAEL F. HILTON

/s/ GREGORY A. THAXTON

President and Chief Executive Officer
December 15, 2017

Senior Vice President, Chief Financial Officer
December 15, 2017

77

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders of Nordson Corporation

We have audited Nordson Corporation’s internal control over financial reporting as of October 31, 2017, based
on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (2013 framework) (the COSO criteria). Nordson Corporation’s
management is responsible for maintaining effective internal control over financial reporting, and for its
assessment of the effectiveness of internal control over financial reporting included in the accompanying
Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion
on the company’s internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board
(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether effective internal control over financial reporting was maintained in all material respects. Our audit
included obtaining an understanding of internal control over financial reporting, assessing the risk that a material
weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the
assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe
that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. A company’s internal control over financial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that receipts and expenditures of the company are being made
only in accordance with authorizations of management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the
company’s assets that could have a material effect on the financial statements.

its inherent limitations,

Because of
internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.

As indicated in the accompanying Management’s Report on Internal Control Over Financial Reporting,
management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did
not include the internal controls of ACE Production Technologies, Inc., Plas-Pak Industries, Inc., InterSelect
GmbH and Vention Medical’s Advanced Technologies, which are included in the 2017 consolidated financial
statements of Nordson Corporation and on a combined basis constituted 26% of
total assets as of
October 31, 2017 and 6% of net sales and 4% of net income for the year then ended. Our audit of internal control
over financial reporting of Nordson Corporation also did not include an evaluation of the internal control over
financial reporting of ACE Production Technologies, Inc., Plas-Pak Industries, Inc., InterSelect GmbH and
Vention Medical’s Advanced Technologies.

In our opinion, Nordson Corporation maintained, in all material respects, effective internal control over financial
reporting as of October 31, 2017 based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board
(United States), the consolidated balance sheets of Nordson Corporation as of October 31, 2017 and 2016 and
the related consolidated statements of income, comprehensive income, shareholders’ equity, and cash flows for
each of the three years in the period ended October 31, 2017 of Nordson Corporation and our report dated
December 15, 2017 expressed an unqualified opinion thereon.

Cleveland, Ohio
December 15, 2017

78

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders of Nordson Corporation

We have audited the accompanying consolidated balance sheets of Nordson Corporation as of October 31, 2017
and 2016, and the related consolidated statements of income, comprehensive income, shareholders’ equity, and
cash flows for each of the three years in the period ended October 31, 2017. Our audits also included the
financial statement schedule listed in the Index at Item 15(a). These financial statements and schedule are the
responsibility of the Company’s management. Our responsibility is to express an opinion on these financial
statements and schedule based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board
(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated
financial position of Nordson Corporation at October 31, 2017 and 2016, and the consolidated results of its
operations and its cash flows for each of the three years in the period ended October 31, 2017, in conformity with
U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule,
when considered in relation to the basic financial statements taken as a whole, presents fairly in all material
respects the information set forth therein.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board
(United States), Nordson Corporation’s internal control over financial reporting as of October 31, 2017, based on
criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (2013 framework) and our report dated December 15, 2017
expressed an unqualified opinion thereon.

Cleveland, Ohio
December 15, 2017

79

Item 9. Changes in and Disagreements with Accountants on Accounting and

Financial Disclosure

None.

Item 9A. Controls and Procedures

(a) Evaluation of disclosure controls and procedures. Our management, with the participation of the principal
executive officer (president and chief executive officer) and the principal financial officer (senior vice president
and chief financial officer), has reviewed and evaluated our disclosure controls and procedures (as defined in the
Securities Exchange Act Rule 13a-15e) as of October 31, 2017. Based on that evaluation, our management,
including the principal executive and financial officers, has concluded that our disclosure controls and procedures
were effective as of October 31, 2017 in ensuring that information required to be disclosed in the reports that we
file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within
the time periods specified in the SEC’s rules and forms and is accumulated and communicated to our
management, including the principal executive officer and the principal financial officer, as appropriate to allow
timely decisions regarding required disclosure.

(b) Management’s report on internal control over financial reporting. The Report of Management on Internal
Control over Financial Reporting and the Report of Independent Registered Public Accounting Firm thereon are
set forth in Part II, Item 8 of this Annual Report on Form 10-K.

(c) Changes in internal control over reporting. There were no changes in our internal controls over financial
reporting that occurred during the fourth quarter of 2017 that have materially affected, or are reasonably likely to
materially affect, our internal control over financial reporting.

Item 9B. Other Information

None.

PART III

Item 10. Directors, Executive Officers and Corporate Governance

The information required by this Item is incorporated by reference to the captions “Election of Directors Whose
Terms Expire in 2021” and “Section 16(a) Beneficial Ownership Reporting Compliance” of our definitive Proxy
Statement for the 2018 Annual Meeting of Shareholders. Information regarding Audit Committee financial
experts is incorporated by reference to the caption “Election of Directors Whose Terms Expire in 2021” of our
definitive Proxy Statement for the 2018 Annual Meeting of Shareholders.

Our executive officers serve for a term of one year from date of election to the next organizational meeting of the
board of directors and until their respective successors are elected and qualified, except in the case of death,
resignation or removal. Information concerning executive officers is contained in Part I of this report under the
caption “Executive Officers of the Company.”

We have adopted a code of ethics and business conduct for all employees and directors, including the principal
executive officer, other executive officers, principal finance officer and other finance personnel. A copy of the
code of ethics is available free of charge on our Web site at http://www.nordson.com/en/our-company/
corporate-governance. We intend to satisfy our disclosure requirement under Item 5.05 of Form 8-K regarding
any amendment to or waiver of a provision of our code of ethics and business conduct that applies to our principal
executive officer, principal financial officer, principal accounting officer or controller or persons performing
similar functions and that relates to any element of the code of ethics definition enumerated in Item 406(b) of
Regulation S-K by posting such information on our Web site.

80

Item 11. Executive Compensation

The information required by this Item is incorporated by reference to the “Executive Compensation Discussion
and Analysis” section of the definitive Proxy Statement for the 2018 Annual Meeting of Shareholders, along with
the sections captioned “Directors Compensation,” “Summary Compensation Table,” “Grants of Plan-Based
Awards,” “Outstanding Equity Awards at October 31, 2017,” “Stock Option Exercises and Stock Vested Tables,”
“Pension Benefits Table,” “Nonqualified Deferred Compensation” and “Potential Benefits Upon Termination” in
our definitive Proxy Statement for the 2018 Annual Meeting of Shareholders.

Item 12. Security Ownership of Certain Beneficial Owners and Management and

Related Stockholder Matters

The information required by this Item is incorporated by reference to the caption “Security Ownership of
Nordson Common Shares by Directors, Director Nominees, Executive Officers and Large Beneficial Owners” in
our definitive Proxy Statement for the 2018 Annual Meeting of Shareholders.

Equity Compensation Table

The following table sets forth information regarding equity compensation plans in effect as of October 31, 2017:

Plan category

Equity compensation plans approved by

security holders . . . . . . . . . . . . . . . . . . . . .
Equity compensation plans not approved by
security holders . . . . . . . . . . . . . . . . . . . . .

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Number of securities to be
issued upon exercise of
outstanding options,
warrants and rights

Weighted-average
exercise price of
outstanding options,
warrants and rights

Number of securities
remaining available for
future issuance under
equity compensation plans
(excluding securities
reflected in first reporting
column)

1,922

—

1,922

$70.08

—

$70.08

2,900

—

2,900

Item 13. Certain Relationships and Related Transactions, and Director Independence

The information required by this Item is incorporated by reference to the caption “Review of Transactions with
Related Persons” in our definitive Proxy Statement for the 2018 Annual Meeting of Shareholders.

Item 14. Principal Accountant Fees and Services

The information required by this Item is incorporated by reference to the caption “Fees Paid to Ernst & Young
LLP” in our definitive Proxy Statement for the 2018 Annual Meeting of Shareholders.

81

PART IV

Item 15. Exhibits and Financial Statement Schedule

The following are filed as part of this report:

(a) 1. Financial Statements
The following financial statements are included in Part II, Item 8:

Consolidated Statements of Income for each of the three years in the period ended October 31, 2017

Consolidated Statements of Comprehensive Income for each of
October 31, 2017

the three years in the period ended

Consolidated Balance Sheets as of October 31, 2017 and October 31, 2016

Consolidated Statements of Shareholders’ Equity for each of
October 31, 2017

the three years

in the period ended

Consolidated Statements of Cash Flows for each of the three years in the period ended October 31, 2017

Notes to Consolidated Financial Statements

Reports of Independent Registered Public Accounting Firm

(a) 2. Financial Statement Schedule
Schedule II Valuation and Qualifying Accounts and Reserves for each of the three years in the period ended
October 31, 2017.

No other consolidated financial statement schedules are presented because the schedules are not required, because
the required information is not present or not present in amounts sufficient to require submission of the schedule,
or because the information required is included in the financial statements, including the notes thereto.

(a) 3. Exhibits
The exhibits listed on the accompanying index to exhibits are filed as part of this Annual Report on Form 10-K.

82

NORDSON CORPORATION

Index to Exhibits
(Item 15(a) (3))

Description

Plan of Acquisition, Reorganization or Arrangement
Agreement and Plan of Merger, dated as of February 20, 2017, by and among Nordson Corporation,
Viking Merger Corp., Vention Medical Holdings, Inc. and VMHI Rep Services, LLC (incorporated
herein by reference to Exhibit 2.1 to Registrant’s Form 8-K dated April 5, 2017)**
First Amendment to Agreement and Plan of Merger, dated as of March 30, 2017, by and among
Nordson Corporation, Viking Merger Corp., Vention Medical Holdings, Inc. and VMHI Rep
Services, LLC (incorporated herein by reference to Exhibit 2.2 to Registrant’s Form 8-K dated
April 5, 2017)
Articles of Incorporation and By-Laws
1989 Amended Articles of Incorporation
Certificate of Amendment to 1989 Amended Articles of Incorporation
1998 Amended Regulations (incorporated herein by reference to Exhibit 3-b to Registrant’s Annual
Report on Form 10-K for the year ended October 31, 2016)
Instruments Defining the Rights of Security Holders, including indentures
Amended and Restated Note Purchase and Private Shelf Agreement for $200 million between Nordson
Corporation and New York Life Investment Management LLC dated as of September 30, 2016
(incorporated herein by reference to Exhibit 4-b to Registrant’s Annual Report on Form 10-K for the
year ended October 31, 2016)
Master Note Purchase Agreement dated July 26, 2012 between Nordson Corporation and the
purchasers listed therein (incorporated herein by reference to Exhibit 4.2 to Registrant’s Quarterly
Report on Form 10-Q for the quarter ended July 31, 2012)
Credit Agreement dated August 6, 2014 by and among Nordson Corporation, PNC Bank National
Association and PNC Capital Markets LLC (incorporated herein by reference to Exhibit 10.3 to
Registrant’s Quarterly Report on Form 10-Q for the quarter ended July 31, 2014)
Second Amended and Restated Credit Agreement dated February 20, 2015 between Nordson
Corporation and various financial institutions (incorporated herein by reference to Exhibit 4.1 to
Registrant’s Form 8-K dated February 26, 2015)
$200 million Term Loan Facility Agreement dated April 10, 2015 between Nordson Corporation
and PNC Bank National Association (incorporated herein by reference to Exhibit 4.2 to Registrant’s
Quarterly Report on Form 10-Q for the quarter ended April 30, 2015)
Master Note Purchase Agreement dated July 28, 2015 between Nordson Corporation and the
purchasers listed therein (incorporated herein by reference to Exhibit 4.1 to Registrant’s Quarterly
Report on Form 10-Q for the quarter ended July 31, 2015)
First Amendment and Joinder to Term Loan Agreement, dated as of March 31, 2017, by and among
Nordson Corporation, the lenders party thereto and PNC Bank, National Association, as
administrative agent and lender, and Term Loan Agreement, dated as of February 21, 2017, by and
among Nordson Corporation, the lenders party thereto, PNC Bank, National Association, as lender
and administrative agent, the joint lead arrangers and joint bookrunners party thereto, the
co-syndication agents party thereto and the co-documentation agents party thereto (incorporated
herein by reference to Exhibit 4.1 to Registrant’s Form 8-K dated April 5, 2017)
Material Contracts
Nordson Corporation 2005 Deferred Compensation Plan (incorporated herein by reference to
Exhibit 10-b-1 to Registrant’s Annual Report on Form 10-K for the year ended October 31, 2016)*

83

Exhibit
Number

(2)
2-a

2-b

(3)
3-a
3-a-1
3-b

(4)
4-b

4-e

4-g

4-h

4-i

4-j

4-k

(10)
10-b-1

Exhibit
Number

10-b-2

10-b-3

10-c

10-c-1

10-c-2

10-d-1

10-d-2
10-d-3

10-e-1

10-e-2

10-e-3

10-g-1

10-g-2

10-g-3

10-g-4

10-g-5

Index to Exhibits — (Continued)

Description

Nordson Corporation 2005 Deferred Compensation Plan (as Amended and Restated Effective
January 1, 2009) (incorporated herein by reference to Exhibit 10-b-2 to Registrant’s Annual Report
on Form 10-K for the year ended October 31, 2014)*
First Amendment to the Nordson Corporation 2005 Deferred Compensation Plan (incorporated
herein by reference to Exhibit 10.1 to Registrant’s Quarterly Report on Form 10-Q for the quarter
ended April 30, 2016)
Resolution of Board of Directors Authorizing Execution of Indemnification Agreements
(incorporated herein by reference to Exhibit 10-c to Registrant’s Annual Report on Form 10-K for
the year ended October 31, 2013)*
Form of Indemnity Agreement between the Registrant and Directors, effective November 1, 2016
(incorporated herein by reference to Exhibit 10-c-1 to Registrant’s Annual Report on Form 10-K for
the year ended October 31, 2016)*
Form of Indemnity Agreement between the Registrant and Executive Officers, effective
November 1, 2016 (incorporated herein by reference to Exhibit 10-c-2 to Registrant’s Annual Report
on Form 10-K for the year ended October 31, 2016)*
First Amendment to Nordson Corporation Excess Defined Contribution Retirement Plan
(incorporated herein by reference to Exhibit 10-d-1 to Registrant’s Annual Report on Form 10-K for
the year ended October 31, 2012)*
Nordson Corporation 2005 Excess Defined Contribution Benefit Plan*
Nordson Corporation 2005 Excess Defined Contribution Retirement Plan (as Amended and
Restated Effective January 1, 2009) (incorporated herein by reference to Exhibit 10-d-3 to
Registrant’s Annual Report on Form 10-K for the year ended October 31, 2014)*
Second Amendment to Nordson Corporation Excess Defined Benefit Pension Plan (incorporated
herein by reference to Exhibit 10-e-1 to Registrant’s Annual Report on Form 10-K for the year
ended October 31, 2012)*
Nordson Corporation 2005 Excess Defined Benefit Pension Plan (incorporated herein by reference to
Exhibit 10-e-2 to Registrant’s Annual Report on Form 10-K for the year ended October 31, 2016)*
Nordson Corporation 2005 Excess Defined Benefit Pension Plan (as Amended and Restated
Effective January 1, 2009) (incorporated herein by reference to Exhibit 10-e-3 to Registrant’s Annual
Report on Form 10-K for the year ended October 31, 2014)*
Amended and Restated Nordson Corporation 2004 Long-Term Performance Plan (incorporated
herein by reference to Exhibit 10-g-1 to Registrant’s Annual Report on Form 10-K for the year
ended October 31, 2013)*
Nordson Corporation 2012 Stock Incentive and Award Plan (incorporated by reference to Exhibit
10.1 to Registrant’s Form 8-K dated March 4, 2013)*
Nordson Corporation 2012 Stock Incentive and Award Plan, Form of Notice of Award — Key
Employees (as amended November 24, 2014) (incorporated herein by reference to Exhibit 10-g-3 to
Registrant’s Annual Report on Form 10-K for the year ended October 31, 2014)*
Nordson Corporation 2012 Stock Incentive and Award Plan, Form of Notice of Award — Executive
Officers (as amended November 24, 2014) (incorporated herein by reference to Exhibit 10-g-4 to
Registrant’s Annual Report on Form 10-K for the year ended October 31, 2014)*
Nordson Corporation 2012 Stock Incentive and Award Plan, Directors’ Deferred Compensation
Sub-Plan (incorporated herein by reference to Exhibit 10-g-5 to Registrant’s Annual Report on
Form 10-K for the year ended October 31, 2013)*

84

Exhibit
Number

10-g-6

10-g-7
10-h

10-h-1

10-i

10-j

10-m

10-n

10-o

10-p

10-q

10-r

10-s

Index to Exhibits — (Continued)

Description

Nordson Corporation 2012 Stock Incentive and Award Plan, Directors’ Deferred Compensation
Sub-Plan, Form of Notice of Award (incorporated herein by reference to Exhibit 10-g-6 to
Registrant’s Annual Report on Form 10-K for the year ended October 31, 2013)*
Amended and Restated Nordson Corporation Directors’ Deferred Compensation Sub-Plan*
Assurance Trust Agreement between Nordson Corporation and Key Trust Company of Ohio, N.A.
amended and restated as of January 22, 2014 (incorporated herein by reference to Exhibit 10.1 to
Registrant’s Quarterly Report on Form 10-Q for the quarter ended January 31, 2014)
Form of Change in Control Retention Agreement between the Registrant and Executive Officers
(incorporated herein by reference to Exhibit 10-h-1 to Registrant’s Annual Report on Form 10-K for
the year ended October 31, 2014)*
Compensation Committee Rules of the Nordson Corporation 2004 Long Term Performance Plan
governing directors’ deferred compensation (incorporated herein by reference to Exhibit 10-i to
Registrant’s Annual Report on Form 10-K for the year ended October 31, 2016)*
Compensation Committee Rules of the Nordson Corporation Amended and Restated Nordson
Corporation 2004 Long Term Performance Plan governing directors’ deferred compensation
(incorporated herein by reference to Exhibit 10-j to Registrant’s Annual Report on Form 10-K for
the year ended October 31, 2016)*
Employment Agreement between Registrant and Michael F. Hilton (incorporated herein by
reference to Exhibit 10-m to Registrant’s Annual Report on Form 10-K for the year ended
October 31, 2015)*
Employment Agreement (Change in Control Retention Agreement) between Registrant and
Michael F. Hilton (incorporated herein by reference to Exhibit 10-n to Registrant’s Annual Report
on Form 10-K for the year ended October 31, 2015)*
Supplemental Retirement Agreement between the Registrant and Michael F. Hilton (incorporated
herein by reference to Exhibit 10-o to Registrant’s Annual Report on Form 10-K for the year ended
October 31, 2016)*
Stock Purchase Agreement by and among VP Acquisition Holdings, Inc., the Stockholders of VP
Acquisition Holdings, Inc., the Option holders of VP Acquisition Holdings, Inc., American Capital,
Ltd., as Securityholder Representative, and Nordson Corporation dated as of July 15, 2011
(incorporated herein by reference to Exhibit 10-p to Registrant’s Annual Report on Form 10-K for
the year ended October 31, 2016)
Stock Purchase Agreement dated May 18, 2012 by and among Nordson Corporation and Bertram
Growth Capital I, Bertram Growth Capital II, Bertram Growth Capital II-A, and EDI Holdings,
Inc. (incorporated herein by reference to Exhibit 10.1 to Registrant’s Quarterly Report on Form
10-Q for the quarter ended July 31, 2012)
Agreement and Plan of Merger by and among Xaloy Superior Holdings, Inc., Nordson Corporation,
Buckeye Merger Corp. and Sellers’ Representative dated as of June 2, 2012 (incorporated herein by
reference to Exhibit 10.2 to Registrant’s Quarterly Report on Form 10-Q for the quarter ended
July 31, 2012)
Sale and Purchase Agreement dated July 16, 2013 relating to Kreyenborg and BKG between
Mr. Jan-Udo Kreyenborg, Kreyenborg Verwaltungen und Beteiligungen GmbH & Co. KG,
Kreyenborg Verwaltungs-GmbH and Nordson Corporation (incorporated herein by reference to
Exhibit 10.1 to Registrant’s Quarterly Report on Form 10-Q for the quarter ended July 31, 2013)

85

Exhibit
Number

10-u

(21)
(23)
31.1

31.2

32.1

32.2

99-a
101

Index to Exhibits — (Continued)

Description

Agreement and Plan of Merger by and among Avalon Laboratories Holding Corp., Nordson
Medical Corporation, Arriba Merger Corp., American Capital Equity III, LP, as Securityholders’
Representative and for the limited purposes set forth herein, Nordson Corporation, dated as of
August 1, 2014 (incorporated herein by reference to Exhibit 10.2 to Registrant’s Quarterly Report on
Form 10-Q for the quarter ended July 31, 2014)
Subsidiaries of the Registrant
Consent of Independent Registered Public Accounting Firm
Certification pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934 by the
Chief Executive Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Certification pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934 by the
Chief Financial Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Certification of CEO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
Certification of CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
Form S-8 Undertakings
The following financial information from Nordson Corporation’s Annual Report on Form 10-K for the
year ended October 31, 2017, formatted in Extensible Business Reporting Language (XBRL): (i) the
Consolidated Statements of Income for the years ended October 31, 2017, 2016 and 2015, (ii) the
Consolidated Statements of Comprehensive Income for the years ended October 31, 2017, 2016 and
2015 (iii) the Consolidated Balance Sheets at October 31, 2017 and 2016, (iv) the Consolidated
Statements of Changes in Shareholders’ Equity for the years ended October 31, 2017, 2016 and 2015,
(v) the Consolidated Statements of Cash Flows for the years ended October 31, 2017, 2016 and 2015,
and (vi) Notes to Consolidated Financial Statements.

*

Indicates management contract or compensatory plan, contract or arrangement in which one or more
directors and/or executive officers of Nordson Corporation may be participants.

** Certain exhibits and schedules have been omitted and the Registrant agrees to furnish supplementally to the

Securities and Exchange Commission a copy of any omitted exhibits and schedules upon request.

Item 16. Form 10-K Summary

None.

86

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Signatures

Date: December 15, 2017

NORDSON CORPORATION

By: /s/ GREGORY A. THAXTON

Gregory A. Thaxton
Senior Vice President, Chief Financial Officer

87

Signatures — (Continued)

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below hereby
constitutes and appoints Gregory A. Thaxton as his or her true and lawful attorney-in-fact and agent with full
power to act alone, for him or her and in his or her name, place and stead, in any and all capacities, to sign any
and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and all
other documents in connection therewith, with the Securities and Exchange Commission, granting unto said
attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and
necessary to be done in and about the premises, as fully to all intents and purposes as he might or could do in
person, hereby ratifying and confirming all that said attorney-in-fact and agent, may lawfully do or cause to be
done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the
following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Signatures

Title

Date

/s/ MICHAEL F. HILTON

Michael F. Hilton

/s/ GREGORY A. THAXTON

Gregory A. Thaxton

Director, President and Chief Executive
Officer (Principal Executive Officer)

December 15, 2017

Senior Vice President, Chief Financial
Officer (Principal Financial Officer)
(Principal Accounting Officer)

December 15, 2017

/s/

JOSEPH P. KEITHLEY

Chairman of the Board

December 15, 2017

Joseph P. Keithley

/s/ LEE C. BANKS

Lee C. Banks

Director

December 15, 2017

/s/ RANDOLPH W. CARSON

Director

December 15, 2017

Randolph W. Carson

/s/ ARTHUR L. GEORGE, JR.

Director

December 15, 2017

Arthur L. George, Jr.

/s/ FRANK M. JAEHNERT

Director

December 15, 2017

Frank M. Jaehnert

/s/ MICHAEL J. MERRIMAN, JR.

Director

December 15, 2017

Michael J. Merriman, Jr.

/s/ MARY G. PUMA

Mary G. Puma

Director

December 15, 2017

/s/ VICTOR L. RICHEY, JR.

Director

December 15, 2017

Victor L. Richey, Jr.

88

Schedule II — Valuation and Qualifying Accounts and Reserves

Allowance for Doubtful Accounts
2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventory Obsolescence and Other Reserves
2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Balance at
Beginning
of Year

$ 4,487
$ 4,502
$ 5,535

$26,744
$28,230
$29,324

Charged to
Expense

Deductions

Currency
Effects

Balance
at End
of Year

1,014
1,867
4,030

9,487
6,719
8,888

773
945
349

6,741
6,096
4,530

(226) $ 4,502
$ 5,535
111
$ 9,791
575

(1,260) $28,230
471
$29,324
(542) $33,140

89

Exhibit 21
NORDSON CORPORATION
Subsidiaries of the Registrant

The following table sets forth the subsidiaries of the Registrant (each of which is included in the Registrant’s
consolidated financial statements), and the jurisdiction under the laws of which each subsidiary was organized:

Name

UNITED STATES:
Nordson ASYMTEK, Inc.
Nordson MARCH, Inc
Nordson DAGE, Inc.
Nordson SELECT, Inc.
Nordson YESTECH, Inc.
LinkTech Quick Couplings, Inc.
Value Plastics, Inc.
Plas-Pak Industries, Inc.
VP Acquisition Holding, Inc.
Xaloy Holdings, Inc.
Nordson Xaloy Incorporated
Xaloy Extrusion LLC dba Nordson Xaloy Incorporated
Nordson Extrusion Dies Industries, LLC
Xaloy Superior Holdings, Inc.
Avalon Laboratories Holding Corp.
Avalon Laboratories, LLC
Vention Medical Holdings, Inc.
Vention Medical Acquisition Co.
Vention Medical Design and Development, Inc.
J and M Laboratories, Inc.
Micromedics, Inc.
Vention Medical Advanced Components (MN) LLC
Vention Medical Advanced Components, Inc.
Nordson U.S. Trading Company
Nordson England L.L.C.
Nordson Medical Corporation
Spirex Corporation dba Nordson Xaloy Incorporated
Nordson Pacific, Inc.
Nordson Advanced Technology LLC
Nordson Atlantic LLC
Realty Land Conservancy III LLC
Nordson Xaloy Incorporated
New Castle Industries, Inc. dba Nordson Xaloy Incorporated
Nordson EFD LLC
EFD International, Inc.
Vention Medical Advanced Components (TN) LLC
EDI Holdings, Inc.

Jurisdiction
of Incorporation

California
California
California
California
California
California
Colorado
Connecticut
Delaware
Delaware
Delaware
Delaware
Delaware
Delaware
Delaware
Delaware
Delaware
Delaware
Delaware
Georgia
Minnesota
Minnesota
New Hampshire
Ohio
Ohio
Ohio
Ohio
Ohio
Ohio
Ohio
Ohio
Ohio
Pennsylvania
Rhode Island
Rhode Island
Tennessee
Wisconsin

90

Name

Jurisdiction
of Incorporation

INTERNATIONAL:
Nordson Australia Pty. Limited
Nordson Pacific, Inc. Australian Representative Office
Nordson Osterreich GmbH
Nordson Benelux S.A./N.V.
Nordson do Brasil Industria e Comercio Ltda.
Nordson Canada Limited
Nordson (China) Co., Ltd.
Dage Test Systems (Suzhou) Co. Ltd.
Suzhou Nordson Electronics Equipment., Co., Ltd. fka Dage

Trading (Suzhou) Co. Ltd.

Nordson PPS (Shanghai) Co. Ltd. fka Nordson Extrusion Dies

Industries (Shanghai) Co. Ltd.

Nordson China Business Trust
Matrix (Suzhou) Trading Co., Ltd.
Nordson (Shanghai) Business Consulting Co., Ltd.
PDMC Branch Company of Nordson (China) Ltd.
Nordson PPS (Shanghai) Representative Office
Nordson Andina Limitada
Nordson CS, spol.s.r.o.
Nordson Danmark A/S
Nordson Finland Oy
Nordson France S.A.S.
Dosage 2000 S.A.R.L
Nordson Deutschland GmbH
Nordson Engineering GmbH
Dage Deutschland GmbH
Nordson Holdings S.à r.l. & Co. KG
Nordson Xaloy Europe GmbH
Nordson PPS GmbH fka Nordson Kreyenborg GmbH
Nordson BKG GmbH
Nordson Germania Ltd. & Co. KG
Matrix Technologies GmbH
Nordson SELECT GmbH
Nordson Asia Pacific, Ltd.
Ligonia Limited
Macaria Limited
Nordson Advanced Technology (Hong Kong) Ltd.
Nordson India Private Limited
Nordson S.E. Asia (Pte.) Limited, Indonesia Representative

Office

Chartview Investments Limited
Vention Medical Ireland Limited
Vention Medical Israel Ltd.
Vention Medical Israel Advanced Components, Inc.
CardioNiti Ltd.
Great Aspirations Ltd.
SafePass Vascular Ltd.
MedKardia Ltd.
Score It Ltd.
Nordson Italia S.p.A.
Nordson Xaloy Italia S.r.l.

91

Australia
Australia
Austria
Belgium
Brazil
Canada
China
China

China

China
China
China
China
China
China
Colombia
Czech Republic
Denmark
Finland
France
France
Germany
Germany
Germany
Germany
Germany
Germany
Germany
Germany
Germany
Germany
Hong Kong
Hong Kong
Hong Kong
Hong Kong
India

Indonesia
Ireland
Ireland
Israel
Israel
Israel
Israel
Israel
Israel
Israel
Italy
Italy

Name

INTERNATIONAL:
Nordson K.K.
Nordson Advanced Technology (Japan) K.K. fka Dage Japan

Co., Ltd.

Nordson Xaloy K.K.
Nordson European Holdings Luxembourg S.à r.l.
Nordson S.à r.l.
Nordson Luxembourg S.à r.l.
Nordson (Malaysia) Sdn. Bhd.
Nordson de Mexico, S.A. de C.V.
Nordson Benelux B.V.
Nordson B.V.
Nordson Dima B.V. fka Dima Group B.V.
Nordson New Zealand
Nordson Norge A/S
Nordson Polska Sp.z.o.o.
Nordson Portugal Equipamento Industrial, Lda.
Nordson Russia Limited Liability Company
Nordson S.E. Asia (Pte.) Ltd.
Nordson Advanced Technology (Singapore) Pte. Ltd. fka Dage

(SEASIA) Pte. Ltd

Nordson Advanced Technology International Pte. Ltd.
Matrix Inspection Systems, Pte. Ltd.
Primount Singapore Pte. Ltd.
Nordson SA (Pty) Limited
Nordson Korea
Nordson Iberica, S.A.
Nordson AB
Nordson (Schweiz) A.G.
Nordson Advanced Technology LLC (Taiwan Branch)
Nordson Xaloy Asia (Thailand) Ltd.
Nordson (U.K.) Limited
Dage Holdings Limited
Dage Pension Trustees Limited
Dage Precision Industries Limited
YDX Limited 2010 fka Nordson London Limited
Primount LLP
Majority Kingdom Investment Limited
Minority Kingdom Investment Limited
Nordson International de Venezuela, CA
Representative Office of Nordson S.E. Asia (Pte.) Limited in

Ho Chi Minh City

Jurisdiction
of Incorporation

Japan

Japan
Japan
Luxembourg
Luxembourg
Luxembourg
Malaysia
Mexico
The Netherlands
The Netherlands
The Netherlands
New Zealand
Norway
Poland
Portugal
Russia
Singapore

Singapore
Singapore
Singapore
Singapore
South Africa
South Korea
Spain
Sweden
Switzerland
Taiwan
Thailand
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
United Kingdom
Venezuela

Vietnam

92

Exhibit 23
NORDSON CORPORATION
Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the following Registration Statements:

1. Registration Statement (Form S-8 No. 333-167406) pertaining to the Nordson Employees’ Savings

Trust Plan and Nordson Hourly-Rated Employees’ Savings Trust Plan;

2. Registration Statement (Form S-8 No. 33-18309) pertaining to the Nordson Employees’ Savings

Trust Plan;

3. Registration Statement (Form S-8 No. 33-33481) pertaining to the Nordson Hourly-Rated

Employees’ Savings Trust Plan;

4. Registration Statement (Form S-8 No. 333-119399) pertaining to the Nordson Corporation 2004

Long-Term Performance Plan; and

5. Registration Statement (Form S-8 No. 333-188980) pertaining to the Nordson Corporation 2012

Stock Incentive and Award Plan

of our reports dated December 15, 2017, with respect to the consolidated financial statements and schedule of
Nordson Corporation and the effectiveness of internal control over financial reporting of Nordson Corporation
included in this Annual Report (Form 10-K) of Nordson Corporation for the year ended October 31, 2017.

Cleveland, Ohio
December 15, 2017

93

Certifications
Exhibit 31.1
CERTIFICATION PURSUANT TO RULE 13a-14(a)/15d-14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002

I, Michael F. Hilton, certify that:

1. I have reviewed this Annual Report on Form 10-K of Nordson Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to
state a material fact necessary to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report,
fairly present in all material respects the financial condition, results of operations and cash flows of the registrant
as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures
to be designed under our supervision, to ensure that material information relating to the registrant, including
its consolidated subsidiaries, is made known to us by others within those entities, particularly during the
period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this
report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that
occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of
an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s
internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of
internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board
of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over
financial reporting that are reasonably likely to adversely affect the registrant’s ability to record, process,
summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a

significant role in the registrant’s internal control over financial reporting.

Date: December 15, 2017

/s/ MICHAEL F. HILTON

Michael F. Hilton
President and Chief Executive Officer

94

Exhibit 31.2
CERTIFICATION PURSUANT TO RULE 13a-14(a)/15d-14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002

I, Gregory A. Thaxton, certify that:

1. I have reviewed this Annual Report on Form 10-K of Nordson Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to
state a material fact necessary to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report,
fairly present in all material respects the financial condition, results of operations and cash flows of the registrant
as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures
to be designed under our supervision, to ensure that material information relating to the registrant, including
its consolidated subsidiaries, is made known to us by others within those entities, particularly during the
period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this
report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that
occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of
an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s
internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of
internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board
of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over
financial reporting that are reasonably likely to adversely affect the registrant’s ability to record, process,
summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a

significant role in the registrant’s internal control over financial reporting.

Date: December 15, 2017

/s/ GREGORY A. THAXTON

Gregory A. Thaxton
Senior Vice President, Chief Financial Officer

95

Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Nordson Corporation (the “Company”) on Form 10-K for the year
ended October 31, 2017, as filed with the Securities and Exchange Commission on the date hereof (the
“Report”), I, Michael F. Hilton, president and chief executive officer of the Company, certify, pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities

Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial

condition and results of operations of the Company.

December 15, 2017

/s/ MICHAEL F. HILTON

Michael F. Hilton
President and Chief Executive Officer

96

Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Nordson Corporation (the “Company”) on Form 10-K for the year
ended October 31, 2017, as filed with the Securities and Exchange Commission on the date hereof (the
“Report”), I, Gregory A. Thaxton, senior vice president, chief financial officer of the Company, certify, pursuant
to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities

Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial

condition and results of operations of the Company.

December 15, 2017

/s/ GREGORY A. THAXTON

Gregory A. Thaxton
Senior Vice President, Chief Financial Officer

97

E X E C U T I V E   O F F I C E R S

Michael F. 
Hilton

President and  
Chief Executive Officer

Gregory A. 
Thaxton

James E.  
DeVries

Senior Vice President,  
Chief Financial Officer

Vice President, Global  
Continuous Improvement

Shelly M.  
Peet

Vice President,  
Human Resources

Robert E.  
Veillette

Vice President,  
General Counsel and Secretary

John J. 
Keane

Gregory P. 
Merk

Senior Vice President,  
Operations

Senior Vice President,  
Operations

Stephen P.  
Lovass

Vice President,  
Operations

Jeffrey A.  
Pembroke

Vice President,  
Operations

Joseph  
Stockunas

Vice President,  
Operations

B O A R D   O F   D I R E C T O R S

Chairman  
Joseph P. 
Keithley

Retired Chairman,  
President and Chief  
Executive Officer, 
Keithley Instruments, Inc. 
Committees: 2, 3 Chair, 4

1   Audit Committee 

2   Compensation Committee 

3   Executive Committee 

4  

 Governance and  

Nominating Committee

Lee C. 
Banks

President and  
Chief Operating Officer,  
Parker Hannifin Corporation 
Committee: 2

Randolph W. 
Carson

Arthur L.  
George, Jr. 

Michael F. 
Hilton

Retired Executive Officer,  
Eaton Corporation 
Committees: 1, 4

Retired Senior Vice President, 
Texas Instruments Inc. 
Committee: 1

President and  
Chief Executive Officer 
Committee: 3

Frank M.  
Jaehnert

Retired President and  
Chief Executive Officer,  
Brady Corporation 
Committee: 1

Michael J. 
Merriman, Jr.

Operating Advisor,  
Resilience Capital  
Partners LLC 
Committees: 1 Chair, 3

Mary G.  
Puma

Victor L.  
Richey, Jr.

President and  
Chief Executive Officer,  
Axcelis Technologies, Inc. 
Committees: 2 Chair, 3, 4

Chairman, President and  
Chief Executive Officer,  
ESCO Technologies, Inc. 
Committees: 2, 4 Chair

44%  F Y17 SALE S

44%  FY17 SALES

A D H E S I V E   D I S P E N S I N G   S Y S T E M S

A D V A N C E D   T E C H N O L O G Y   S Y S T E M S

Product
Lines

Packaging  
Systems

Nonwoven  
Systems

Product Assembly 
Systems

Polymer Processing  
Systems

Nordson  
ASYMTEK

Nordson  
MARCH

Test and  
Inspection

Automated  
adhesive  
dispensing  
equipment used  
in paper-based  
packaging for  
food, beverage, 
pharmaceutical  
and related  
industries

Dispensing,  
coating and  
laminating systems 
for applying  
adhesives, lotions, 
liquids and fibers  
to disposable  
hygiene products  
and continuous  
roll goods

Dispensing, coating 
and laminating 
systems for the 
assembly of plastic, 
metal and wood 
products, for paper 
and paperboard  
converting  
applications,  
and for the  
manufacturing  
of continuous  
roll goods

Precision  
components for 
plastic extrusion, 
injection molding,  
recycling,  
compounding and 
polymerization 
processes in a  
wide range of  
applications

Automated  
dispensing  
systems for  
high-speed,  
accurate  
application of  
a broad range  
of attachment,  
protection and  
coating fluids

Automated gas 
plasma treatment 
systems used  
to clean and  
condition  
surfaces for the  
semiconductor,  
medical and  
printed circuit  
board industries

Bond testing, x-ray 
inspection, and 
automated optical 
inspection for yield 
enhancement and 
quality assurance 
in electronics 
manufacturing. 
Includes Nordson 
DAGE, MATRIX 
and YESTECH 
brands 

Key  Appli cations
& Ma rkets

•  Beverage straw 

•  Adult  

and spout  
attachment 
•  Convenience 

food  
packaging

incontinence 
products

•  Baby diapers  

and child  
training pants

•  Corrugated box 

•  Medical  

products,  
surgical drapes  
and gowns

•  Feminine hygiene  

products
•  Tissues  

and towels

sealing

•  Case and  

sift-proof sealing

•  Container and 
bottle labeling

•  Pallet  

stabilization

•  Tamper evident 

closure

Growth
Driv ers

•  Increased  

•  Baby diaper/ 

consumption of 
packaged foods  
in emerging 
markets

•  Technology  

upgrades and 
recapitalization 
of large installed 
base 

•  Emergence of 
new OEMs in 
emerging  
markets 

• Product tiering

feminine  
hygiene product 
penetration  
in emerging 
markets 

•  Technology  

upgrades and 
recapitalization 
of large installed 
base 

•  Emergence of 
new OEMs in 
emerging  
markets 

• Product tiering

•  Appliances
•  Building and  
construction

• Electronics
•  Furniture
•  Solar energy
•  Vehicle  

components
•  Windows and 

doors 

•  Bags, sacks,  
envelopes,  
folding cartons

• Bookbinding

•  Building  
products
•  Consumer 

goods
•  Flexible  

packaging

•  Medical
•  Transportation  
and aerospace

•  Plastic  

compounding  
and recycling

•  Mobile phones, 

tablets, flat panel 
displays, LEDs  
and electronic 
components
•  PCs, netbooks  
and notebooks 

•  Printed circuit 
boards and 
semi-conductor 
packaging
•  Automotive  
electronics

•  Medical devices
•  Energy

•  Electronics
•  Hard disk drives
•  Printed circuit 

boards
•  Semi- 

conductors

•  Medical  

instruments
•  Wafer level  
packaging

•  Printed  

circuit board  
assemblies
•  Advanced  

semi-conductor 
packaging 

•  Wafer level test 
and inspection

•  LEDs
• Research

•  Replacement  
of mechanical 
fasteners with  
adhesives
•  Growth in  

structural PUR 
reactive hot 
melts for stronger 
bonds and  
greater efficiency

•  Building and  
construction

•  Rapid growth  

of flexible  
packaging 

•  Increased use  
of lightweight,  
durable plastics  
in electronics,  
medical devices,  
and vehicles 
•  Building and  
construction 

•  Proliferation of 
mobile devices

•  Smaller  

devices with  
complex chip  
architectures 
•  Conversion of  

wire bonded chips 
to flip chips 
•  Expansion of 
electronics  
in consumer and 
industrial devices 
• Internet of things
• Product tiering

•  Flexible  

substrates

•  Higher density 
interconnects

•  Plasma  

deposited  
coatings

•  Internet of things

•  Complex chip  
architectures
•  Proliferation of 
mobile devices 

•  Expansion  

of electronics  
in consumer  
and industrial 
devices 

•  Greater need for 
product quality  
and integrity 

•  Internet of things 

44%  FY 17 SALES

12%  FY17 SALE S

A D V A N C E D   T E C H N O L O G Y   S Y S T E M S

I N D U S T R I A L   C O A T I N G   S Y S T E M S

Nordson DIMA & 
Nordson SELECT

Nordson  
EFD

Nordson  
MEDICAL

Powder Coating 
Systems

Container  
Coating Systems

Liquid Finishing 
Systems

Cold Material  
Systems

UV Curing  
Systems

Automated and 
semi-automated 
equipment for hot 
bar bonding and 
selective soldering 
applications in 
electronics and 
related industries

Precision manual  
and automated  
dispensers and  
disposable  
components for 
applying controlled 
amounts of  
adhesives,  
sealants, lubricants 
and other  
assembly fluids

Balloons, catheters 
and other minimally 
invasive devices. 
Single-use fittings,  
connectors, 
valves, syringes, 
tips and tubing for 
controlling fluids in 
medical equipment 
and procedures

Automated and 
manual dispensing  
systems used 
to apply powder 
paints and  
coatings to a  
variety of metal, 
plastic and wood 
products

Automated and 
manual dispensing  
and curing systems  
used to treat  
and cure food  
and beverage  
containers

Automated and 
manual dispensing  
systems used to  
apply liquid paints  
and coatings to 
consumer  
and industrial  
products

Ultraviolet  
equipment used  
in curing and  
drying operations  
for coatings,  
paints and other 
materials

Products and  
systems for  
dispensing single 
and multiple  
component  
adhesive and  
sealant materials  
in general industrial 
and transportation 
applications

•  Aerospace and 

automotive

•  LEDs
•  Medical devices
•  Mobile devices
•  Solar energy
•  Printed circuit 

board assembly 
•  Semi-conductors

•  Animal health
•  Building &  
construction

•  Consumer goods
•  Electronics
•  Food and  
beverage
•  Industrial  
assembly
•  Life sciences
•  Photo-voltaics 

and solar energy

•  Anesthesia
•  Bone grafts
•  Blood  

management 
•  Cardiovascular 

surgery

•  Neurovascular
•  Ophthalmic 

surgery 

•  Pulmonology
•  Spinal cord 
stimulation

• Transportation

•  Wound healing

•  Agriculture,  

construction,  
lawn and garden  
equipment
•  Appliances
• General metal
•  Home and office 
furniture, wood 
and metal  
shelving 
•  Pipe coating
•  Vehicle  

components 

•  Can marking and  

•  Automotive  

identification

•  Can neck  
lubrication
•  Compound  

can end lining
•  Inside container 

coating

•  Metal tubes
•  Score repair

components  
and wheels
•  Construction
•  Decorative  
hardware

•  General metal 

finishing

•  Glass bottle  

coating

•  Metal drums
•  Wood doors,  
cabinets and  
molding 

•  Aerospace
•  Alternative energy
•  Appliances
•  Automotive
• Composites
• Construction
• Electronics
• Medical

•  Electronics
•  Plastic  

containers
• Plastic film
•  Semi-conductor  

equipment 
•  Wood and  

medium density  
fiberboard

•  Proliferation of 
mobile devices 

•  Expansion of 
electronics in 
consumer and 
industrial devices  
•  Internet of things 

•  Expansion of  
electronics in  
consumer and  
industrial  
devices 

•  Replacement  
of mechanical  
fasteners with  
adhesives and  
assembly fluids 

•  Growth and  

sophistication of 
medical device 
assembly

•  Expansion of 
solar energy 

•  Growth in  

animal health 
applications

•  Aging  

populations 
•  Geographic  
expansion
•  Health care 

improvement in 
emerging markets

•  New and  
minimally  
invasive surgical  
procedures 

•  OEM  

outsourcing
•  Single-use  
products  
for sanitary  
reasons

•  Environmental 
advantages  
of powder  
coatings

•  Productivity  
investments  
and lean  
manufacturing 

•  Consumer  
demand for  
customized  
products

•  Growing oil and 
gas production 

•  Growth of  
agriculture  
related  
equipment

•  Building and  
construction
•  Consumer  
demand for  
customized 
products

•  Productivity  
investments  
and lean  
manufacturing 

•  Can  

innovations 
•  Technology  
innovations 

•  Emerging  

applications in 
glass, plastic  
and aerosol  
containers
•  Productivity  
investments  
and lean  
manufacturing 

•  Replacement  
of mechanical  
fasteners with 
adhesives
•  Increased  
bonding of  
dissimilar  
materials
•  Continued  
penetration  
of emerging 
markets

•  Productivity  
investments  
and lean  
manufacturing

•  Expansion  

of electronics  
in consumer  
and industrial 
devices and  
innovations  
in semi- 
conductors 
•  Opportunities  

in plastic  
decorating  
and related  
applications
•  Productivity  
investments  
and lean  
manufacturing

Nordson Corporation strives to be a vital, self-renewing,  

worldwide organization which, within the framework of ethical  

behavior and enlightened citizenship, grows and produces wealth  

for our customers, employees, shareholders and communities.  

Nordson operates to create balanced, long-term benefits for all  

our constituencies. 

Founded in 1954, we engineer, manufacture and market  

differentiated products and systems used for precision dispensing 

and control of adhesives, polymers, coatings, lubricants, sealants, 

fluids and biomaterials, with related products for testing and  

inspection, and surface treatment. We serve customers in a diverse 

set of consumer durable goods, non-durable goods and technology 

end markets.

We support our products and systems with application expertise 

and a direct global sales and service organization. Headquartered in 

Westlake, Ohio, with direct operations in nearly 40 countries, we are 

everywhere our customers need us. 

Our principal facilities are located in Brazil, Germany, Ireland, Israel, 

Japan, Mexico, the Netherlands, the People’s Republic of China, 

Thailand, the United Kingdom and the USA. 

Nordson Corporation 
28601 Clemens Road

Westlake, Ohio  

44145-4551 USA 

Nasdaq: NDSN

+1.440.892.1580

www.nordson.com

Twitter: @Nordson_Corp

Facebook.com/Nordson