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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 20122015 Commission file number 0-1402
LINCOLN ELECTRIC HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Ohio 34-1860551
(State or other jurisdiction of
incorporation or organization)
 (I.R.S. Employer Identification No.)
   
22801 St. Clair Avenue, Cleveland, Ohio 44117
(Address of principal executive offices) (Zip Code)
(216) 481-8100
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Common Shares, without par value The NASDAQ Stock Market LLC
(Title of each class) (Name of each exchange on which registered)
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 þ    No ¨
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 ¨    No þ
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ    No ¨
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 þ    No ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) 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 þ
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
þ Large accelerated filer
 
¨ Accelerated filer
 
¨ Non-accelerated filer
 (Do not check if a smaller reporting company)
 
¨ Smaller reporting company
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨    No þ
The aggregate market value of the common shares held by non-affiliates as of June 30, 20122015 was $3,558,724,932$4,448,640,206 (affiliates, for this purpose, have been deemed to be Directors and Executive Officers of the Company and certain significant shareholders).
The number of shares outstanding of the registrant's common shares as of December 31, 20122015 was 82,944,81770,693,389.
DOCUMENTS INCORPORATED BY REFERENCE
Part III of this Annual Report on Form 10-K incorporates by reference certain information from the registrant's definitive proxy statement to be filed on or about March 22, 2013 with respect to the registrant's 20132016 Annual Meeting of Shareholders.
 




PART I
ITEM 1. BUSINESS
General
As used in this Annual Report on Form 10-K, the term "Company," except as otherwise indicated by the context, means Lincoln Electric Holdings, Inc. and its wholly-owned and majority-owned subsidiaries for which it has a controlling interest. The Lincoln Electric Company began operations in 1895 and was incorporated under the laws of the State of Ohio in 1906. During 1998, The Lincoln Electric Company reorganized into a holding company structure, and Lincoln Electric Holdings, Inc. became the publicly-held parent of Lincoln Electric subsidiaries worldwide, including The Lincoln Electric Company.
The Company is one of only a few worldwide broad-line manufacturers of welding, cutting and brazing products. Welding products include arc welding power sources, plasma cutters, wire feeding systems, robotic welding packages, integrated automation systems, fume extraction equipment, consumable electrodes, fluxes and fluxes.welding accessories. The Company's product offering also includes computer numeric controlled ("CNC") plasma and oxy-fuel cutting systems and regulators and torches used in oxy-fuel welding, cutting and brazing. In addition, the Company has a leading global position in the brazing and soldering alloys market.
The arc welding power sources and wire feeding systems manufactured by the Company range in technology from basic units used for light manufacturing and maintenance to highly sophisticated robotic applications for high volume production welding and fabrication. Three primary types of arc welding electrodes are produced: (1) coated manual or stick electrodes; (2) solid electrodes produced in coil, reel or drum forms for continuous feeding in mechanized welding; and (3) cored electrodes produced in coil form for continuous feeding in mechanized welding.
The Company has, through wholly-owned subsidiaries or joint ventures, manufacturing facilities located in the United States, Australia, Brazil, Canada, China, Colombia, France, Germany, India, Indonesia, Italy, Mexico, the Netherlands, Poland, Portugal, Russia, Turkey, the United Kingdom and Venezuela,Venezuela.
As of which 34 are ISO 9001 certified.
The Company has aligned itsDecember 31, 2015, the Company's business units were aligned into five operating segments to enhance the utilization of the Company's worldwide resources and global end user and sourcing initiatives.segments. The operating segments consist of North America Welding, Europe Welding, Asia Pacific Welding, South America Welding and The Harris Products Group. The North America Welding segment primarily includes welding operations in the United States, Canada and Mexico. The Europe Welding segment includes welding operations in Europe, Russia, Africa and Africa.the Middle East. The other two welding segments includeAsia Pacific Welding segment primarily includes welding operations in Asia PacificChina and Australia. The South America respectively. The fifthWelding segment primarily includes welding operations in Brazil, Colombia and Venezuela. The Harris Products Group includes the Company's global cutting, soldering and brazing businesses as well as the retail business in the United States. See Note 5 to the Company's consolidated financial statements for segment and geographic area information, which is incorporated herein by reference.
During the first quarter of 2016, the Company realigned its organizational and leadership structure. The new structure will allow for further integration of operational and product development processes across regions and support growth strategies. In accordance with this organizational change, beginning with quarterly reporting for the three months ended March 31, 2016, the Company will report three operating segments as follows: Americas Welding, International Welding, and The Harris Products Group.
Customers
The Company's products are sold in both domestic and international markets. In North America, products are sold principally through industrial distributors, retailers and also directly to users of welding products. Outside of North America, the Company has an international sales organization comprised of Company employees and agents who sell products from the Company's various manufacturing sites to distributors and product users.
The Company's major end-user markets include:
general metal fabrication,
power generation and process industry,
structural steel construction (buildings and bridges),
heavy equipment fabrication (farming, mining and rail),
shipbuilding,
automotive,
pipe mills and pipelines, and
offshore oil and gas exploration and extraction.

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The Company is not dependent on a single customer or a few customers and no individual customer currently accounts for more than ten percent of total Net sales. However, the loss of a large customer could have an adverse effect on the Company's business. The Company's operating results are sensitive to changes in general economic conditions. The arc welding and cutting industry is generally a mature industry in developed markets such as North America and Western Europe and is cyclical in nature. Overall demand for arc welding and cutting products is largely determined by economic cycles and the level of capital spending in manufacturing and other industrial sectors. The Company experiences some variability in reported period-to-period results as demand for the Company's products are mildly seasonal with generally higher demand in the second and

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third quarters. See "Item 1A. Risk Factors" for further discussion regarding risks associated with customers, general economic conditions and demand.
Competition
Conditions in the arc welding and cutting industry are highly competitive. The Company believes it is the world's largest manufacturer of consumables and equipment with relatively few major broad-line competitors worldwide, but numerous smaller competitors in specific geographic markets. The Company continues to pursue strategies to heighten its competitiveness in domestic and international markets, which includes positioning low cost manufacturing facilities in most geographical markets. Competition in the arc welding and cutting industry is based on brand preference, product quality, price, performance, warranty, delivery, service and technical support. The Company believes its performance against these factors has contributed to the Company's position as the leader in the industry.
Most of the Company's products may be classified as standard commercial articles and are manufactured for stock. The Company believes it has a competitive advantage in the marketplace because of its highly trained technical sales force and the support of its welding research and development staff to assist customers in optimizing their welding applications. This allows the Company to introduce its products to new users and to establish and maintain close relationships with its customers. This close relationship between the technical sales force and the direct customers, together with its supportive relationship with its distributors, who are particularly interested in handling the broad range of the Company's products, is an important element of the Company's market success and a valuable asset of the Company.
Raw Materials
The principal raw materials essential to the Company's business are steel, electronic components, engines, brass, copper, silver, aluminum alloys and various chemicals, all of which are normally available for purchase in the open market.
Patents and Trademarks
The Company holds many valuable patents, primarily in arc welding, and has increased the application process as research and development has progressed in both the United States and major international jurisdictions. The Company believes its trademarks are an important asset and aggressively pursues brand management.
Environmental Regulations
The Company's facilities are subject to environmental regulations. To date, compliance with these environmental regulations has not had a material adverse effect on the Company's earnings. The Company is ISO 14001 certified at most significant manufacturing facilities in North America and Europe and is progressing towards certification at its remaining facilities worldwide. In addition, the Company is ISO 9001 certified at nearly all38 facilities worldwide.
International Operations
The Company conducts a significant amount of its business and has a number of operating facilities in countries outside the United States. As a result, the Company is subject to business risks inherent to non-U.S. activities, including political uncertainty, import and export limitations, exchange controls and currency fluctuations.
Research and Development
Research activities, which the Company believes provide a competitive advantage, relate to the development of new products and the improvement of existing products. Research activities are Company-sponsored. Refer to Note 1 to the Company's consolidated financial statements with respect to total costs of research and development, which is incorporated herein by reference.
Employees
The number of persons employed by the Company worldwide at December 31, 20122015 was approximately 10,000. See "Part I, Item 1C" for information regarding the Company's executive officers, which is incorporated herein by reference.

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Website Access
The Company's website, www.lincolnelectric.com, is used as a channel for routine distribution of important information, including news releases and financial information. The Company posts its filings as soon as reasonably practicable after they are electronically filed with, or furnished to, the SEC, including annual, quarterly and current reports on Forms 10-K, 10-Q and 8-K; proxy statements; and any amendments to those reports or statements. The Company also posts its Code of Corporate Conduct and Ethics on its website. All such postings and filings are available on the Company's website free of charge. In addition, this website allows investors and other interested persons to sign up to automatically receive e-mail alerts when news releases and financial information is posted on the website. The SEC also maintains a website, www.sec.gov, that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC. The

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content on any website referred to in this Annual Report on Form 10-K is not incorporated by reference into this Annual Report unless expressly noted.

ITEM 1A. RISK FACTORS
From time to time, information we provide, statements by our employees or information included in our filings with the SEC may contain forward-looking statements that are not historical facts. Those statements are "forward-looking" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally can be identified by the use of words such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," "forecast," "guidance" or words of similar meaning. Actual results may differ materially from such statements due to a variety of factors that could adversely affect the Company's operating results. Forward-looking statements, and our future performance, operating results, financial position and liquidity, are subject to a variety of factors that could materially affect results, including those risks described below. Any forward-looking statements made in this report or otherwise speak only as of the date of the statement, and, except as required by law, we undertake no obligation to update those statements. Comparisons of results for current and any prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data.
In the ordinary course of our business, we face various strategic, operating, compliance and financial risks. These risks could have a material impact on our business, financial condition, operating results and cash flows.
Our Enterprise Risk Management ("ERM") process seeks to identify and address significant risks. Our ERM process is a company-wide initiative that is designed with the intent of prioritizing risks and assigningallocating appropriate consideration forresources to address such risks. We use the integrated risk framework of the Committee of Sponsoring Organizations to assess, manage and monitor risks.
Management has identified and prioritized critical risks based on the severity and likelihood of each risk and assigned an executive to address each major identified risk area and lead action plans to monitor and mitigate risks, where possible. Our Board of Directors provides oversight of the ERM process and systematically reviews identified critical risks. The Audit Committee also reviews major financial risk exposures and the steps management has taken to monitor and control them.
Our goal is to pro-actively manage risks in a structured approach and in conjunction with the strategic planning process, with the intent to preserve and enhance shareholder value. However, these and other risks and uncertainties could cause our results to vary materially from recent results or from our anticipated future results. The risk factors and uncertainties described below, together with information incorporated by reference or otherwise included elsewhere in this Annual Report on Form 10-K, should be carefully considered. Additional risks and uncertainties of which we are currently unaware or that we currently believe to be immaterial may also adversely affect our business.
General economic and market conditions may adversely affect the Company'sour financial condition, results of operations and access to capital markets.
The Company'sOur operating results are sensitive to changes in general economic conditions. Further recessionary economic cycles, higher interest rates, inflation, higher labor costs, trade barriers in the world markets, financial turmoil related to sovereign debt and changes in tax laws or other economic factors affecting the countries and industries in which we do business could adversely affect demand for the Company's products, thereby impactingour products. An adverse change in demand could impact our results of operations, collection of accounts receivable and our expected cash flow generation from current and acquired businesses, which may adversely impact our financial condition and access to capital markets.

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Economic and supply disruptions associated with events beyond our control, such as war, acts of terror, political unrest, public health concerns,pandemic, labor disputes or natural disasters could adversely affect our supply chain and distribution channels or result in loss of sales and customers.
Our facilities and operations, and the facilities and operations of our suppliers and customers, could be disrupted by events beyond our control, such as war, political unrest, public health concerns,pandemic, labor disputes or natural disasters. Any such disruption could cause delays in the production and distribution of our products and the loss of sales and customers. Insurance proceeds may not adequately compensate the Company for the losses.

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Availability of and volatility in energy costs or raw material prices may adversely affect our performance.
In the normal course of business, we are exposed to market risks related to the availability of and price fluctuations in the purchase of energy and commodities used in the manufacture of our products (primarily steel, brass, copper, silver, aluminum alloys, electronic components, electricity and natural gas). The availability and prices for energy costs and raw materials, including steel, nonferrous metals and chemicals, are subject to volatility and are influenced by worldwide economic conditions, speculative action, world supply and demand balances, inventory levels, availability of substitute materials, currency exchange rates, our competitors' production costs, anticipated or perceived shortages and other factors. The price of steel used to manufacture our products has experienced periods of significant price volatility and has been subject to periodic shortages due to global economic factors. We have also experienced substantial volatility in prices for other raw materials, including nonferrous metals, chemicals and energy costs.
Increases in the cost of raw materials and components may adversely affect our profitability if we are unable to pass along to our customers these cost increases in the form of price increases or otherwise reduce our cost of goods sold. Although most of the raw materials and components used in our products are commercially available from a number of sources and in adequate supply, any disruption in the availability of such raw materials and components, our inability to timely or otherwise obtain substitutes for such items, or any deterioration in our relationships with or the financial viability of our suppliers could adversely affect our business.
We are a co-defendant in litigation alleging asbestos induced illness. Liabilities relating to such litigation could reduce our profitability and impair our financial condition.
At As of December 31, 2012,2015, we were a co-defendant in cases alleging asbestos induced illness involving claims by approximately 15,0508,415 plaintiffs. In each instance, we are one of a large number of defendants. The asbestos claimants allege that exposure to asbestos contained in welding consumables caused the plaintiffs to develop adverse pulmonary diseases, including mesothelioma and other lung cancers.
Since January 1, 1995, we have been a co-defendant in asbestos cases that have been resolved as follows: 41,16149,677 of those claims were dismissed, 2022 were tried to defense verdicts, seven were tried to plaintiff verdicts (two(one of which are being appealed)was vacated on appeal), one was resolved by agreement for an immaterial amount and 612748 were decided in favor of the Company following summary judgment motions.
The long-term impact of the asbestos loss contingency, in the aggregate, on operating results, operating cash flows and access to capital markets is difficult to assess, particularly since claims are in many different stages of development and we benefit significantly from cost-sharing with co-defendants and insurance carriers. While we intend to contest these lawsuits vigorously, and believe we have applicable insurance relating to these claims, there are several risks and uncertainties that may affect our liability for personal injury claims relating to exposure to asbestos, including the future impact of changing cost sharing arrangements or a change in our overall trial experience.
Asbestos use in welding consumables in the U.S. ceased in 1981.
We may incur material losses and costs as a result of product liability claims that may be brought against us.
Our business exposes us to potential product liability risks that are inherent in the design, manufacture, sale and application of our products and the products of third-party suppliers that we utilize or resell. Our products are used in a variety of applications, including infrastructure projects such as oil and gas pipelines and platforms, buildings, bridges and power generation facilities, the manufacture of transportation and heavy equipment and machinery and various other construction projects. We face risk of exposure to product liability claims in the event that accidents or failures on these projects result, or are alleged to result, in bodily injury or property damage. Further, our products are designed for use in specific applications, and if a product is used inappropriately, personal injury or property damage may result.

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The occurrence of defects in or failures of our products, or the misuse of our products in specific applications, could cause termination of customer contracts, increased costs and losses to us, our customers and other end users. We cannot be assured that we will not experience any material product liability losses in the future or that we will not incur significant costs to defend those claims. Further, we cannot be assured that our product liability insurance coverage will be adequate for any liabilities that we may ultimately incur or that product liability insurance will continue to be available on terms acceptable to us. Even if we are successful defending such claims or product liability coverage is adequate, claims of this nature could cause customers to lose confidence in our products and our company. Warranty claims are not generally covered by insurance and we may incur significant warranty costs in the future for which we would not be reimbursed.
The cyclical nature and maturity of the arc welding and cutting industry in developed markets may adversely affect our performance.
The arc welding and cutting industry is generally a mature industry in developed markets such as North America and Western Europe and is cyclical in nature. Overall demand for arc welding and cutting products is largely determined by the level of capital spending in manufacturing and other industrial sectors, and the welding industry has historically experienced contraction during periods of slowing industrial activity. If economic, business and industry conditions deteriorate, capital spending in those sectors may be substantially decreased, which could reduce demand for our products, our revenues and our results of operations.

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We may not be able to complete our acquisition strategy or divestiture strategies, successfully integrate acquired businesses.businesses and in certain cases we may be required to retain liabilities for certain matters.
Part of our business strategy is to pursue targeted business acquisition opportunities, including foreign investment opportunities. For example, we have completed and continue to pursue acquisitions in emerging markets including, but not limited to, Brazil, Russia, India and China in order to strategically position resources to increase our presence in growing markets. We cannot be certain that we will be successful in pursuing potential acquisition candidates or that the consequences of any acquisition would be beneficial to us. Future acquisitions may expose us to unexpected liabilities and involve the expenditure of significant funds and management time. Further, we may not be able to successfully integrate any acquired business with our existing businesses or recognize the expected benefits from any completed acquisition.
Depending on the nature, size and timing of future acquisitions, we may be required to raise additional financing, which may not be available to us on acceptable terms. Our current operational cash flow is sufficient to fund our current acquisition plans, but a significant acquisition could require access to the capital markets.
Additionally, from time to time we may identify assets for strategic divestitures that would increase capital resources available for other activities and create organizational and operational efficiencies. Various factors could materially affect our ability to dispose of such assets or complete announced divestitures, including the receipt of approvals of governmental agencies or third parties and the availability of purchasers willing to acquire the interests or purchase the assets on terms and at prices acceptable to us.
Sellers typically retain certain liabilities or indemnify buyers for certain matters. The magnitude of any such retained liability or indemnification obligation may be difficult to quantify at the time of the transaction and ultimately may be material. Also, as is typical in divestitures, third parties may be unwilling to release us from guarantees or other credit support provided prior to the sale of the divested assets. As a result, after a divestiture, we may remain secondarily liable for the obligations guaranteed or supported to the extent that the buyer of the assets fails to perform these obligations.
If we cannot continue to develop, manufacture and market products that meet customer demands, continue to enforce the intellectual property rights on which our business depends or if third parties assert that we violate their intellectual property rights, our revenues, and gross margins and results of operations may suffer.
Our continued success depends, in part, on our ability to continue to meet our customers' needs for welding and cutting products through the introduction of innovative new products and the enhancement of existing product design and performance characteristics. We must remain committed to product research and development and customer service in order to remain competitive. We cannot be assured that new products or product improvements, once developed, will meet with customer acceptance and contribute positively to our operating results, or that we will be able to continue our product development efforts at a pace to sustain future growth. Further, we may lose customers to our competitors if they demonstrate product design, development or manufacturing capabilities superior to ours.
The competitive pressures we face could harm our revenue, gross margins and prospects.
We operate in a highly competitive global environment and compete in each of our businesses with other broad-line manufacturers and numerous smaller competitors specializing in particular products. We compete primarily on the basis of brand, product quality, price, performance, warranty, delivery, service and technical support. We have previously initiated, and may in the future initiate significant rationalization activities to align our business to market conditions. Such rationalization activities could fail to deliver the desired competitive cost structure and could result in disruptions in customer service. If our products, services, support and cost structure do not enable us to compete successfully based on any of the criteria listed above, our operations, results and prospects could suffer.
Further, in the past decade, the arc welding industry in the United States and other developed countries has been subject to increased levels of foreign competition as low cost imports have become more readily available. Our competitive position could also be harmed if new or emerging competitors become more active in the arc welding business. For example, while steel manufacturers traditionally have not been significant competitors in the domestic arc welding industry, some foreign integrated steel producers manufacture selected consumable arc welding products. Our sales and results of operations, as well as our plans to expand in some foreign countries, could be adversely affected by this practice.
The loss of any of our largest customers could adversely affect our revenue, gross margins and profit.
We have a large and varied customer base due, in part, to our extensive distribution channels in the industries and regions that we serve. Although no individual customer currently accounts for more than ten percent of total Net sales, there are customers to which we sell a large amount of product. The loss of any of these customers could have an adverse effect on our revenue, gross margins and profit.
We conduct our sales and distribution operations on a worldwide basis and maintain manufacturing facilities in a number of foreign countries, which subjects us to risks associated with doing business outside the United States.
Our long-term strategy is to continue to increase our market share in growing international markets, particularly Asia (with emphasis in China and India), Latin America, Eastern Europe, Russia and other developing markets.
The share of sales and profits we derive from our international operations and exports from the United States is significant and growing. This trend increases our exposure to the performance of many developing economies in addition to the developed economies outside of the United States. For example, during 2012, approximately 8% of our net sales were generated from China and approximately 19% of our property, plant and equipment were located there. If the Chinese economy were to experience a significant slowdown, it could adversely affect our financial condition, results of operations and cash flows.
There are a number of risks in doing business internationally, which may impede our ability to achieve our strategic objectives relating to our foreign operations. Many developing countries have a significant degree of political and economic uncertainty and social turmoil that may impede our ability to implement and achieve our international growth objectives. Conducting business internationally subjects us to corporate governance and management challenges in consideration of the numerous U.S.

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and foreign laws and regulations, including regulations relating to import-export control, technology transfer restrictions, repatriation of earnings and funds, exchange controls, labor regulations, nationalization, anti-boycott provisions and anti-bribery laws (such as the Foreign Corrupt Practices Act and the Organization for Economic Cooperation and Development Convention). Failure by the Company or its sales representatives, agents or distributors to comply with these laws and regulations could result in administrative, civil or criminal liabilities, all or any of which could negatively impact our business and reputation. Our foreign operations also subject us to the risks of international terrorism and hostilities.
Our operations depend on maintaining a skilled workforce, and any interruption in our workforce could negatively impact our results of operations and financial condition.
Our success depends in part on the efforts and abilities of our management team and key employees. Their skills, experience and industry knowledge significantly benefit our operations and performance. Our future success will also depend on our ability to identify, attract, and retain highly qualified managerial, technical (including research and development), sales and marketing, and customer service personnel. Competition for these individuals is intense, and we may not succeed in identifying, attracting, or retaining qualified personnel. With our strategy to expand internationally into developing markets, we may incur additional risks as some developing economies lack a sufficiently trained labor pool.
Any interruption of our workforce, including interruptions due to unionization efforts, changes in labor relations or shortages of appropriately skilled individuals could impact our results of operations and financial condition.
Our revenues and results of operations may suffer if we cannot continue to enforce the intellectual property rights on which our business depends or if third parties assert that we violate their intellectual property rights.
We rely upon patent, trademark, copyright and trade secret laws in the United States and similar laws in foreign countries, as well as agreements with our employees, customers, suppliers and other third parties, to establish and maintain our intellectual property rights. However, any of our intellectual property rights could be challenged, invalidated or circumvented, or our intellectual property rights may not be sufficient to provide a competitive advantage. Further, the laws and their application in certain foreign countries do not protect our proprietary rights to the same extent as U.S. laws. Accordingly, in certain countries, we may be unable to protect our proprietary rights against unauthorized third-party copying or use, which could impact our competitive position.
Further, third parties may claim that we or our customers are infringing upon their intellectual property rights. Even if we believe that those claims are without merit, defending those claims and contesting the validity of patents can be time-consumingtime consuming and costly. Claims of intellectual property infringement also might require us to redesign affected products, enter into costly settlementsettlements or license agreements, or pay costly damage awards or face a temporary or permanent injunction prohibiting us from manufacturing, marketing or selling certain of our products.
The competitive pressures we face could harm our revenue, gross margins and prospects.
We operate in a highly competitive global environment and compete in each of our businesses with other broad-line manufacturers and numerous smaller competitors specializing in particular products. We compete primarily on the basis of brand, product quality, price, performance, warranty, delivery, service and technical support. We have previously initiated, and may in the future initiate significant rationalization activities to align our business to market conditions and improve our overall competitiveness. Such rationalization activities could fail to deliver the desired competitive cost structure and could result in disruptions in customer service. If our products, services, support and cost structure do not enable us to compete successfully based on any of the criteria listed above, our operations, results and prospects could suffer.
Further, in the past decade, the arc welding industry in the United States and other developed countries has been subject to increased levels of foreign competition as low cost imports have become more readily available. Our competitive position could also be harmed if new or emerging competitors become more active in the arc welding business. For example, while steel manufacturers traditionally have not been significant competitors in the domestic arc welding industry, some foreign integrated steel producers manufacture selected consumable arc welding products. In addition, in certain markets of the world, distributors manufacture and sell arc welding products. Our sales and results of operations, as well as our plans to expand in some foreign countries, could be adversely affected by this practice.
We conduct our sales and distribution operations on a worldwide basis and maintain manufacturing facilities in a number of foreign countries, which subjects us to risks associated with doing business outside the United States.
Our long-term strategy is to continue to increase our market share in growing international markets. The share of sales and profits we derive from our international operations and exports from the United States is significant. This trend increases our exposure to the performance of many developing economies in addition to the developed economies outside of the United States. If international economies were to experience significant slowdowns, it could adversely affect our financial condition, results of operations and cash flows.
There are a number of risks in doing business internationally, which may impede our ability to achieve our strategic objectives relating to our foreign operations. Many developing countries have a significant degree of political and economic uncertainty and social turmoil that may impede our ability to implement and achieve our international growth objectives. Conducting business internationally subjects us to corporate governance and management challenges in consideration of the numerous U.S. and foreign laws and regulations, including regulations relating to import-export control, technology transfer restrictions, repatriation of earnings and funds, exchange controls, labor regulations, nationalization, anti-boycott provisions and anti-bribery laws (such as the Foreign Corrupt Practices Act and the Organization for Economic Cooperation and Development Convention). Failure by the Company or its sales representatives, agents or distributors to comply with these laws and regulations could result in administrative, civil or criminal liabilities, all or any of which could negatively impact our business and reputation. Our foreign operations also subject us to the risks of international terrorism and hostilities.
In particular, the economic and political environment in Venezuela exposes us to various risks. Currency exchange restrictions limit our ability to convert bolivars to U.S. dollars, which impacts our ability to repatriate earnings and to purchase goods and services necessary to operate our Venezuelan business. The restrictions could cause a slowdown, temporary shutdown or complete shutdown of operations at our Venezuelan subsidiary, which could negatively affect our earnings and cash flows.

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In the future, the Company may need to deconsolidate its Venezuelan operations as a result of an inability to exchange bolivar-denominated cash coupled with an acute degradation in the ability to make key operational decisions due to government regulations in Venezuela. The Company monitors factors such as its ability to access various exchange mechanisms; the impact of government regulations on the Company’s ability to manage its Venezuelan operation’s capital structure, purchasing, product pricing, and labor relations; and the current political and economic situation within Venezuela. Based upon such factors as of December 31, 2015, the Company continues to consolidate its Venezuelan subsidiary. As of December 31, 2015, the Company's total investment in Venezuela was approximately $35,000, which includes intercompany payables.
Our operations depend on maintaining a skilled workforce, and any interruption in our workforce could negatively impact our results of operations and financial condition.
Our success depends in part on the efforts and abilities of our management team and key employees. Their skills, experience and industry knowledge significantly benefit our operations and performance. Our future success will also depend on our ability to identify, attract and retain highly qualified managerial and technical (including research and development) personnel. Competition for these individuals is intense, and we may not succeed in identifying, attracting or retaining qualified personnel. With our strategy to expand internationally into developing markets, we may incur additional risks as some developing economies lack a sufficiently trained labor pool.
Any interruption of our workforce, including interruptions due to unionization efforts, changes in labor relations or shortages of appropriately skilled individuals could impact our results of operations and financial condition.
Our defined benefit pension plans are subject to financial market trends, such as changes in discount rates and actual investment return on pension assets, which could adversely affect our results of operations and cash flows.
The performance of the financial markets and interest rates impact our funding obligations under our defined benefit pension plans. Significant changes in discount rates, decreases in the fair value of plan assets and investment losses on plan assets may increase our benefit obligations and adversely impact our results of operations, shareholders' equity and cash flows through our annual measurement of plan assets and liabilities. For a discussion regarding how the financial statements have been affected by significant changes in 20122015, refer to the pension related disclosure under "Part II, Item 7 – Critical Accounting Policies" and Note 11 to the Company's consolidated financial statements.
We are subject to changes in the U.S.global regulatory environment, which could adversely affect our results of operations, cash flows and financial condition.
Our businesses, results of operations or financial condition could be adversely affected if laws, regulations or standards relating to us, our products or the markets in which we operate are newly implemented or changed. In March 2010, the Patient Protection and Affordable Care Act, as amended by the Health Care and Education Reconciliation ActNew or revised laws, regulations or standards could increase our cost of 2010 (collectively, “the Acts”) were signed into law. The Acts make broad-based changesdoing business or restrict our ability to the U.S. health care system, which could significantly affect the U.S. economy and our financial results. While the provisions of the Acts are not expected to have any significant short-term impacts, the long-term potential impacts onoperate our business and the consolidated financial statements are currently uncertain. We are currently assessing the potential impact of the Acts.execute our strategies.
A significant fluctuation between the U.S. dollar and other currencies could adversely impact our operating income.
Although our financial results are reported in U.S. dollars, a significant portion of our sales and operating costs are realized in other currencies. Our profitability is affected by movements of the U.S. dollar against other foreign currencies in which we generate revenues and incur expenses. Significant long-term fluctuations in relative currency values, in particular an increase in the value of the U.S. dollar against foreign currencies, could have an adverse effect on our profitability and financial condition.

6We also face risks arising from the imposition of exchange controls and currency devaluations. Exchange controls may limit our ability to convert currencies into U.S. dollars or to remit dividend and other payments by our foreign subsidiaries within a country imposing controls. Currency devaluations result in diminished value of funds denominated in the currency of the country instituting the devaluation.



Changes in tax rates or exposure to additional income tax liabilities could affect profitability.
Our business is subject to income taxes in the United States and various foreign jurisdictions. Domestic and international tax liabilities are subject to the allocation of income among various tax jurisdictions. Our effective tax rate could be adversely affected by changes in the mix among earnings in countries with differing statutory tax rates, changes in the valuation allowances of deferred tax assets or changes in tax laws.
The amount of income taxes paid is subject to ongoing audits by United States federal, state and local tax authorities and by foreign tax authorities. If these audits result in assessments different from amounts reserved, future financial results may include unfavorable adjustments which could have a material adverse effect on our results of operations.

7



We are subject to risks relating to our information technology systems.
The conduct and management of our business relies extensively on information technology systems.systems, which contain confidential information related to our customers, suppliers and employees and other proprietary business information. We maintain some of these systems and are also dependent on a number of critical corporate infrastructure services provided by third parties relating to, among other things, human resources, electronic communication services and finance functions. If these systems are damaged, cease to function properly or are subject to a significant cyber security breach, we may suffer an interruption in our ability to manage and operate the business and our results of operations and financial condition could be adversely affected. Furthermore, a security breach could result in unfavorable publicity, damage to our reputation, loss of our trade secrets and other competitive information, allegations by our customers that we have not performed our contractual obligations, litigation by affected parties and fines and other sanctions resulting from any related breaches of data privacy regulations. Any of these could have an adverse effect on our results of operations and financial condition.
Our global operations are subject to increasingly complex environmental regulatory requirements.
We are subject to increasingly complex environmental regulations affecting international manufacturers, including those related to air and water emissions, waste management and climate change.
There is a growing political Some environmental laws impose strict, retroactive and scientific belief that emissions of greenhouse gases ("GHG") alterjoint and several liability for the compositionremediation of the global atmosphere in waysrelease of hazardous substances, even for conduct that are affectingwas lawful at the global climate. Various stakeholders, including legislatorstime it occurred, or for the conduct of or conditions caused by prior operators, predecessors or third parties. Failure to comply with environmental laws could expose us to penalties or clean-up costs, civil or criminal liability and regulators, shareholders and non-governmental organizations,sanctions on certain of our activities, as well as companies in many business sectors, are considering waysdamage to reduce GHG emissions.property or natural resources. These concernsliabilities, sanctions, damages and remediation efforts related to any non-compliance with such laws and regulations could negatively impact our ability to conduct our operations and our financial condition and results of operations. In addition, there can be no assurances that we will not be adversely affected by costs, liabilities or claims with respect to existing or subsequently acquired operations or under present laws and regulations or those that may lead to international, national, regionalbe adopted or local legislative or regulatory responsesimposed in the future. Such regulation
Changes in environmental laws or regulations could result in newhigher expenses and payments, and uncertainty relating to environmental laws or additional regulatory or product standard requirements for the Company's global businesses. We are unable, at this time,regulations may also affect how we conduct our operations and structure our investments and could limit our ability to predict the significance of these requirements as the impact of any future GHG legislative, regulatory or product standards is dependent on the timingenforce our rights. Changes in environmental and design of the mandates or standards. Furthermore, the potential physical impacts of theorized climate change on the Company's customers,laws or regulations, including laws relating to greenhouse gas emissions, could subject us to additional costs and therefore on the Company'srestrictions, including increased energy and raw material costs. If environmental laws or regulations are either changed or adopted and impose significant operational restrictions and compliance requirements upon us or our products, they could negatively impact our business, capital expenditures, results of operations, are speculativefinancial condition and highly uncertain, and would be particular to the circumstances developing in various geographical regions. These may include changes in weather patterns (including drought and rainfall levels), water availability, storm patterns and intensities, and temperature levels. These potential physical effects may adversely impact the cost, production, sales and financial performance of the Company's operations which we are unable, at this time, to predict.competitive position.
It is our policy to apply strict standards for environmental protection to all of our operations inside and outside of the United States, even when we are not subject to local government regulations. We may incur substantial costs, including cleanup costs, fines and civil or criminal sanctions, liabilities resulting from third-party property damage or personal injury claims, or our products could be enjoined from entering certain jurisdictions, if we were to violate or become liable under environmental laws or if our products become non-compliant with environmental laws.
We also face increasing complexity in our products design and procurement operations as we adjust to new and future requirements relating to the design, production and labeling of our products that are sold worldwide in multiple jurisdictions. The ultimate costs under environmental laws and the timing of these costs are difficult to predict,predict.
We may incur additional restructuring charges as we continue to contemplate rationalization actions in an effort to optimize our cost structure and liabilitymay not achieve the anticipated savings and benefits of these actions.
Throughout 2015, we implemented rationalization plans and incurred employee severance and other related costs totaling $13,719. For more information regarding our rationalization plans, refer to the rationalization and asset impairment related disclosure under some environmental laws relatingNote 6 to contaminated locations canthe Company's consolidated financial statements. We may take additional actions in the future to further optimize our cost structure and improve the efficiency of our operations, which will reduce our profitability in the periods incurred. As a result of these actions, we will likely continue to incur charges, which may include but are not be imposed retroactivelylimited to asset impairments, employee severance costs, charges for pension and other postretirement contractual benefits and pension settlements, any of which could be significant, and could adversely affect our financial condition and results of operations. In addition, we may not realize anticipated savings or benefits from past or future rationalization plans in full or in part or within the time periods we expect. Failure to realize anticipated savings or benefits from our cost reduction actions could have a material adverse effect on a jointour business, financial condition, liquidity, results of operations and several basis.cash flows.

ITEM 1B. UNRESOLVED STAFF COMMENTS
None.

78



ITEM 1C. EXECUTIVE OFFICERS OF THE REGISTRANT
EXECUTIVE OFFICERS OF THE REGISTRANT
Name Age Position
John M. Stropki, Jr.Christopher L. Mapes 6254
 Executive Chairman of the Board effective December 31, 2012; Chairman of the Board since October 13, 2004 to December 31, 2012; Director since 1998; Chief Executive Officer and President since June 3, 2004 to December 31, 2012; Chief Operating Officer from May 1, 2003 to June 3, 2004; Executive Vice President from 1995 to June 3, 2004; and President, North America from 1996 to 2003.
Christopher L. Mapes51
21, 2013. President and Chief Executive Officer effective December 31, 2012; Chief Operating Officer from September 1, 2011 to December 31, 2012; Director since February 2010. Prior to his service with the Company, Mr. Mapes was an Executive Vice President of A.O. Smith Corporation (a global manufacturer with a water heating and water treatment technologies business and an electric motor and motor solutions business), a position he held from 20062004 through August 2011, and the President of its former Electrical Products unit, a position he held from September 2004 through August 2011.
Vincent K. Petrella 5255
 Executive Vice President, Chief Financial Officer and Treasurer since February 19, 2014; Senior Vice President, Chief Financial Officer and Treasurer sincefrom October 7, 2005; Vice President, Chief Financial Officer and Treasurer from2005 to February 4, 2004 to October 7, 2005; and Vice President, Corporate Controller from 2001 to 2003.19, 2014.
Frederick G. Stueber 5962
 Executive Vice President, General Counsel and Secretary since February 19, 2014; Senior Vice President, General Counsel and Secretary since 1996.from 1996 to February 19, 2014.
George D. Blankenship 5053
 Executive Vice President, President, Americas Welding since February 18, 2016; Executive Vice President, President, Lincoln Electric North America from February 19, 2014 to February 18, 2016; Senior Vice President; President, Lincoln Electric North America sincefrom July 30, 2009;2009 to February 19, 2014; Senior Vice President, Global Engineering from October 7, 2005 to July 30, 2009; Vice President, Global Engineering from May 5, 2005 to October 7, 2005; President, Lincoln Electric North America of The Lincoln Electric Company since July 30, 2009; Senior Vice President; President, Lincoln Cleveland of The Lincoln Electric Company from January 8, 2008 to July 30, 2009; Senior Vice President, U.S. Operations of The Lincoln Electric Company from October 7, 2005 to January 8, 2008; Vice President, Cleveland Operations of The Lincoln Electric Company from June 6, 2005 to October 7, 2005; and Vice President, Engineering and Quality Assurance of The Lincoln Electric Company from 2000 to June 6, 2005.2008.
Gabriel Bruno 4548
 
Executive Vice President, Chief Human Resources Officer & Interim Chief Information Officer since February 18, 2016; Executive Vice President, Chief Information Officer & Interim Chief Human Resources Officer from March 7, 2015 to February 18, 2016; Executive Vice President, Chief Information Officer since February 19, 2014; Vice President, Chief Information Officer from May 1, 2012;2012 to February 19, 2014; Vice President, Corporate Controller from 2005 to May 1, 2012.

Gretchen A. Farrell
Geoffrey P. Allman

 5045
 Senior Vice President, Human Resources and ComplianceCorporate Controller since January 14, 2014; Corporate Controller from July 1, 2012 to January 14, 2014; Director, Regional Finance North America from October 1, 2009 to June 30, 2009; Vice President, Human Resources from May 5, 2005 to July 30, 2009; and Vice President, Human Resources of The Lincoln Electric Company since March 5, 2003.2012.
Thomas A. Flohn 5255
 Senior Vice President, President, Asia Pacific Region since February 19, 2014; Vice President, Regional President, Lincoln Electric Asia Pacific Region from November 4, 2013 to January 14, 2014. Vice President; President, Lincoln Electric Europe, Middle East & Africa (EMEA) sincefrom July 1, 2010;2010 to November 4, 2013; Vice President; President, Lincoln Asia Pacific from January 1, 2005 to June 30, 2010; and2010.
Mathias Hallmann53
Senior Vice President, of Sales and Marketing,President, International Welding since February 9, 2016; Senior Vice President, President, LE Europe from February 19, 2014 to February 9, 2016; Vice President; President, Lincoln Electric Asia PacificEurope from May 1, 1999November 4, 2013 to February 19, 2014. Prior to his service with the Company, Mr. Hallmann was Chief Executive Officer of Bohler Welding Holding GmbH (a leading manufacturer and provider of auxiliary materials and consumables for industrial welding and soldering applications) from December 31, 2004.2008 to March 2012, and its Chief Operating Officer from April 2008 to November 2008.
Steven B. Hedlund 4649
 Senior Vice President and President, Global Automation since January 22, 2015; Senior Vice President, Strategy & Business Development from February 19, 2014 to January 22, 2015; Vice President, Strategy and Business Development sincefrom September 15, 2008.2008 to February 19, 2014. Prior to his service with the Company, Mr. Hedlund was the Vice President, Growth and Innovations with Master Lock, LLC (a security products company) from June 1, 2005 to July 1, 2008.
David M. LeBlancJ. Nangle 4859
 Senior Vice President; President, Lincoln Electric InternationalPresident, Harris Products Group since July 30, 2009;February 19, 2014; Vice President; President, Lincoln Electric EuropeGroup President of Brazing, Cutting and Russia from March 10, 2008 to July 30, 2009; Vice President; President, Lincoln Electric Europe from September 1, 2005 to March 10, 2008; and Vice President; President, Lincoln Electric Latin AmericaRetail Subsidiaries from January 1, 200212, 2006 to August 31, 2005.February 19, 2014.
The Company has been advised that there is no arrangement or understanding among any one of the officers listed and any other persons pursuant to which he or she was elected as an officer. The executive officers are elected by the Board of Directors normally for a term of one year and/or until the election of their successors.


9



ITEM 2. PROPERTIES
The Company's corporate headquarters and principal United States manufacturing facilities are located in the Cleveland, Ohio area. Total Cleveland area property consists of 233 acres, of which present manufacturing facilities comprise an area of approximately 2,940,000 square feet.

8



The Company has 4548 manufacturing facilities, including operations and joint ventures in 19 countries, the significant locations (grouped by operating segment) of which are as follows:
North America Welding:  
United States Cleveland and Fort Loramie, Ohio; San Diego and Anaheim, California; Reno, Nevada; Baltimore, Maryland; Ladson, South Carolina; Chattanooga, Tennessee.Tennessee; Detroit, Michigan; Fort Collins, Colorado.
Canada Toronto; Mississauga.Mississauga; Hamilton.
Mexico Mexico City; Torreon.
United KingdomPort Talbot, Wales.
Europe Welding:  
France Grand-Quevilly.
Germany Essen.
Italy Genoa; Corsalone.
Netherlands Nijmegen.
Poland Bielawa; Dzierzoniow.
Portugal Lisbon.
Russia Mtsensk.
Turkey Istanbul.
United Kingdom Sheffield and Chertsey, England.
Asia Pacific Welding:  
China Shanghai; Jinzhou; Nanjing; Zhengzhou; Luan County.
India Chennai.
Indonesia Cikarang.
South America Welding:  
Brazil Sao Paulo.Guarulhos.
Colombia Bogota.
Venezuela Maracay.
The Harris Products Group:  
United States Mason, Ohio; Gainesville, Georgia; Santa Fe Springs, California.
Brazil Guarulhos.Sao Paulo.
Mexico Tijuana.
Poland Dzierzoniow.
All properties relating to the Company's Cleveland, Ohio headquarters and manufacturing facilities are owned by the Company. Most of the Company's foreign subsidiaries own manufacturing facilities in the country where they are located. The Company believes that its existing properties are in good condition and are suitable for the conduct of its business. At December 31, 2012, $0.2 million of indebtedness under capital leases was secured by property with a book value of $0.4 million.
In addition, the Company maintains operating leases for many of itssome manufacturing facilities, distribution centers and sales offices throughout the world. See Note 16 to the Company's consolidated financial statements for information regarding the Company's lease commitments.


10



ITEM 3. LEGAL PROCEEDINGS
The Company is subject, from time to time, to a variety of civil and administrative proceedings arising out of its normal operations, including, without limitation, product liability claims, regulatory claims and health, safety and environmental claims. Among such proceedings are the cases described below.
AtAs of December 31, 20122015, the Company was a co-defendant in cases alleging asbestos induced illness involving claims by approximately 15,0508,415 plaintiffs, which is a net decrease of three486 claims from those previously reported. In each instance, the Company is one of a large number of defendants. The asbestos claimants seek compensatory and punitive damages, in most cases for unspecified sums. Since January 1, 1995, the Company has been a co-defendant in other similar cases that have been resolved as follows: 41,16149,677 of those claims were dismissed, 2022 were tried to defense verdicts, seven were tried to plaintiff verdicts (two(one of which are being appealed)was vacated on appeal), one was resolved by agreement for an immaterial amount and 612748 were decided in favor of the Company following summary judgment motions.
In July 2012, the Company received a Notice of Reassessment from the Canada Revenue Agency (the “CRA”) for 2004 to 2011, which would disallow the deductibility of inter-company dividends. These adjustments would increase Canadian federal

9



and provincial tax due. The Company disagrees with the position taken by the CRA and believes it is without merit. The Company will vigorously contest the assessment through the Tax Court of Canada. A trial date has not yet been scheduled. In connection with the litigation process, the Company is required to deposit no less than one-half of the tax and interest assessed by the CRA, of which a payment was made in September 2012 and the balance of the tax and interest assessment was made in the quarter ended December 31, 2012. Any Canadian tax ultimately due will be creditable in the parent company's U.S. federal tax return. The Company expects to be able to utilize the full amount of foreign tax credits generated in the statutorily allowed carry-back and carry-forward periods. Accordingly, should the Company not prevail in this dispute, the income statement charge will approximate the deficiency interest, net of tax. The Company believes it will prevail on the merits of the tax position. In accordance with prescribed recognition and measurement thresholds, no income tax accrual has been made for any uncertain tax positions related to the CRA reassessment. An unfavorable resolution of this matter could have a material effect on the Company's financial statements in the period in which a judgment is reached.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.


11



PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
The Company's common shares are traded on The NASDAQ Global Select Market under the symbol "LECO." The number of record holders of common shares at December 31, 20122015 was 1,699.1,741.
The total amount of dividends paid in 20122015 was $73.1 million.$87.0 million. During 20122015, dividends were paid quarterly on January 13,15, April 13,15, July 1315 and October 15. The December dividend that the Company would normally pay in January 2013 was paid on December 28, 2012.
Quarterly high and low stock prices and dividends declared per share for the last two years were:
 2012 2011 2015 2014
 Stock Price 
Dividends
Declared
 Stock Price 
Dividends
Declared
 Stock Price 
Dividends
Declared
 Stock Price 
Dividends
Declared
 High Low High Low  High Low High Low 
First quarter $47.87
 $38.96
 $0.170
 $38.50
 $32.69
 $0.155
 $72.50
 $63.90
 $0.29
 $76.26
 $66.68
 $0.23
Second quarter 50.36
 41.42
 0.170
 39.62
 32.30
 0.155
 71.15
 60.85
 0.29
 72.88
 63.23
 0.23
Third quarter 46.11
 37.83
 0.170
 39.18
 27.47
 0.155
 62.94
 51.74
 0.29
 73.75
 65.44
 0.23
Fourth quarter 49.00
 37.63
 0.200
 40.10
 26.84
 0.170
 62.95
 49.71
 0.32
 75.49
 61.12
 0.29
Issuer purchases of equity securities for the fourth quarter 20122015 were:
Period 
Total Number of
Shares Repurchased
 
Average Price
Paid Per Share
 
Total Number of
Shares Repurchased
as Part of Publicly
Announced Plans or
Programs
 
Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs (2)
October 1-31, 2012 
 $
 
 3,779,773
November 1-30, 2012 271,518
(1) 
44.74
 253,400
 3,526,373
December 1-31, 2012 184,000
 47.36
 184,000
 3,342,373
Total 455,518
 45.80
 437,400
  
Period 
Total Number of
Shares Repurchased
 
Average Price
Paid Per Share
 
Total Number of
Shares Repurchased
as Part of Publicly
Announced Plans or
Programs
 
Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs (2)
October 1-31, 2015 821,060
(1) 
$55.30
 820,904
 5,769,776
November 1-30, 2015 414,672
 57.00
 414,672
 5,355,104
December 1-31, 2015 608,088
(1) 
53.70
 607,183
 4,747,921
Total 1,843,820
 55.15
 1,842,759
  
(1)The above share repurchases include the surrender of 18,118156 and 905 shares in October and December, respectively, of the Company's common stock to satisfy minimum income tax withholding requirements related toshares in connection with the vesting of 45,460 restricted shares granted pursuant to the Company's 2006 Equity and Performance Incentive Plan.awards.
(2)
TheIn 2013, the Company's Board of Directors authorized a new share repurchase program, for up to 30 million shareswhich increased the total number of the Company'sCompany’s common stock.shares authorized to be repurchased to 45 million shares. Total shares purchased through the share repurchase program were 26,657,62740,252,079 shares at a cost of $430.1 million$1.3 billion for a weighted average cost of $16.13$32.24 per share through December 31, 20122015.

1012



The following line graph compares the yearly percentage change in the cumulative total shareholder return on the Company's common stock against the cumulative total return of the S&P Composite 500 Stock Index ("S&P 500") and the S&P 400 MidCap Index ("S&P 400") for the five-year calendar period commencing January 1, 20082011 and ending December 31, 20122015. This graph assumes that $100 was invested on December 31, 20072010 in each of the Company's common stock,shares, the S&P 500 and the S&P 400. A peer-group index for the welding industry, in general, wasis not readily available because the industry is comprised of a large number of privately held competitors and competitors that are smaller parts of large publicly traded companies.
 200720082009201020112012
The Company100737897118149
S&P 50010063809294109
S&P 4001006488111109128


1113



ITEM 6. SELECTED FINANCIAL DATA
(Dollars in thousands, except per share amounts)
 Year Ended December 31, Year Ended December 31,
 
2012 (1)
 
2011 (2)
 
2010 (3)
 
2009 (4)
 
2008 (5)
 
2015 (1)
 
2014 (2)
 
2013 (3)
 
2012 (4)
 
2011 (5)
Net sales $2,853,367
 $2,694,609
 $2,070,172
 $1,729,285
 $2,479,131
 $2,535,791
 $2,813,324
 $2,852,671
 $2,853,367
 $2,694,609
Net income 257,411
 217,186
 130,244
 48,576
 212,286
 127,478
 254,686
 293,780
 257,411
 217,186
Basic earnings per share 3.10
 2.60
 1.54
 0.57
 2.49
 1.72
 3.22
 3.58
 3.10
 2.60
Diluted earnings per share 3.06
 2.56
 1.53
 0.57
 2.47
 1.70
 3.18
 3.54
 3.06
 2.56
Cash dividends declared per share 0.710
 0.635
 0.575
 0.545
 0.510
 1.190
 0.980
 0.830
 0.710
 0.635
Total assets 2,089,863
 1,976,776
 1,783,788
 1,705,292
 1,718,805
 1,784,171
 1,939,215
 2,151,867
 2,089,863
 1,976,776
Long-term debt 1,599
 1,960
 84,627
 87,850
 91,537
 350,347
 2,488
 3,791
 1,599
 1,960
(1)
Results for 20122015 include rationalization and asset impairment net charges$13,719 ($11,943 after-tax) of$9,354 ($7,442 after-tax) which include $7,512 ($6,153 after-tax) in rationalization charges and asset disposals,non-cash net impairment charges of $1,842 ($1,289$6,239 ($6,239 after-tax). Results also include pension settlement charges of $142,738 ($87,310 after-tax) and charges of $27,214 ($27,214 after-tax) related to Venezuelan remeasurement losses. Long-term debt in 2015 includes the issuance of Senior Unsecured Notes in the aggregate principal amount of $350,000 through a private placement.
(2)Results for 2014 include $32,742 ($32,706 after-tax) of non-cash asset impairment charges partially offset by gains of $3,930 ($2,754 after-tax) related to the sale of assets. Associated with the impairment of long-lived assets is an offsetting special item of $805 representing portions attributable to non-controlling interests. Results also include charges of $21,133 ($21,133 after-tax) related to Venezuelan remeasurement losses.
(3)Results for 2013 include $3,658 ($2,965 after-tax) of rationalization charges and impairment charges net of gains on disposals of $4,805 ($4,608 after-tax). Results also include a charge of $1,381 ($906$12,198 ($12,198 after-tax) related to the devaluation of the Venezuelan currency and a loss of $705 ($705 after-tax) related to the sale of land. Associated with the impairment of long-lived assets and loss on the sale of land is an offsetting special item of $1,068 representing portions attributable to non-controlling interests.
(4)Results for 2012 include $7,512 ($6,153 after-tax) of rationalization charges and asset disposal and impairment charges of $1,842 ($1,289 after-tax). Results also include a charge of $1,381 ($906 after-tax) related to a change in Venezuelan labor law, which provides for increased employee severance obligations.
(2)(5)Results for 2011 include net rationalization and asset impairment net charges of $282 ($237 after-tax) resulting from rationalization activities primarily initiated in 2009 and a gain of $4,844 related to a favorable adjustment for tax audit settlements.
(3)Results for 2010 include rationalization and asset impairment net gains of $384 ($894 after-tax) which include net gains of $3,684 ($3,725 after-tax) related to the sale of property and asset disposals, impairment charges of $883 ($801 after-tax) and $2,417 ($2,030 after-tax) in rationalization charges. Results also include a net charge of $3,123 ($3,560 after-tax) related to the change in functional currency and devaluation of the Venezuelan currency, income of $5,092 was recognized due to an adjustment in tax liabilities for a change in applicable tax regulations, a gain of $108 after-tax in non-controlling interests related to the impairment of assets for a majority-owned consolidated subsidiary and a charge of $1,890 after-tax in non-controlling interests related to gains on the disposal of assets in a majority-owned consolidated subsidiary.
(4)Results for 2009 include rationalization and asset impairment net charges of $29,897 ($23,789 after-tax). The net charges include rationalization charges of $26,957 ($21,529 after-tax) and impairment charges of $2,940 ($2,260 after-tax) for certain indefinite-lived intangible assets. Results also include a loss of $7,943 ($7,943 after-tax) associated with the acquisition of a business in China and the related disposal of an interest in Taiwan, a pension settlement gain of $2,144 ($2,144 after-tax), a charge of $601 after-tax in non-controlling interests associated with the pension settlement gain for a majority-owned consolidated subsidiary and a gain on the sale of a property by the Company's joint venture in Turkey of $5,667 ($5,667 after-tax).
(5)Results for 2008 include a charge of $2,447 ($1,698 after-tax) relating to the Company's rationalization programs that began in the fourth quarter 2008. Results for 2008 also include $16,924 ($16,615 after-tax) in asset impairment charges including $13,194 of goodwill and $2,388 of long-lived assets related to two businesses in China (with no tax benefit) as well as an impairment charge of $1,342 ($1,033 after-tax) for intangible assets.



1214



ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Dollars in thousands, except per share amounts)
This Management's Discussion and Analysis of Financial Condition and Results of Operations should be read together with "Selected Financial Data," the Company's consolidated financial statements and other financial information included elsewhere in this Annual Report on Form 10-K. This Annual Report on Form 10-K contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those indicated in the forward-looking statements. See "Item 1A. Risk Factors" for more information regarding forward-looking statements.
General
The Company is the world's largest designer and manufacturer of arc welding and cutting products, manufacturing a broad line of arc welding equipment, consumable welding products and other welding and cutting products.
The Company is one of only a few worldwide broad-line manufacturers of welding, cutting and brazing products. Welding products include arc welding power sources, plasma cutters, wire feeding systems, robotic welding packages, integrated automation systems, fume extraction equipment, consumable electrodes, fluxes and fluxes.welding accessories. The Company's product offering also includes CNC plasma and oxy-fuel cutting systems and regulators and torches used in oxy-fuel welding, cutting and brazing. In addition, the Company has a leading global position in the brazing and soldering alloys market.
The Company invests in the research and development of arc welding products in order to continue its market leading product offering. The Company continues to invest in technologies that improve the quality and productivity of welding products. In addition, the Company continues to actively increase its patent application process in order to secure its technology advantage in the United States and other major international jurisdictions. The Company believes its significant investment in research and development and its highly trained technical sales force coupled with its extensive distributor network provide a competitive advantage in the marketplace.
The Company's products are sold in both domestic and international markets. In North America, products are sold principally through industrial distributors, retailers and also directly to users of welding products. Outside of North America, the Company has an international sales organization comprised of Company employees and agents who sell products from the Company's various manufacturing sites to distributors and product users.
The Company's major end-user markets include:
general metal fabrication,
power generation and process industry,
structural steel construction (buildings and bridges),
heavy equipment fabrication (farming, mining and rail),
shipbuilding,
automotive,
pipe mills and pipelines, and
offshore oil and gas exploration and extraction.
The Company has, through wholly-owned subsidiaries or joint ventures, manufacturing facilities located in the United States, Australia, Brazil, Canada, China, Colombia, France, Germany, India, Indonesia, Italy, Mexico, the Netherlands, Poland, Portugal, Russia, Turkey, the United Kingdom and Venezuela.
The Company has aligned itsAs of December 31, 2015, the Company's business units were aligned into five operating segments to enhance the utilization of the Company's worldwide resources and global end user and sourcing initiatives.segments. The operating segments consist of North America Welding, Europe Welding, Asia Pacific Welding, South America Welding and The Harris Products Group. The North America Welding segment primarily includes welding operations in the United States, Canada and Mexico. The Europe Welding segment includes welding operations in Europe, Russia, Africa and Africa.the Middle East. The other two welding segments includeAsia Pacific Welding segment primarily includes welding operations in Asia PacificChina and Australia. The South America respectively. The fifthWelding segment primarily includes welding operations in Brazil, Colombia and Venezuela. The Harris Products Group includes the Company's global cutting, soldering and brazing businesses as well as the retail business in the United States. See Note 5 to the Company's consolidated financial statements for segment and geographic area information, which is incorporated herein by reference.information.
During the first quarter of 2016, the Company realigned its organizational and leadership structure. The new structure will allow for further integration of operational and product development processes across regions and support growth strategies. In accordance with this organizational change, beginning with quarterly reporting for the three months ended March 31, 2016, the Company will report three operating segments as follows: Americas Welding, International Welding, and The Harris Products Group.

15



The principal raw materials essential to the Company's business are steel, electronic components, engines, brass, copper, silver, aluminum alloys and various chemicals, all of which are normally available for purchase in the open market.
The Company's facilities are subject to environmental regulations. To date, compliance with these environmental regulations has not had a material adverse effect on the Company's earnings. The Company is ISO 9001 certified at nearly all facilities worldwide. In addition, the Company is ISO 14001 certified at most significant manufacturing facilities in North America and Europe and is progressing towards certification at its remaining facilities worldwide. In addition, the Company is ISO 9001 certified at 38 facilities worldwide.

13



Key Indicators
Key economic measures relevant to the Company include industrial production trends, steel consumption, purchasing manager indices, capacity utilization within durable goods manufacturers and consumer confidence indicators. Key industries which provide a relative indication of demand drivers to the Company include steel, farm machinery and equipment, construction and transportation, fabricated metals, electrical equipment, ship and boat building, defense, truck manufacturing, energy and railroad equipment. Although these measures provide key information on trends relevant to the Company, the Company does not have available a more direct correlation of leading indicators which can provide a forward-looking view of demand levels in the markets which ultimately use the Company's welding products.
Key operating measures utilized by the operating units to manage the Company include orders, sales, inventory and fill-rates, all of which provide key indicators of business trends. These measures are reported on various cycles including daily, weekly and monthly depending on the needs established by operating management.
Key financial measures utilized by the Company's executive management and operating units in order to evaluate the results of its business and in understanding key variables impacting the current and future results of the Company include: sales; gross profit; selling, general and administrative expenses; operating income; earnings before interest and taxes; earnings before interest, taxes and bonus; net income; adjusted operating income; adjusted earnings before interest and income taxes, adjusted net income; adjusted diluted earnings per share; operating cash flows; and capital expenditures, including applicable ratios such as return on invested capital and average operating working capital to sales. These measures are reviewed at monthly, quarterly and annual intervals and compared with historical periods, as well as objectives established by the Board of Directors of the Company.
Results of Operations
The following table shows the Company's results of operations:
 Year Ended December 31, Year Ended December 31,
 2012 2011 2010 2015 2014 2013
 Amount % of Sales Amount % of Sales Amount % of Sales Amount % of Sales Amount % of Sales Amount % of Sales
Net sales $2,853,367
 100.0% $2,694,609
 100.0% $2,070,172
 100.0% $2,535,791
 100.0% $2,813,324
 100.0% $2,852,671
 100.0%
Cost of goods sold 1,986,711
 69.6% 1,957,872
 72.7% 1,506,353
 72.8% 1,694,647
 66.8% 1,864,027
 66.3% 1,910,017
 67.0%
Gross profit 866,656
 30.4% 736,737
 27.3% 563,819
 27.2% 841,144
 33.2% 949,297
 33.7% 942,654
 33.0%
Selling, general & administrative
expenses
 495,221
 17.4% 439,775
 16.3% 377,773
 18.2% 496,748
 19.6% 545,497
 19.4% 527,206
 18.5%
Rationalization and asset impairment
charges (gains)
 9,354
 0.3% 282
 
 (384) 
Rationalization and asset impairment
charges
 19,958
 0.8% 30,053
 1.1% 8,463
 0.3%
Pension settlement charges 142,738
 5.6% 
 
 
 
Operating income 362,081
 12.7% 296,680
 11.0% 186,430
 9.0% 181,700
 7.2% 373,747
 13.3% 406,985
 14.3%
Interest income 3,988
 0.1% 3,121
 0.1% 2,381
 0.1% 2,714
 0.1% 3,093
 0.1% 3,320
 0.1%
Equity earnings in affiliates 5,007
 0.2% 5,385
 0.2% 3,171
 0.2% 3,015
 0.1% 5,412
 0.2% 4,806
 0.2%
Other income 2,685
 0.1% 2,849
 0.1% 1,817
 0.1% 4,182
 0.2% 3,995
 0.1% 4,194
 0.1%
Interest expense (4,191) (0.1%) (6,704) (0.2%) (6,691) (0.3%) (21,824) (0.9%) (10,434) (0.4%) (2,864) (0.1%)
Income before income taxes 369,570
 13.0% 301,331
 11.2% 187,108
 9.0% 169,787
 6.7% 375,813
 13.4% 416,441
 14.6%
Income taxes 112,354
 3.9% 84,318
 3.1% 54,898
 2.7% 42,375
 1.7% 121,933
 4.3% 124,754
 4.4%
Net income including non-controlling
interests
 257,216
 9.0% 217,013
 8.1% 132,210
 6.4% 127,412
 5.0% 253,880
 9.0% 291,687
 10.2%
Non-controlling interests in
subsidiaries' (loss) earnings
 (195) 
 (173) 
 1,966
 0.1%
Non-controlling interests in
subsidiaries' loss
 (66) 
 (806) 
 (2,093) (0.1%)
Net income $257,411
 9.0% $217,186
 8.1% $130,244
 6.3% $127,478
 5.0% $254,686
 9.1% $293,780
 10.3%

1416



20122015 Compared with 20112014
Net Sales: Net sales for 20122015 increased 5.9%decreased 9.9% from 2011.2014. The sales increasedecrease reflects volume increasesdecreases of 1.3%8.0%, price increases of 1.7%4.0%, increases from acquisitions of 4.9%2.2% and unfavorable impacts from foreign exchange of 2.0%8.1%. Sales volumes increased becausedecreased as a result of growthsofter demand associated with the current economic environment and weakness in the domestic markets offset by lower demand in the internationaloil & gas and U.S. export markets. Product pricing increased from prior year levels, reflecting the highly inflationary environment in Venezuela partially offset by pricing declines in The Harris Products Group due to decreases in the realizationcosts of price increases implementedsilver and copper. Net sales for 2015 include $84,662 in response to increasessales from the Company's Venezuelan operations compared with $71,793 in raw material costs.sales from the Company's Venezuelan operations in 2014.
Gross Profit:  Gross profit increaseddecreased 17.6%11.4% to $866,656841,144 during 20122015 compared with $736,737949,297 in 20112014. As a percentage of Net sales, Gross profit increaseddecreased to 30.4%33.2% in 20122015 compared with 27.3%33.7% in 20112014. The increase was the resultyear ended December 31, 2015 includes $22,880, or 0.9% of pricing increases and operating leverage partially offset by lower margins from the acquisitionssales, of Kaliburn, Burny and Cleveland Motion Control businesses (collectively, "Kaliburn"), Wayne Trail Technologies, Inc. (“Wayne Trail”), Weartech International, Inc. (“Weartech”), Techalloy Company, Inc. and certain assets of its parent company, Central Wire Industries Ltd. (collectively, "Techalloy") and OOO Severstal-metiz: welding consumables ("Severstal"). In the current period, the Company recordedinventory charges of $2,334reflecting remeasurement losses in Venezuela related to the initial accounting for recent acquisitionsadoption of a new foreign exchange mechanism and chargeshigher warranty costs of $1,039 due to$5,934. The year ended December 31, 2015 also includes a changeLIFO credit of $11,545 compared with a charge of $429 in Venezuelan labor law, which provides for increased employee severance obligations.the prior year period. The prior year period also includes a gain of $3,946 from an insurance settlement. Foreign currency exchange rates had a $13,166$62,330 unfavorable translation impact in 2012.2015.
Selling, General & Administrative ("SG&A") Expenses:  SG&A expenses increaseddecreased 12.6%8.9% to $495,221496,748 during 20122015 compared with $439,775545,497 in 20112014. The increasedecrease was primarily due to higherlower bonus expense of $20,439,$28,705 and lower foreign exchange transaction losses of $17,030, partially offset by higher general and administrative spending of $24,720 and incremental SG&A expenses from acquisitions of $15,403, higher general and administrative spending primarily related$8,780. Foreign exchange transaction losses in 2015 include a charge of $4,334, compared with a charge of $17,665 in 2014, relating to additional employee compensation costsVenezuelan foreign exchange remeasurement losses as a result of $12,692, higher U.S. retirement coststhe adoption of $3,986 and higher legala new foreign exchange mechanism. Foreign currency exchange rates had a $33,229 favorable translation impact on SG&A expenses of $2,142 partially offset by foreign currency translation of $8,821.in 2015.
Rationalization and Asset Impairment Charges (Gains):Charges:  In 20122015, the Company recorded $9,35419,958 in charges primarily related to rationalization actions initiated in 2012. employee severance and other related costs and non-cash goodwill and asset impairment charges. See "Rationalization and Asset Impairments" for additional information.
Interest Income:Pension Settlement Charges:   Interest income increasedIn 2015, the Company recorded non-cash pension settlement charges of $142,738, $87,310 after-tax, primarily related to $3,988 in 2012 from $3,121 in 2011. The increase was largely due to international entities earning more favorable interest rates.the purchase of a group annuity contract. See Note 11, "Retirement Annuity and Guaranteed Continuous Employment Plans" for additional information.
Equity Earnings in Affiliates:  Equity earnings in affiliates were $5,0073,015 in 20122015 compared with earnings of $5,3855,412 in 20112014. The decrease was primarily due to a decrease in earnings of $542 in Chile being partially offset by an increase in earnings of $164 in Turkey.
Interest Expense:  Interest expense decreasedincreased to $4,19121,824 in 20122015 from $6,70410,434 in 20112014, primarily as. The increase was due to an adjustment to the consideration expected to be paid to acquire additional ownership interests of a result of lower levels of debt in the current period.majority-owned subsidiary and interest accrued on higher borrowings.
Income Taxes:  The Company recorded $112,354$42,375 of tax expense on pre-tax income of $369,570,$169,787, resulting in an effective tax rate of 30.4%25.0% for 2012.2015 compared with an effective income tax rate of 32.4% for 2014. The effective income tax rate is lower than the Company's statutory ratein 2015 as compared to 2014 primarily due to income earnedhigher U.S. tax credits in lower2015 and changes in the mix of earnings between tax rate jurisdictions and the utilization of foreign tax loss carry-forwards for which valuation allowances had been previously provided.
The effective income tax rate of 28.0% for 2011 was lower than the Company's statutory rate primarily due to income earned in lower tax rate jurisdictions, the utilization of foreign tax loss carry-forwards for which valuation allowances had been previously provided and a tax benefit of $4,844 for tax audit settlements.jurisdictions.
Net Income:  Net income for 20122015 was $257,411127,478 compared with $217,186254,686 in the prior year. Diluted earnings per share for 20122015 were $3.061.70 compared with diluted earnings of $2.563.18 per share in 20112014. Net income for 2015 includes non-cash pension settlement charges of $87,310, non-cash Venezuelan remeasurement losses of $27,214 related to the adoption of a new foreign exchange mechanism and net rationalization and asset impairment charges of $18,182. Foreign currency exchange rate movements had an unfavorable translation effect of $2,879 and a favorable translation effect of $2,948$11,390 on Net income for 2012 and 2011, respectively.2015.

1517



Segment Results
Net Sales:  The table below summarizes the impacts of volume, acquisition,acquisitions, price and foreign currency exchange rates on Net sales for the twelve months ended December 31, 20122015:
   Change in Net Sales due to:     Change in Net Sales due to:  
 
Net Sales
2011
 Volume Acquisitions Price Foreign Exchange 
Net Sales
2012
 
Net Sales
2014
 Volume Acquisitions Price Foreign Exchange 
Net Sales
2015
Operating Segments  
  
  
  
  
  
  
  
  
  
  
  
North America Welding $1,309,499
 $112,898
 $124,830
 $37,124
 $(3,533) $1,580,818
 $1,700,924
 $(129,921) $57,333
 $14,944
 $(32,923) $1,610,357
Europe Welding 508,692
 (36,199) 8,322
 4,874
 (33,462) 452,227
 425,775
 (18,179) 
 (2,285) (68,487) 336,824
Asia Pacific Welding 376,276
 (54,289) 
 1,646
 849
 324,482
 243,800
 (49,501) 5,295
 (2,511) (10,468) 186,615
South America Welding 156,684
 (1,284) 
 15,584
 (9,501) 161,483
 148,595
 (24,240) 
 116,765
 (103,106) 138,014
The Harris Products Group 343,458
 13,683
 
 (13,427) (9,357) 334,357
 294,230
 (2,168) 
 (15,746) (12,335) 263,981
Consolidated $2,694,609
 $34,809
 $133,152
 $45,801
 $(55,004) $2,853,367
 $2,813,324
 $(224,009) $62,628
 $111,167
 $(227,319) $2,535,791
            
Consolidated (excluding Venezuela) $2,741,531
 $(211,098) $62,628
 $(2,598) $(139,334) $2,451,129
            
% Change  
  
  
  
  
  
  
  
  
  
  
  
North America Welding  
 8.6% 9.5% 2.8% (0.3%) 20.7%  
 (7.6%) 3.4% 0.9% (1.9%) (5.3%)
Europe Welding  
 (7.1%) 1.6% 1.0% (6.6%) (11.1%)  
 (4.3%) 
 (0.5%) (16.1%) (20.9%)
Asia Pacific Welding  
 (14.4%) 
 0.4% 0.2% (13.8%)  
 (20.3%) 2.2% (1.0%) (4.3%) (23.5%)
South America Welding  
 (0.8%) 
 9.9% (6.1%) 3.1%  
 (16.3%) 
 78.6% (69.4%) (7.1%)
The Harris Products Group  
 4.0% 
 (3.9%) (2.7%) (2.6%)  
 (0.7%) 
 (5.4%) (4.2%) (10.3%)
Consolidated  
 1.3% 4.9% 1.7% (2.0%) 5.9%  
 (8.0%) 2.2% 4.0% (8.1%) (9.9%)
            
Consolidated (excluding Venezuela)   (7.7%) 2.3% (0.1%) (5.1%) (10.6%)
Net sales volumes for 2012 increased for the North America Welding and The Harris Products Group segments because of growth within the domestic markets. Volume decreases for the Europe Welding, Asia Pacific Welding and South America Welding segments are the result of softening demand in these international markets. Product pricing increased2015 decreased for all operating segments from prior year levels, except for The Harris Products Group segment, due to softer demand associated with the realization of price increases implementedcurrent economic environment and weakness in responseoil & gas and U.S. export markets. The decrease in net sales volumes in Asia Pacific Welding is also due to increasescontinued strategic repositioning in raw material costs.the market. Product pricing in the South America Welding segment reflects a higherhighly inflationary environment, particularly in Venezuela.  Product pricing decreased for The Harris Products Group segment because of significant decreases in the costs of silver and copper as compared to the prior year period.  The increase in Net sales from acquisitions was due to the acquisitionsacquisition of Kaliburn in November 2012, Wayne Trail in May 2012, Weartech in March 2012, Techalloy in July 2011, Applied Robotics,Rimrock Holdings Corporation and Easom Automation Systems, Inc. (d/b/a Torchmate) ("Torchmate"Easom") in July 2011 and SSCO Manufacturing, Inc. (d/b/a Arc Products) ("Arc Products") in January 2011 in thewithin North America Welding segment and(see Note 3 to the acquisitionconsolidated financial statements for a discussion of Severstal in March 2011 in the Europe Welding segment (see the "Acquisitions" section below for additional information regarding theCompany's recent acquisitions). With respect to changes in Net sales due to foreign exchange, all segments except for the Asia Pacific Welding segment, decreased due to a stronger U.S. dollar.


1618



Earnings Before Interest and Income Taxes (“EBIT”), as Adjusted: Segment performance is measured and resources are allocated based on a number of factors, the primary profit measure being EBIT, as adjusted. The following table presents EBIT, as adjusted for 20122015 by segment compared with 20112014:
 Twelve Months Ended     Twelve Months Ended    
 December 31,     December 31,    
 2012 2011 $ Change % Change 2015 2014 $ Change % Change
North America Welding:                
Net sales $1,580,818
 $1,309,499
 271,319
 20.7% $1,610,357
 $1,700,924
 (90,567) (5.3%)
Inter-segment sales 131,062
 136,314
 (5,252) (3.9%) 100,770
 124,732
 (23,962) (19.2%)
Total Sales $1,711,880
 $1,445,813
 266,067
 18.4% $1,711,127
 $1,825,656
 (114,529) (6.3%)
                
EBIT, as adjusted $293,070
 $227,924
 65,146
 28.6% $306,746
 $335,465
 (28,719) (8.6%)
As a percent of total sales 17.1% 15.8%   1.3% 17.9% 18.4%   (0.5%)
                
Europe Welding:                
Net sales $452,227
 $508,692
 (56,465) (11.1%) $336,824
 $425,775
 (88,951) (20.9%)
Inter-segment sales 16,048
 17,422
 (1,374) (7.9%) 15,922
 19,586
 (3,664) (18.7%)
Total Sales $468,275
 $526,114
 (57,839) (11.0%) $352,746
 $445,361
 (92,615) (20.8%)
                
EBIT, as adjusted $37,299
 $36,171
 1,128
 3.1% $31,317
 $48,822
 (17,505) (35.9%)
As a percent of total sales 8.0% 6.9%   1.1% 8.9% 11.0%   (2.1%)
                
Asia Pacific Welding:                
Net sales $324,482
 $376,276
 (51,794) (13.8%) $186,615
 $243,800
 (57,185) (23.5%)
Inter-segment sales 14,829
 15,614
 (785) (5.0%) 10,510
 14,820
 (4,310) (29.1%)
Total Sales $339,311
 $391,890
 (52,579) (13.4%) $197,125
 $258,620
 (61,495) (23.8%)
                
EBIT, as adjusted $7,247
 $2,629
 4,618
 175.7% $7,392
 $1,321
 6,071
 459.6%
As a percent of total sales 2.1% 0.7%   1.4% 3.7% 0.5%   3.2%
                
South America Welding:                
Net sales $161,483
 $156,684
 4,799
 3.1% $138,014
 $148,595
 (10,581) (7.1%)
Inter-segment sales 38
 494
 (456) (92.3%) 174
 144
 30
 20.8%
Total Sales $161,521
 $157,178
 4,343
 2.8% $138,188
 $148,739
 (10,551) (7.1%)
                
EBIT, as adjusted $18,301
 $12,895
 5,406
 41.9% $5,569
 $15,953
 (10,384) (65.1%)
As a percent of total sales 11.3% 8.2%   3.1% 4.0% 10.7%   (6.7%)
                
The Harris Products Group:                
Net sales $334,357
 $343,458
 (9,101) (2.6%) $263,981
 $294,230
 (30,249) (10.3%)
Inter-segment sales 8,549
 8,496
 53
 0.6% 9,312
 8,210
 1,102
 13.4%
Total Sales $342,906
 $351,954
 (9,048) (2.6%) $273,293
 $302,440
 (29,147) (9.6%)
                
EBIT, as adjusted $29,477
 $25,151
 4,326
 17.2% $27,882
 $28,563
 (681) (2.4%)
As a percent of total sales 8.6% 7.1%   1.5% 10.2% 9.4%   0.8%
EBIT, as adjusted and as a percent of total sales increaseddecreased for all segmentsNorth America Welding in 20122015 as compared with 20112014. due to volume decreases. The North Americadecrease in Europe Welding segment growth is primarily due to improved leverage on an 8.6% increase in volumes and price increases of 2.8%. The increase at the Europe Welding segment is primarily due to improved product mix.unfavorable foreign exchange translation. The Asia Pacific Welding segment increase iswas due to improved profitability resulting from prior rationalization actions in Australialower raw material costs and improved product mix.operational efficiencies partially offset by volume decreases. The South America Welding segment increase isdecrease was a result of product pricing increases of 9.9% exceeding inflationary costs. The Harris Products Group segment growth is primarily a result of improved product mix on equipment sales volume.lower margins in Venezuela, as well as lower volumes and unfavorable foreign exchange translation in the segment.



19



In 2012,2015, EBIT, as adjusted, for theexcluded net charges of $3,298 and $1,507 in North America Welding and Europe Welding, respectively, primarily related to employee severance and other related costs. North America Welding special items also include non-cash charges of $6,315 related to the impairment of goodwill and non-cash charges of $3,417 related to the impairment of long-lived assets. Asia Pacific Welding segments excluded special itemitems reflect net charges of $827, $3,534$5,432 primarily related to employee severance and $4,993, respectively,other costs and adjustments to reclassify a potential divestiture that was previously held-for-sale. South America Welding special items reflect Venezuelan foreign exchange remeasurement losses of $27,214 related to the adoption of a new foreign exchange mechanism. In addition to special items listed above, 2015 EBIT, as adjusted excludes non-cash pension settlement charges of $142,738 primarily related to the purchase of a group annuity contract.
In 2014, EBIT, as adjusted, excluded net charges primarily related to employee severance and other costs associated with the consolidation of manufacturing operations. TheAsia Pacific Welding EBIT, as adjusted, also excluded charges of $32,742 related to impairment of long-lived assets and a gain of $3,930 related to the sale of assets. South America Welding segment EBIT, as adjusted,

17



excluded a special item charge of $1,381, related to a change in Venezuelan labor law, which provides for increased employee severance obligations.
In 2011, EBIT, as adjusted, for the Europe Welding and Asia Pacific Welding segments excluded special items netitem charges of $188 and $93, respectively, primarily$21,133, related to employee severance and other costs associated with the consolidationadoption of manufacturing operations. The Europe Welding segment special items also include a loss of $204 on the sale of assets at a rationalized operation. The Asia Pacific Welding segment special items also include a gain of $203 on the sale of assets at a rationalized operation.new foreign exchange mechanism.
20112014 Compared with 20102013
Net Sales:  Net sales volume for 20112014 increased for all operating segmentsdecreased 1.4% from 2013. The sales decrease reflects volume decreases of 2.0%, price increases of 1.8%, increases from acquisitions of 1.5% and unfavorable impacts from foreign exchange of 2.6%. Sales volumes decreased primarily as a result of higher demand levels from expanding industrial economies associated with the improved global economy and modest market share gains.softer volumes in South America Welding. Product pricing increased from prior year levels, reflecting the highly inflationary environment in Venezuela partially offset by pricing declines in The Harris Products Group due to decreases in the costs of silver and copper. Net sales for all operating segments2014 include $71,793 in sales from the Company's Venezuelan operations compared with $109,139 in sales from the Company's Venezuelan operations in 2013.
Gross Profit:  Gross profit increased 0.7% to $949,297 during 2014 compared with $942,654 in 2013. As a percentage of Net sales, Gross profit increased to 33.7% in 2014 compared with 33.0% in 2013. The increase was the result of geographic mix and operations improvements. Foreign currency exchange rates had a $28,377 unfavorable translation impact in 2014, which includes $3,468 related to the liquidation of Venezuelan inventory valued at a historical exchange rate.
SG&A Expenses:  SG&A expenses increased 3.5% to $545,497 during 2014 compared with $527,206 in 2013. The increase was primarily due to higher foreign exchange transaction losses of $16,472, incremental SG&A expenses from acquisition of $8,051 and higher bonus expense of $5,511. Foreign exchange transaction losses in 2014 include a charge of $17,665 relating to a Venezuelan remeasurement loss compared with a charge of $8,081 in 2013 due to a devaluation of the Venezuelan currency. Foreign currency exchange rates had a $14,627 favorable translation impact on SG&A expenses in 2014.
Rationalization and Asset Impairment Charges:  In 2014, the Company recorded $30,053 in charges primarily related to non-cash long-lived asset impairment charges partially offset by gains on the sales of assets. See "Rationalization and Asset Impairments" for additional information.
Equity Earnings in Affiliates:  Equity earnings in affiliates were $5,412 in 2014 compared with earnings of $4,806 in 2013. The increase was primarily due to an increase in earnings in Turkey.
Interest Expense:  Interest expense increased to $10,434 in 2014 from $2,864 in 2013. The increase was due to an adjustment to the consideration expected to be paid to acquire additional ownership interests of a majority-owned subsidiary.
Income Taxes:  The Company recorded $121,933 of tax expense on pre-tax income of $375,813, resulting in an effective tax rate of 32.4% for 2014 compared with an effective tax rate of 30.0% for 2013. The effective income tax rate is lower in 2013 as compared with 2014 primarily due to income earned in lower tax rate jurisdictions.
Net Income:  Net income for 2014 was $254,686 compared with $293,780 in the prior year. Diluted earnings per share for 2014 were $3.18 compared with diluted earnings of $3.54 per share in 2013. Net income for 2014 included a loss of $8,238, or $0.10 per diluted share, from the Company's Venezuelan operations compared with Net income of $25,614, or $0.31 per diluted share, from the Company's Venezuelan operations in 2013. Foreign currency exchange rate movements had an unfavorable translation effect of $8,258 for 2014.

20



Segment Results
Net Sales:  The table below summarizes the impacts of volume, acquisitions, price and foreign currency exchange rates on Net sales for the twelve months ended December 31, 2014:
    Change in Net Sales due to:  
  
Net Sales
2013
 Volume Acquisitions Price 
Foreign
Exchange
 
Net Sales
2014
Operating Segments            
North America Welding $1,652,769
 $4,335
 $42,184
 $13,247
 $(11,611) $1,700,924
Europe Welding 429,548
 8,107
 
 (3,722) (8,158) 425,775
Asia Pacific Welding 266,282
 (17,516) 
 1,351
 (6,317) 243,800
South America Welding 195,895
 (59,554) 
 57,461
 (45,207) 148,595
The Harris Products Group 308,177
 6,722
 
 (18,411) (2,258) 294,230
Consolidated $2,852,671
 $(57,906) $42,184
 $49,926
 $(73,551) $2,813,324
             
Consolidated (excluding Venezuela) $2,743,532
 $(3,840) $42,184
 $(3,997) $(36,348) $2,741,531
             
% Change            
North America Welding  
 0.3% 2.6% 0.8% (0.7%) 2.9%
Europe Welding  
 1.9% 
 (0.9%) (1.9%) (0.9%)
Asia Pacific Welding  
 (6.6%) 
 0.5% (2.4%) (8.4%)
South America Welding  
 (30.4%) 
 29.3% (23.1%) (24.1%)
The Harris Products Group  
 2.2% 
 (6.0%) (0.7%) (4.5%)
Consolidated  
 (2.0%) 1.5% 1.8% (2.6%) (1.4%)
             
Consolidated (excluding Venezuela)   (0.1%) 1.5% (0.1%) (1.3%) (0.1%)
Net sales volumes for 2014 decreased for South America Welding due to the realizationlack of price increases implementedavailable raw materials in responseVenezuela and Asia Pacific Welding due to increaseslower demand and strategic repositioning in raw material costs.the market. North America Welding, Europe Welding and The Harris Products Group increased as a result of stronger end market demand in those geographies. Product pricing in the South America Welding segment reflectedreflects a higherhighly inflationary environment, particularly in Venezuela. Product pricing increased indecreased for The Harris Products Group segment due tobecause of decreases in the pass-through effectcosts of higher commodity costs, particularly silver and copper. The increase in Net sales from acquisitions was due to the acquisitions of Arc Products in January 2011, TechalloyEasom, Robolution GmbH ("Robolution") and Torchmate in July 2011 in theBurlington Automation Corporation ("Burlington") within North America Welding segment and(see Note 3 to the acquisitions of Severstal in March 2011 and Mezhgosmetiz-Mtsensk OAO ("MGM") in October 2010 in the Europe Welding segment (see the "Acquisitions" section belowconsolidated financial statements for additional information regarding the acquisitions). With respect to changes in Net sales due to foreign exchange, all segments increaseddecreased due to a weakerstronger U.S. dollar.
Gross Profit:  Gross profit increased 30.7% to $736,737 during 2011 compared with $563,819 in 2010. As a percentage of Net sales, Gross profit increased slightly to 27.3% in 2011 compared with 27.2% in 2010. The increase was the result of pricing increases and operating leverage offset by rising material costs and lower margins from the acquisitions of MGM, Severstal and Techalloy. In the prior year, the South America Welding segment recorded charges of $5,755 resulting from the change in functional currency and related devaluation of the Venezuelan currency. Foreign currency exchange rates had an $11,125 favorable translation impact in 2011.
Selling, General & Administrative ("SG&A") Expenses:  SG&A expenses increased 16.4% to $439,775 during 2011 compared with $377,773 in 2010. The increase was primarily due to higher bonus expense of $30,714, higher selling, administrative and research and development expenses of $15,546, incremental SG&A expenses from acquisitions of $8,600, higher foreign currency translation of $7,257 and higher foreign exchange transaction losses of $4,531 partially offset by lower legal expenses of $4,124. In the prior year period, the South America Welding segment recorded a gain of $2,632 resulting from the change in Venezuela's functional currency to the U.S. dollar and the devaluation of the bolivar.
Rationalization and Asset Impairment Charges (Gains):  In 2011, the Company recorded $282 in charges primarily related to rationalization actions initiated in 2009. See "Rationalization and Asset Impairments" for additional information.
Interest Income:  Interest income increased to $3,121 in 2011 from $2,381 in 2010. The increase was largely due to interest income received on a sales tax refund.
Equity Earnings (Loss) in Affiliates:  Equity earnings in affiliates were $5,385 in 2011 compared with earnings of $3,171 in 2010. The increase was due to an increase in earnings of $1,895 in Turkey and an increase of $319 in Chile.
Interest Expense:  Interest expense remained flat at $6,704 in 2011 as compared to $6,691 in 2010, primarily as a result of higher interest rates offset by lower levels of debt in the current period.
Income Taxes:  The Company recorded $84,318 of tax expense on pre-tax income of $301,331, resulting in an effective tax rate of 28.0% for 2011. The effective income tax rate is lower than the Company's statutory rate primarily due to income earned in lower tax rate jurisdictions, the utilization of foreign tax loss carry-forwards for which valuation allowances had been previously provided and a tax benefit of $4,844 for tax audit settlements.
The effective income tax rate of 29.3% for 2010 was primarily due to income earned in lower tax rate jurisdictions and the utilization of foreign tax loss carry-forwards for which valuation allowances had been previously provided.
Net Income:  Net income for 2011 was $217,186 compared with $130,244 in the prior year. Diluted earnings per share for 2011 were $2.56 compared with diluted earnings of $1.53 per share in 2010. Foreign currency exchange rate movements had a favorable translation effect of $2,948 and $762 on Net income for 2011 and 2010, respectively.

18



Segment Results
Net Sales:  The table below summarizes the impacts of volume, acquisition, price and foreign currency exchange rates on Net sales for the twelve months ended December 31, 2011:
    Change in Net Sales due to:  
  
Net Sales
2010
 Volume Acquisitions Price 
Foreign
Exchange
 
Net Sales
2011
Operating Segments            
North America Welding $1,013,193
 $194,618
 $54,452
 $41,839
 $5,397
 $1,309,499
Europe Welding 359,925
 42,376
 66,425
 20,390
 19,576
 508,692
Asia Pacific Welding 324,092
 26,198
 
 3,305
 22,681
 376,276
South America Welding 117,419
 24,209
 
 11,618
 3,438
 156,684
The Harris Products Group 255,543
 18,625
 
 65,753
 3,537
 343,458
Consolidated $2,070,172
 $306,026
 $120,877
 $142,905
 $54,629
 $2,694,609
% Change            
North America Welding  
 19.2% 5.4% 4.1% 0.5% 29.2%
Europe Welding  
 11.8% 18.5% 5.7% 5.4% 41.3%
Asia Pacific Welding  
 8.1% 
 1.0% 7.0% 16.1%
South America Welding  
 20.6% 
 9.9% 2.9% 33.4%
The Harris Products Group  
 7.3% 
 25.7% 1.4% 34.4%
Consolidated  
 14.8% 5.8% 6.9% 2.6% 30.2%
Net sales volume for 2011 increased for all operating segments as a result of higher demand levels from expanding industrial economies associated with the improved global economy and modest market share gains. Product pricing increased for all operating segments due to the realization of price increases implemented in response to increases in raw material costs. Product pricing in the South America Welding segment reflected a higher inflationary environment, particularly in Venezuela. Product pricing increased in The Harris Products Group segment due to the pass-through effect of higher commodity costs, particularly silver and copper. The increase in Net sales from acquisitions was due to the acquisitions of Arc Products in January 2011, Techalloy and Torchmate in July 2011 in the North America Welding segment and the acquisitions of Severstal in March 2011 and Mezhgosmetiz-Mtsensk OAO ("MGM") in October 2010 in the Europe Welding segment (see the "Acquisitions" section below for additional information regarding the acquisitions). With respect to changes in Net sales due to foreign exchange, all segments increased due to a weaker U.S. dollar.


1921



Earnings Before Interest and Income Taxes (“EBIT”),EBIT, as Adjusted: Segment performance is measured and resources are allocated based on a number of factors, the primary profit measure being EBIT, as adjusted. The following table presents EBIT, as adjusted for 20112014 by segment compared with 2010:2013:
 Twelve Months Ended     Twelve Months Ended    
 December 31,     December 31,    
 2011 2010 $ Change % Change 2014 2013 $ Change % Change
North America Welding:                
Net sales $1,309,499
 $1,013,193
 296,306
 29.2% $1,700,924
 $1,652,769
 48,155
 2.9%
Inter-segment sales 136,314
 108,849
 27,465
 25.2% 124,732
 127,254
 (2,522) (2.0%)
Total Sales $1,445,813
 $1,122,042
 323,771
 28.9% $1,825,656
 $1,780,023
 45,633
 2.6%
                
EBIT, as adjusted $227,924
 $162,192
 65,732
 40.5% $335,465
 $318,507
 16,958
 5.3%
As a percent of total sales 15.8% 14.5%   1.3% 18.4% 17.9%   0.5%
                
Europe Welding:                
Net sales $508,692
 $359,925
 148,767
 41.3% $425,775
 $429,548
 (3,773) (0.9%)
Inter-segment sales 17,422
 13,330
 4,092
 30.7% 19,586
 19,911
 (325) (1.6%)
Total Sales $526,114
 $373,255
 152,859
 41.0% $445,361
 $449,459
 (4,098) (0.9%)
                
EBIT, as adjusted $36,171
 $17,023
 19,148
 112.5% $48,822
 $36,247
 12,575
 34.7%
As a percent of total sales 6.9% 4.6%   2.3% 11.0% 8.1%   2.9%
                
Asia Pacific Welding:                
Net sales $376,276
 $324,092
 52,184
 16.1% $243,800
 $266,282
 (22,482) (8.4%)
Inter-segment sales 15,614
 12,546
 3,068
 24.5% 14,820
 14,906
 (86) (0.6%)
Total Sales $391,890
 $336,638
 55,252
 16.4% $258,620
 $281,188
 (22,568) (8.0%)
                
EBIT, as adjusted $2,629
 $1,752
 877
 50.1% $1,321
 $1,815
 (494) (27.2%)
As a percent of total sales 0.7% 0.5%   0.2% 0.5% 0.6%   (0.1%)
                
South America Welding:                
Net sales $156,684
 $117,419
 39,265
 33.4% $148,595
 $195,895
 (47,300) (24.1%)
Inter-segment sales 494
 1,216
 (722) (59.4%) 144
 233
 (89) (38.2%)
Total Sales $157,178
 $118,635
 38,543
 32.5% $148,739
 $196,128
 (47,389) (24.2%)
                
EBIT, as adjusted $12,895
 $7,554
 5,341
 70.7% $15,953
 $57,306
 (41,353) (72.2%)
As a percent of total sales 8.2% 6.4%   1.8% 10.7% 29.2%   (18.5%)
                
The Harris Products Group:                
Net sales $343,458
 $255,543
 87,915
 34.4% $294,230
 $308,177
 (13,947) (4.5%)
Inter-segment sales 8,496
 6,641
 1,855
 27.9% 8,210
 9,605
 (1,395) (14.5%)
Total Sales $351,954
 $262,184
 89,770
 34.2% $302,440
 $317,782
 (15,342) (4.8%)
                
EBIT, as adjusted $25,151
 $12,311
 12,840
 104.3% $28,563
 $27,826
 737
 2.6%
As a percent of total sales 7.1% 4.7%   2.4% 9.4% 8.8%   0.6%
EBIT, as adjusted and as a percent of total sales increased for all segmentsNorth America Welding in 20112014 as compared with 2010.2013 due to operational improvements and lower pension expense, partially offset by higher SG&A expenses. The North Americaincrease for Europe Welding segment growth wasis primarily due to volume increases, lower manufacturing costs and improved leverage on a 19.2% increase in volumes and price increases of 4.1%. The increase at the Europe Welding segment was primarily due to improved leverage on 11.8% increase in volumes and price increases of 5.7%. The Asia Pacific Welding segment increase was due to improved leverage on an 8.1% increase in volumes.product mix, partially offset by higher SG&A expenses. The South America Welding segment increasedecrease was a result of product pricing increaseslower volumes related to disruptions of 9.9% exceeding increasing inflationary costs and improved leverage on a 20.6% increase in volumes. The Harris Products Group segment growth was primarilymanufacturing operations due to improved leverage on a 14.8% increasethe lack of available raw materials in volumesVenezuela and price increaseshigher SG&A expenses due to foreign exchange losses in Venezuela. The South America Welding 2013 results include the effect of 6.9% exceeding increasing raw material costs.the highly inflationary environment in Venezuela.

2022



In 2011,2014, EBIT, as adjusted, for the Europe Welding and Asia Pacific Welding segments excluded special items net charges of $188 and $93, respectively, primarily related to employee severance and other costcosts associated with the consolidation of manufacturing operations. The EuropeAsia Pacific Welding segment special itemsEBIT, as adjusted, also includeexcluded charges of $32,742 related to impairment of long-lived assets and a lossgain of $204 on$3,930 related to the sale of assets at a rationalized operation. The Asia Pacificassets. South America Welding segment special items also include a gain of $203 on the sale of assets at a rationalized operation.
In 2010, EBIT, as adjusted, forexcluded special item charges of $21,133 related to the Europe Welding and Asia Pacific Welding segmentsadoption of a new foreign exchange mechanism.
In 2013, EBIT, as adjusted, excluded special items net charges of $1,990 and $427, respectively, primarily related to employee severance and other costcosts associated with the consolidation of manufacturing operations. The EuropeAsia Pacific Welding segment special itemsEBIT, as adjusted, also includeexcluded charges of $4,444 related to impairment of long-lived assets and a charge of $496 in$705 related asset impairments. The Asia Pacific Welding segment special items also includeto a gain of $4,555loss on the disposalsale of assets at a rationalized operation.land. South America Welding EBIT, as adjusted, for the South America Welding segment excluded special item net charges of $3,123$12,198 related to the change in functional currency and devaluation of the Venezuelan currency. EBIT, as adjusted, for The Harris Products Group segment excluded a net charge of $871 related to environmental costs associated with the sale of property at a rationalized operation.
Non-GAAP Financial Measures
The Company reviews Adjusted operating income, Adjusted net income, and Adjusted diluted earnings per share and Return on invested capital, all non-GAAP financial measures, in assessing and evaluating the Company's underlying operating performance. These non-GAAP financial measures exclude the impact of special items on the Company's reported financial results. Non-GAAP financial measures should be read in conjunction with the generally accepted accounting principles in the United States ("GAAP") financial measures, as non-GAAP measures are a supplement to, and not a replacement for, GAAP financial measures. From time to time management evaluates and discloses to investors the non-GAAP measure Free cash flow ("FCF").  FCF is defined as Net cash provided by operating activities less Capital expenditures.
The following table presents a reconciliation of Operating income as reported to Adjusted operating income:
  Year Ended December 31,
  2012 2011 2010
Operating income as reported $362,081
 $296,680
 $186,430
Special items (pre-tax):      
Rationalization charges (gains) 7,512
 282
 (1,267)
Impairment charges 1,842
 
 883
Venezuela statutory severance obligation 1,381
 
 
Venezuela – functional currency change and devaluation 
 
 3,123
Adjusted operating income $372,816
 $296,962
 $189,169
  Year Ended December 31,
  2015 2014 2013
Operating income as reported $181,700
 $373,747
 $406,985
Special items (pre-tax):      
Rationalization and asset impairment charges 19,958
 30,053
 8,463
Venezuela remeasurement losses 27,214
 21,133
 12,198
Pension settlement charges 142,738
 
 
Loss on the sale of land 
 
 705
Adjusted operating income $371,610
 $424,933
 $427,646
Special items included in Operating income during 2012 include net rationalization charges of $7,512, primarily related to employee severance and other costs associated with the consolidation of manufacturing operations initiated in 2012, partially offset by gains on the disposal of assets at rationalized operations, asset impairment charges of $1,842 and a net charge of $1,381 related to the change in Venezuelan labor law, which provides for increased employee severance obligations.
Special items included in Operating income during 20112015 include net rationalization and asset impairment charges which primarily consist of $282employee severance and other related costs of $13,719, ,a non-cash goodwill impairment charge of$6,315and net non-cash asset impairment charges. Special items for 2015 also include pension settlement charges and Venezuelan foreign exchange remeasurement losses related to the adoption of a new foreign exchange mechanism.
Special items included in Operating income during 2014 include net rationalization and asset impairment charges primarily consisting of non-cash asset impairment charges of $32,742 offset by gains of $3,930 related to the sale of assets. Special items for 2014 also include Venezuelan remeasurement losses related to the adoption of a new foreign exchange mechanism.
Special items included in Operating income during 2013 include net rationalization and asset impairment charges primarily related to employee severance and other costs associated with the consolidation of manufacturing operations resulting from actions initiated in 2009.
and impairment of long-lived assets. Special items included in Operating income during 2010for 2013 also include net rationalization gains of $1,267 primarilycharges related to gains on the disposal of assets at rationalized operations offset by charges associated with the consolidation of manufacturing operations initiated in 2009, asset impairment charges of $883 and a net charge of $3,123 related to the change in functional currency for the Company's operation in Venezuela to the U.S. dollar and the devaluation of the Venezuelan currency. The net charge of $3,123 relating to the Venezuelan operations is recorded as an increase in Cost of goods sold of $5,755currency and a reduction in SG&A expensesloss on the sale of $2,632.land.

2123



The following table presents reconciliations of Net income and Diluted earnings per share as reported to Adjusted net income and Adjusted diluted earnings per share:
  Year Ended December 31,
  2012 2011 2010
Net income as reported $257,411
 $217,186
 $130,244
Special items (after-tax):      
Rationalization charges (gains) 6,153
 237
 (1,695)
Impairment charges 1,289
 
 801
Venezuela statutory severance obligation 906
 
 
Venezuela – functional currency change and devaluation 
 
 3,560
Income from tax adjustment resulting from change in
   applicable tax regulations
 
 
 (5,092)
Adjustment for tax audit settlements 
 (4,844) 
Non-controlling interests charges associated with special
items
 
 
 1,782
Adjusted net income $265,759
 $212,579
 $129,600
Diluted earnings per share as reported $3.06
 $2.56
 $1.53
Special items per share 0.10
 (0.05) (0.01)
Adjusted diluted earnings per share $3.16
 $2.51
 $1.52
  Year Ended December 31,
  2015 2014 2013
Net income as reported $127,478
 $254,686
 $293,780
Special items (after-tax):      
Rationalization and asset impairment charges 18,182
 30,914
 7,573
Venezuela remeasurement losses 27,214
 21,133
 12,198
Pension settlement charges 87,310
 
 
Loss on the sale of land 
 
 705
Special items attributable to non-controlling interests 
 (805) (1,068)
Adjusted net income $260,184
 $305,928
 $313,188
Diluted earnings per share as reported $1.70
 $3.18
 $3.54
Special items per share 1.78
 0.64
 0.23
Adjusted diluted earnings per share $3.48
 $3.82
 $3.77
Net income for 2012 includes net rationalization charges of $6,153, primarily related to employee severance and other costs associated with the consolidation of manufacturing operations initiated in 2012 partially offset by gains on the disposal of assets at rationalized operations, asset impairment charges of $1,289 and a net charge of $906 related to the change in Venezuelan labor law, which provides for increased employee severance obligations.
Net income for 20112015 includes net rationalization and asset impairment which primarily consist of employee severance and other related costs of $11,943, a non-cash goodwill impairment charge of $6,315 and net non-cash asset impairment charges. Special items for 2015 also include pension settlement charges and Venezuelan remeasurement losses related to the adoption of a new foreign exchange mechanism. Adjusted net income for 2015 includes $3,209, or $0.05 per diluted share, from the Company's Venezuelan operations.
Net income for 2014 includes net rationalization and asset impairment charges primarily consisting of non-cash asset impairment charges of $32,706 partially offset by gains of $2,754 related $237to the sale of assets. Associated with the impairment of long-lived assets is an offsetting special item of $805 attributable to non-controlling interests. Special items for 2014 also include Venezuelan remeasurement losses related to the adoption of a new foreign exchange mechanism. Adjusted net income for 2014 includes $13,279, or $0.17 per diluted share, from the Company's Venezuelan operations.
Net income for 2013 includes net rationalization and asset impairment charges primarily related to employee severance and other costs associated with the consolidation of manufacturing operations resulting from actions initiated in 2009.and impairment of long-lived assets and a loss on the sale of land. Associated with the impairment of long-lived assets and loss on the sale of land is an offsetting special item of $1,068 attributable to non-controlling interests. Special items for 20112013 also include a gain of $4,844charges related to a favorable adjustment for tax audit settlements.
The Company's 2010 rationalization activities to align the business to current market conditions resulted in net gains of $1,695 primarily related to the sale of property and asset disposals and asset impairment charges of $801. Net income also includes a net charge of $3,560 related to the change in functional currency and devaluation of the Venezuelan currency,currency. Adjusted net income of $5,092 due to an adjustment in tax liabilities for a change in applicable tax regulations, a gain of $108 in non-controlling interests related to2013 includes $37,812, or $0.46 per diluted share, from the impairment of assets for a majority-owned consolidated subsidiary and a charge of $1,890 in non-controlling interests related to the disposal of assets for a majority-owned consolidated subsidiary.Company's Venezuelan operations.
Liquidity and Capital Resources
The Company's cash flow from operations can be cyclical. Operational cash flow is a key driver of liquidity, providing cash and access to capital markets. In assessing liquidity, the Company reviews working capital measurements to define areas for improvement. Management anticipates the Company will be able to satisfy cash requirements for its ongoing businesses for the foreseeable future primarily with cash generated by operations, existing cash balances, and, if necessary, borrowings under its existing credit facilities.facilities and raising debt in capital markets.
The Company continues to expand globally and periodically looks at transactions that would involve significant investments. The Company can fund its global expansion plans with operational cash flow, but a significant acquisition may require access to capital markets, in particular, the long-term debt market, as well as the syndicated bank loan market. The Company’s financing strategy is to fund itself at the lowest after-tax cost of funding. Where possible, the Company utilizes operational cash flows and raises capital in the most efficient market, usually the United States, and then lends funds to the specific subsidiary that requires funding. If additional acquisitions providing appropriate financial benefits become available, additional expenditures may be made.


2224



The following table reflects changes in key cash flow measures:
 Year Ended December 31, $ Change Year Ended December 31, $ Change
 2012 2011 2010 2012 vs. 2011 2011 vs. 2010 2015 2014 2013 2015 vs. 2014 2014 vs. 2013
Cash provided by operating activities $327,484
 $193,518
 $156,978
 $133,966
 $36,540
 $310,858
 $401,702
 $338,894
 $(90,844) $62,808
Cash used by investing activities: (187,471) (130,796) (69,400) (56,675) (61,396) (85,352) (78,985) (129,500) (6,367) 50,515
Capital expenditures (52,715) (65,813) (60,565) 13,098
 (5,248) (50,507) (72,990) (76,015) 22,483
 3,025
Acquisition of businesses, net of cash acquired (134,602) (66,229) (18,856) (68,373) (47,373) (37,076) (24,230) (53,161) (12,846) 28,931
Proceeds from the sale of property, plant and equipment 1,387
 1,246
 10,021
 141
 (8,775)
Other investing activities (1,541) 
 
 (1,541) 
Cash used by financing activities: (216,838) (63,370) (109,507) (153,468) 46,137
 (169,908) (314,355) (194,184) 144,447
 (120,171)
(Payments) proceeds on short-term borrowings, net (4,533) 8,981
 (18,599) (13,514) 27,580
Payments on long-term borrowings, net (84,770) (1,032) (8,580) (83,738) 7,548
Proceeds from (payments on) short-term borrowings, net (34,229) 47,876
 (1,451) (82,105) 49,327
Proceeds from (payments on) long-term borrowings, net 350,835
 5,455
 (389) 345,380
 5,844
Proceeds from exercise of stock options 18,776
 11,351
 3,508
 7,425
 7,843
 5,996
 9,116
 20,297
 (3,120) (11,181)
Tax benefit from exercise of stock options 7,819
 2,916
 1,210
 4,903
 1,706
Excess tax benefit from stock-based compensation 1,974
 5,967
 10,602
 (3,993) (4,635)
Purchase of shares for treasury (81,018) (36,997) (39,682) (44,021) 2,685
 (399,494) (307,178) (167,879) (92,316) (139,299)
Cash dividends paid to shareholders (73,112) (51,935) (47,364) (21,177) (4,571) (86,968) (73,261) (49,277) (13,707) (23,984)
Other financing activities 
 3,346
 
 (3,346) 3,346
Decrease in Cash and cash equivalents (74,637) (5,092) (21,943)  
  
Increase (decrease) in Cash and cash equivalents 25,804
 (21,446) 13,361
  
  
Cash and cash equivalents decreased20.7%increased 9.3%, or $74,637,$25,804, to $286,464$304,183 during the twelve months ended December 31, 2015, from $278,379 as of December 31, 2012, from $361,101 as of December 31, 2011.2014. This decreaseincrease was predominantly due to the Company's repaymentcash provided from operating activities and proceeds from the issuance of Senior Unsecured Notes (the "Notes") of $350,000 (see the $80,000 senior unsecured note at maturity, cash used in the acquisition of businesses of $134,602,"Debt" section below for additional information) partially offset by purchases of common shares for treasury of $81,018399,494, cash dividends paid to shareholders. At December 31, 2015, $223,567 of$73,112 and a $89,448 deposit for tax and interest assessed by the Canada Revenue Agency (“CRA”) offset by cash provided by operating activities. This compares with a decrease of 1.4%, or $5,092, in Cash and cash equivalents during 2011.was held by international subsidiaries and may be subject to U.S. income taxes and foreign withholding taxes if repatriated to the U.S.
Cash provided by operating activities for 2012increaseddecreased $133,96690,844 fromfor the 2011twelve months ended December 31, 2015 compared with the twelve months ended December 31, 2014. The increasedecrease was predominantly due to higher contributions to U.S. pension plans of $25,949, lower cash refunds from a Canadian tax deposit of $25,306 and lower earnings offset by less investment in net operating working capital requirements and increased Net income for the year ended December 31, 2012, compared with the year ended December 31, 2011, offset by the $89,448 deposit for tax and interest assessed by the CRA.of $63,604. Net operating working capital is defined as the sum of Accounts receivable and Total inventory less Trade accounts payable, decreased$102,155 in 2012 compared with an increase of $110,525 in 2011.payable. Net operating working capital to sales, defined as net operating working capital divided by annualized rolling three months of Net sales, decreased to 18.8%remained consistent at 17.1% at December 31, 20122015 compared with 21.0%17.1% at December 31, 2011.2014. Days sales in inventory increaseddecreased to 94.389.2 days at December 31, 20122015 from 92.594.7 days at December 31, 2011.2014. Accounts receivable days decreased to 51.846.9 days at December 31, 20122015 from 53.547.8 days at December 31, 2011.2014. Average days in accounts payable increaseddecreased to 43.938.7 days at December 31, 20122015 from 35.146.6 days at December 31, 2011.2014.
Cash used by investing activities increased by $56,6756,367 for 2012in the twelve months ended December 31, 2015 compared with 2011. This reflects a decrease in capital expenditures of $13,098 from 2011 andthe twelve months ended December 31, 2014. The increase was predominantly due to an increase in the acquisition of businesses of $68,37312,846 and a decrease in proceeds from 2011.the sale of property, plant and equipment of $15,147 offset by a decrease in capital expenditures of $22,483. The Company anticipates capital expenditures of $60,000$65,000 to $75,000 in 2013.2016. Anticipated capital expenditures reflect investments for capital maintenance to improve operational effectiveness and the Company's continuing international expansion. Management critically evaluates all proposed capital expenditures and requires each project to increase efficiency, reduce costs, promote business growth, or to improve the overall safety and environmental conditions of the Company's facilities.
Cash used by financing activities for 2012increaseddecreased $153,468144,447 from 2011.in the twelve months ended December 31, 2015 compared with the twelve months ended December 31, 2014. The increasedecrease was predominantly due to higherproceeds from the Notes of $350,000 offset by increased net payments of long-termshort-term borrowings of $83,738, due primarily to the Company's repayment of the $80,000 senior unsecured note,$82,105, higher purchases of common shares for treasury of $44,021$92,316 and higher cash dividends paid to shareholders of $21,177, including the December dividend payment of $16,533 that would generally be paid in January 2013.$13,707.
The Company continues to expand globally and periodically looks at transactions that would involve significant investments. The Company can fund its global expansion plans with operational cash flow, but a significant acquisition may require access to capital markets, in particular, the long-term debt market, as well as the syndicated bank loan market. The Company's financing strategy is to fund itself at the lowest after-tax cost of funding. Where possible, the Company utilizes operational cash flows and raises capital in the most efficient market, usually the U.S., and then lends funds to the specific subsidiary that

23



requires funding. If additional acquisitions providing appropriate financial benefits become available, additional expenditures may be made.
The Company's debt levels decreasedincreased from $103,378$70,654 at December 31, 20112014 to $20,275$354,625 at December 31, 2012.2015 due to the issuance of the Notes. Debt to total invested capital decreasedincreased to 1.5%27.6% at December 31, 20122015 from 8.0%5.2% at December 31, 2011. The decrease was predominantly due to the repayment of the Company's $80,000 senior unsecured note on March 12, 2012.2014.
The Company paid $73,11286,968 and $73,261 in cash dividends to its shareholders in the yeartwelve months ended December 31, 2012.2015 and 2014, respectively.

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The Company has a share repurchase program for up to 3045 million shares of the Company's common stock.shares. At management's discretion, the Company repurchases its common stockshares from time to time in the open market, depending on market conditions, stock price and other factors. During the yeartwelve months ended December 31, 2012,2015, the Company purchased 1,779,384a total of 6.6 million shares at a cost of $80,178.$399,494. As of December 31, 2012, 3,342,3732015, 4.7 million shares remained available for repurchase under the stock repurchase program. The Company currently anticipates share repurchases of approximately $400,000 in 2016.
The Company made voluntary contributions to its U.S. defined benefit plans of $60,27747,124, $30,00021,175 and $41,50075,216 in 20122015, 20112014 and 20102013, respectively. The Company expects to voluntarily contribute approximately $103,00020,000 to its U.S. plans in 20132016. Based on current pension funding rules, the Company does not anticipate that contributions to the plans would be required in 20132016.
As discussed in Note 12 to the consolidated financial statements, inCanada - Notice of Reassessment
In July 2012, the Company received a Notice of Reassessment (the "Reassessments") from the CRA forCanada Revenue Agency in respect to its 2004 to 2011, which would2010 taxation years to disallow the deductibility of inter-company dividends. These adjustments would increase Canadian federal and provincial tax due by $62,120 plus approximately $17,156 of interest, net of tax. The Company disagrees withappealed the position taken by the CRA and believes it is without merit. The Company will vigorously contest the assessment throughReassessments to the Tax Court of Canada. A trial date has not yet been scheduled. In connection withAs part of the litigationappeals process to the Tax Court of Canada, the Company is required to deposit no less than one half of the tax and interest assessed by the CRA. The Company hashad elected to deposit the entire amount of the dispute in order to suspend continuing interest charges.
In September 2014, the continuing accrualDepartment of Justice Canada consented to a 5% interest charge. Additionally, deposited amounts will earn interest of approximately 1% due upon a favorable outcome. A deposit was made andjudgment, wholly in the Company's favor. In vacating the reassessment, this tax litigation is recorded as a non-current asset as of concluded. In December 31, 2012. Although2014, the Company believes it will prevailreceived a partial refund of the cash deposit. In the first quarter of 2015, the Company received a refund of $24,976 which was substantially all of the remaining cash deposit. The Company also received interest on the meritsdeposit of the tax position, the ultimate outcome of the assessment remains uncertain.$1,596.
Rationalization and Asset Impairments
In 2012,2015, the Company recorded net rationalization and asset impairment net charges of $9,354 for the year ended December 31, 2012$19,958 resulting from rationalization activities primarily initiated in 2012.activities. The Company initiated a number of rationalization activities in 2012 to align its business to current market conditions. The 20122015 net charges include $7,512 primarily related to employee severance and other related costs, partially offset by gains from sales of assets at rationalized operations and $1,842 in asset impairment charges.
In 2011, the Company recorded rationalization and asset impairment net charges of $282 for the year ended December 31, 2011 resulting from rationalization activities primarily initiated in the third and second quarters of 2009. The Company initiated a number of rationalization activities in 2009 to align its business to current market conditions. The 2011 net charges include $259$13,719 primarily related to employee severance and other related costs and $23$6,315 in assetan impairment charges.charge to the carrying value of goodwill
In 2010,2014, the Company recorded net rationalization and asset impairment net gainscharges of $384$30,053 resulting from rationalization activities primarily initiated in the third and second quarters of 2009.activities. The 20102014 net gainscharges include $4,555 primarily related to asset disposals offset by charges of $2,417$1,241 primarily related to employee severance and other related costs $871 related to environmental costs associated with the sale of property and $883$32,742 in asset impairment charges.charges, partially offset by gains from sales of assets of $3,930.
In 2013, the Company recorded net rationalization and asset impairment charges of $8,463 resulting from rationalization activities. The 2013 net charges include $3,658 primarily related to employee severance and other related costs and $4,961 in asset impairment charges, partially offset by gains from sales of assets $156.
Fair values of impaired assets were determined using projected discounted cash flows.
Acquisitions
On December 31, 2012,Refer to Note 3 to the Company completed the acquisitionconsolidated financial statements for a discussion of the privately-held automated systems and tooling manufacturer, Tennessee Rand, Inc. ("Tenn Rand"). Tenn Rand, based in Chattanooga, Tennessee, is a leader in the design and manufacture of tooling and robotic systems for welding applications. The acquisition added tool design, system building and machining capabilities that will enable the Company to further expand its welding automation business. Annual sales for Tenn Rand at the date of acquisition were approximately $35,000.Company's recent acquisitions.
Debt
On November 13, 2012, the Company completed the acquisition of Kaliburn from ITT Corporation. Kaliburn, headquartered in Ladson, South Carolina, is a designer and manufacturer of shape cutting solutions, producer of shape cutting control systems and manufacturer of web tension transducers and engineered machine systems. The acquisition added to the Company's cutting business portfolio. Annual sales for Kaliburn as of the date of acquisition were approximately $36,000.
On May 17, 2012, the Company completed the acquisition of Wayne Trail. Wayne Trail, based in Ft. Loramie, Ohio, is a manufacturer of automated systems and tooling, serving a wide range of applications in the metal processing market.  The

24



acquisition added to the Company’s welding and automated solutions portfolio.  Annual sales for Wayne Trail at the date of acquisition were approximately $50,000.
On March 6, 2012, the Company completed the acquisition of Weartech. Weartech, based in Anaheim, California, is a producer of cobalt-based hard facing and wear-resistant welding consumables.  The acquisition added to the Company’s consumables portfolio.  Sales for Weartech during 2011 were approximately $40,000.
The Company acquired Tenn Rand, Kaliburn, Wayne Trail and Weartech for approximately $143,504 in cash, net of cash acquired, and assumed debt. The fair value of net assets acquired was $75,764, resulting in goodwill of $67,740. Some of the purchase price allocations are preliminary and subject to final opening balance sheet adjustments.
On July 29, 2011, the Company acquired substantially all of the assets of Techalloy. Techalloy, based in Baltimore, Maryland, was a privately-held manufacturer of nickel alloy and stainless steel welding consumables. The acquisition added to the Company's consumables portfolio. Annual sales for Techalloy at the date of acquisition were approximately $70,000.
On July 29, 2011, the Company acquired substantially all of the assets of Torchmate. Torchmate, based in Reno, Nevada, provides a wide selection of computer numeric controlled plasma cutter and oxy-fuel cutting systems. The acquisition added to the Company's plasma and oxy-fuel cutting product offering. Annual sales for Torchmate at the date of acquisition were approximately $13,000.
On March 11, 2011, the Company completed the acquisition of Severstal. Severstal is a leading manufacturer of welding consumables in Russia and was a subsidiary of OAO Severstal, one of the world's leading vertically integrated steel and mining companies. This acquisition expanded the Company's capacity and distribution channels in Russia and the Commonwealth of Independent States ("CIS"). Sales for Severstal during 2010 were approximately $40,000.
On January 31, 2011, the Company acquired substantially all of the assets of Arc Products. Arc Products was a privately-held manufacturer of orbital welding systems and welding automation components based in Southern California. Orbital welding systems are designed to automatically weld pipe and tube in difficult to access locations and for mission-critical applications requiring high weld integrity and sophisticated quality monitoring capabilities. The acquisition will complement the Company's ability to serve global customers in the nuclear, power generation and process industries worldwide. Sales for Arc Products during 2010 were not significant.
The Company acquired Techalloy, Torchmate, Severstal and Arc Products for approximately $65,321 in cash and assumed debt and a contingent consideration liability fair valued at $3,806. The contingent consideration is based upon estimated sales at the related acquisition for the five-year period endingAt December 31, 2015 and will be paid in 2016 based on actual sales during the five-year period. The fair value of net assets acquired was $46,837, resulting in goodwill of $22,290.
On October 29, 2010, the Company acquired all of the outstanding stock of MGM, a privately-held welding wire manufacturer based in the Orel region of Russia, for approximately $28,500 in cash and assumed debt. This acquisition represented the Company's first manufacturing operation in Russia as well as established distribution channels to serve the growing Russian and CIS welding markets. Annual sales for MGM at the date of acquisition were approximately $30,000.
Pro forma information related to these acquisitions has not been presented because the impact on the Company's Consolidated Statements of Income is not material. Acquired companies are included in the Company's consolidated financial statements as of the date of acquisition.
Debt
During March 2002, the Company issued Senior Unsecured Notes (the "Notes") totaling $150,000 with original maturities ranging from five to ten years and a weighted-average interest rate of 6.1%. The proceeds were used for general corporate purposes, including acquisitions, and were generally invested in short-term, highly liquid investments. The Company repaid the $40,000 Series A Notes in March 2007, the $30,000 Series B Notes in March 2009 and the $80,000 Series C Notes in March 2012.
The Company has no interest rate swaps outstanding at December 31, 2012.
At December 31, 2012 and 2011,2014, the fair value of long-term debt, including the current portion, was approximately $1,919$342,602 and $84,110,$9,323, respectively, which was determined using available market information and methodologies requiring judgment. Since considerable judgment is required in interpreting market information, the fair value of the debt is not necessarily the amount which could be realized in a current market exchange.
Senior Unsecured Notes
On April 1, 2015, the Company entered into a Note Purchase Agreement pursuant to which it agreed to issue the Notes in the aggregate principal amount of $350,000 through a private placement. At December 31, 2015, $349,147, net of debt issuance costs of $853, was outstanding and recorded in Long-term debt, less current portion. The proceeds are being used for general corporate purposes. The Notes have maturities ranging from 10 to 30 years with a weighted average effective interest rate of 3.5%, excluding accretion of original issuance costs, and an average tenure of 19 years. Interest is payable semi-annually. The Notes contain certain affirmative and negative covenants. As of December 31, 2015, the Company was in compliance with all of its debt covenants.

26



Revolving Credit Agreement
The Company has a line of credit totaling $300,000400,000 through the Amended and Restated Credit Agreement (the “Credit Agreement”), which was entered into on July 26, 2012September 12, 2014.  The Credit Agreement contains customary affirmative, negative and financial covenants for credit facilities of this type, including limitations on the Company and its subsidiaries with respect to

25



liens, investments, distributions, mergers and acquisitions, dispositions of assets, transactions with affiliates and a fixed charges coverage ratio and total leverage ratio.  As of December 31, 2012,2015, the Company was in compliance with all of its covenants and had no outstanding borrowings under the Credit Agreement.  The Credit Agreement has a five-year term and may be increased, subject to certain conditions, by an additional amount up to $100,000.  The interest rate on borrowings is based on either LIBOR or the prime rate, plus a spread based on the Company’s leverage ratio, at the Company’s election.
Short-term Borrowings
The Company's short-term borrowings included in "AmountsAmounts due banks"banks were $18,220$2,822 and $19,92261,155 at December 31, 20122015 and 20112014, respectively,respectively. Amounts due banks included the outstanding borrowings under the Credit Agreement and represent the borrowings of foreign subsidiaries at weighted average interest rates of 11.3%24.1% and 11.6%3.1% at December 31, 2015 and 2014, respectively.
Return on Invested Capital
The Company reviews return on invested capital ("ROIC") in assessing and evaluating the Company's underlying operating performance. ROIC is a non-GAAP financial measure that the Company believes is a meaningful metric to investors in evaluating the Company’s financial performance and may be different than the method used by other companies to calculate ROIC. ROIC is defined as rolling 12 months of Adjusted net income excluding tax-effected interest income and expense divided by invested capital. Invested capital is defined as total debt, which includes Amounts due banks, Current portion of long-term debt and Long-term debt, less current portions, plus Total equity.

ROIC for the years ended December 31, 2015, 2014 and 2013 were as follows:
Return on Invested Capital 2015 2014 2013
Adjusted net income (1)
 $260,184
 $305,928
 $313,188
   Plus: Interest expense (after-tax) 13,469
 6,439
 1,767
   Less: Interest income (after-tax) 1,675
 1,909
 2,049
Net operating profit after taxes 271,978
 310,458
 312,906
Invested capital 1,287,073
 1,356,435
 1,549,775
Return on invested capital 21.1% 22.9% 20.2%

(1)See “Non-GAAP Financial Measures” section for a tabular reconciliation of Net income to Adjusted net income.

Contractual Obligations and Commercial Commitments
The Company's contractual obligations and commercial commitments as of December 31, 20122015 are as follows:
 Payments Due By Period Payments Due By Period
 Total 2013 2014 to
2015
 2016 to
2017
 2018 and
Beyond
 Total 2016 2017 to
2018
 2019 to
2020
 2021 and
Beyond
Long-term debt, including current portion $1,788
 $366
 $622
 $188
 $612
 $352,545
 $1,400
 $630
 $200
 $350,315
Interest on long-term debt 160
 38
 49
 30
 43
 235,968
 12,649
 24,733
 24,679
 173,907
Capital lease obligations 267
 93
 95
 79
 
 111
 62
 44
 5
 
Short-term debt 18,220
 18,220
 
 
 
 2,822
 2,822
 
 
 
Interest on short-term debt 844
 844
 
 
 
 341
 341
 
 
 
Operating leases 46,219
 12,624
 16,257
 10,256
 7,082
 41,683
 12,160
 15,357
 8,582
 5,584
Purchase commitments(1)
 155,480
 154,823
 482
 158
 17
 125,332
 124,228
 909
 195
 
Total $222,978
 $187,008
 $17,505
 $10,711
 $7,754
 $758,802
 $153,662
 $41,673
 $33,661
 $529,806

(1)Purchase commitments include contractual obligations for raw materials and services.

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As of December 31, 2012,2015, there was $25,255$14,332 of tax liabilities related to unrecognized tax benefits.benefits and a $23,201 liability for deferred compensation. Because of the high degree of uncertainty regarding the timing of future cash outflows associated with these liabilities, the Company is unable to estimate the years in which settlement will occur with the respective taxing authorities.occur. See Note 12 and Note 14 to the Company's consolidated financial statements for further discussion. Additionally, in connection with prior acquisitions, there were liabilities with fair values as of December 31, 2015 of $9,184 for a contingent consideration arrangement and $26,484 for a forward contract to acquire an additional ownership interest in a majority owned subsidiary.  The amount of future cash flows associated with these liabilities will be contingent upon actual results of the acquired entities.  See Note 14 to the Company’s consolidated financial statements for further discussion.
The Company expects to voluntarily contribute approximately $103,000$20,000 to the U.S. pensiondefined benefit plans in 2013.2016.
Stock-Based Compensation
On April 28, 2006,23, 2015, the shareholders of the Company approved the 2015 Equity and Incentive Compensation Plan ("Employee Plan"), which replaced the 2006 Equity and Performance Incentive Plan, as amended ("EPI Plan"), which replaced the 1998 Stock Plan, as amended and restated in May 2003.. The EPIEmployee Plan provides for the granting of options, appreciation rights, restricted shares, restricted stock units and performance-based awards up to an additional 6,000,0005,400,000 of the Company's common shares. In addition, on April 28, 2006,23, 2015, the shareholders of the Company approved the 2015 Stock Plan for Non-Employee Directors ("2015 Director Plan"), which replaced the 2006 Stock Plan for Non-Employee Directors as amended ("2006 Director Plan"), which replaced the Stock Option Plan for Non-Employee Directors adopted in 2000.. The 2015 Director Plan provides for the granting of options, restricted shares and restricted stock units up to an additional 600,000300,000 of the Company's common shares. At December 31, 20122015, there were 2,517,2285,600,763 common shares available for future grant under all plans.
Under these plans, options, restricted shares and restricted stock units granted were 567,023411,406 in 20122015, 648,56122,909 in 20112014 and 603,874357,494 in 20102013. The Company issued shares of common stockshares from treasury upon all exercises of stock options and the granting of restricted stock awards in 20122015, 20112014 and 20102013.
Expense is recognized for all awards of stock-based compensation by allocating the aggregate grant date fair value over the vesting period. No expense is recognized for any stock options, restricted or deferred shares or restricted stock units ultimately forfeited because recipients fail to meet vesting requirements. Total stock-based compensation expense recognized in the Consolidated Statements of Income for 20122015, 20112014 and 20102013 was $8,9617,932, $6,6108,416 and $8,2139,734, respectively. Therespectively, with a related tax benefit forof 2012, 2011 and 2010 was $3,4093,037, $2,5153,222 and $3,1123,727, respectively. As of December 31, 20122015, total unrecognized stock-based compensation expense related to non-vested stock options, restricted shares and restricted stock units was $23,71815,371, which is expected to be recognized over a weighted average period of approximately 37 months2.9 years.

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The aggregate intrinsic value of options outstanding and exercisable which would have been received by the optionees had all awards been exercised at December 31, 20122015, was $54,17830,121 and $47,46430,121, respectively. The total intrinsic value of awardsoptions exercised during 20122015, 20112014 and 20102013 was $18,7766,879, $10,02814,647 and $4,27026,288 respectively.
Product Liability Costs
Product liability costs have historically been significant particularly with respect to welding fume claims. Costs incurred are volatile and are largely related to trial activity. The costs associated with these claims are predominantly defense costs which are recognized in the periods incurred. Product liability costs decreased $2,922 in 2012 compared with 2011 primarily due to reduced trial activity.
The long-term impact of the welding fumeasbestos loss contingency, in the aggregate, on operating results, operating cash flows and access to capital markets is difficult to assess, particularly since claims are in many different stages of development and the Company benefits significantly from cost sharing with co-defendants and insurance carriers. Moreover, the Company has been largely successful to date in its defense of these claims.
Off-Balance Sheet Arrangements
The Company utilizes letters of credit to back certain payment and performance obligations. Letters of credit are subject to limits based on amounts outstanding under the Company's Credit Agreement.
New Accounting Pronouncements
New Accounting StandardsRefer to be Adopted:
In February 2013,Note 1 to the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2013-02, “Comprehensive Income (Topic 220): Reportingconsolidated financial statements for a discussion of Amounts Reclassified Out of Accumulated Other Comprehensive Income.” ASU 2013-02 requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. In addition, an entity is required to present, either on the face of the statement where net income is presented or in the notes, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amount reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period. For other amounts, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. The amendments are effective prospectively for reporting periods beginning after December 15, 2012. The Company is currently evaluating the impact of the adoption of ASU 2013-02 on the Company's financial statements.new accounting pronouncements.

In July 2012, the FASB issued ASU No. 2012-02, “Intangibles - Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment.” ASU 2012-02 permits an entity first to assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test in accordance with Subtopic 350-30, Intangibles - Goodwill and Other - General Intangibles Other than Goodwill. The more-likely-than-not threshold is defined as having a likelihood of more than 50 percent. In accordance with this update, an entity will have an option not to calculate annually the fair value of an indefinite-lived intangible asset if the entity determines that it is not more likely than not that the asset is impaired. The amendments are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. The Company is currently evaluating the impact of the adoption of ASU 2012-02 on the Company's financial statements.
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In December 2011, the FASB issued ASU No. 2011-11, "Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities." ASU 2011-11 requires an entity to disclose information about financial instruments and derivative instruments that are subject to offsetting, master netting or other similar arrangements, to illustrate the effect or potential effect of those arrangements on the Company's financial position. In January 2013, the FASB issued ASU No. 2013-01, “Balance Sheet (Topic 210): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities,” which clarifies the scope of ASU 2011-11. The amendments are effective for annual periods beginning on or after January 1, 2013 and interim periods within those annual periods. The amendments should be applied retrospectively for all prior periods presented. The Company is currently evaluating the impact of the adoption of ASU 2011-11 on the Company's financial statements.



Critical Accounting Policies and Estimates
The Company's consolidated financial statements are based on the selection and application of significant accounting policies, which require management to make estimates and assumptions. These estimates and assumptions are reviewed periodically by management and compared to historical trends to determine the accuracy of estimates and assumptions used. If warranted, these estimates and assumptions may be changed as current trends are assessed and updated. Historically, the Company's estimates have been determined to be reasonable. No material changes to the Company's accounting policies were made during 20122015. The Company believes the following accounting policies are some of the more critical judgment areas in the application of its accounting policies that affectaffecting its financial condition and results of operations.

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Legal and Tax Contingencies
The Company, like other manufacturers, is subject from time to time to a variety of civil and administrative proceedings arising in the ordinary course of business. Such claims and litigation include, without limitation, product liability claims, regulatory claims and health, safety and environmental claims, some of which relate to cases alleging asbestos induced illnesses. The costs associated with these claims are predominantly defense costs, which are recognized in the periods incurred. Insurance reimbursements mitigate these costs and, where reimbursements are probable, they are recognized in the applicable period. With respect to costs other than defense costs (i.e., for liability and/or settlement or other resolution), reserves are recorded when it is probable that the contingencies will have an unfavorable outcome. The Company accrues its best estimate of the probable costs after a review of the facts with management and counsel and taking into account past experience. If an unfavorable outcome is determined to be reasonably possible but not probable, or if the amount of loss cannot be reasonably estimated, disclosure iswould be provided for material claims or litigation. Many of the current cases are in differing procedural stages and information on the circumstances of each claimant, which forms the basis for judgments as to the validity or ultimate disposition of such actions, varies greatly. Therefore, in many situations a range of possible losses cannot be made. Reserves are adjusted as facts and circumstances change and related management assessments of the underlying merits and the likelihood of outcomes change. Moreover, reserves only cover identified and/or asserted claims. Future claims could, therefore, give rise to increases to such reserves.
The Company is subject to taxation from U.S. federal, state, municipal and international jurisdictions. The calculation of current income tax expense is based on the best information available and involves significant management judgment. The actual income tax liability for each jurisdiction in any year can in some instances be ultimately determined several years after the financial statements are published.
The Company maintains reserves for estimated income tax exposures for many jurisdictions. Exposures are settled primarily through the completion of audits within each individual tax jurisdiction or the closing of a statute of limitation. Exposures can also be affected by changes in applicable tax law or other factors, which may cause management to believe a revision of past estimates is appropriate. Management believes that an appropriate liability has been established for income tax exposures; however, actual results may materially differ from these estimates. See Note 12 to the Company's consolidated financial statements and "Item 3. Legal Proceedings" section of this Annual Report on Form 10-K for further discussion of tax contingencies.
Translation of Foreign Currencies
Asset and liability accounts are translated into U.S. dollars using exchange rates in effect at the dates of the Consolidated Balance Sheets; revenue and expense accounts are translated at average monthly exchange rates. Translation adjustments are reflected as a component of Total equity. For subsidiaries operating in highly inflationary economies, both historical and current exchange rates are used in translating balance sheet accounts and translation adjustments are included in Net income.
The translation of assets and liabilities originally denominated in foreign currencies into U.S. dollars is for consolidation purposes, and does not necessarily indicate that the Company could realize or settle the reported value of those assets and liabilities in U.S. dollars. Additionally, such a translation does not necessarily indicate that the Company could return or distribute the reported U.S. dollar value of the net equity of its foreign operations to shareholders.
Foreign currency transaction losses are included in "Selling,Selling, general & administrative expenses"expenses and were $6,023, $22,351 and $7,759 in $4,6082015, $4,9042014 and $118 in 2012, 2011 and 20102013, respectively.

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Venezuela – Highly Inflationary Economy
Venezuela is a highly inflationary economy under U.S. GAAP. As a result, the financial statements of the Company's Venezuelan operation are reported under highly inflationary accounting rules as of January 1, 2010. Under highly inflationary accounting, the financial statements of the Company's Venezuelan operation have been remeasured into the Company's reporting currency and exchange gains and losses from the re-measurementremeasurement of monetary assets and liabilities are reflected in current earnings. On February 8, 2013, the Venezuelan government announced the devaluation of its currency relative to the U.S. dollar. Effective February 13, 2013 the official rate moved from 4.3 to 6.3 bolivars to the U.S. dollar. In 2013, the devaluation of the bolivar resulted in a foreign currency transaction loss of $8,081 in Selling, general & administrative expenses and higher Cost of goods sold of $4,117 due to the liquidation of inventory valued at the historical exchange rate.
In January 2014, the Venezuela government announced the formation of the National Center of Foreign Trade (“CENCOEX”) to replace the Commission for the Administration of Currency Exchange (“CADIVI”). Effective January 24, 2014, the exchange rate applicable to the settlement of certain transactions through CENCOEX, including payments of dividends and royalties, changed to utilize the Complementary System of Foreign Currency Administration ("SICAD") auction-based exchange rate (the "SICAD rate") as opposed to the official rate. Further, in January 2014, the Venezuelan government enacted the "Fair Prices Law" limiting prices and establishing a maximum profit margin on goods and services. In February 2014, the government announced a new market based foreign exchange system, the SICAD II. The exchange rate established through SICAD II fluctuated daily and was significantly higher than both the official rate and the SICAD rate.
As of March 31, 2014, the Company determined that the rate used in remeasuring the Venezuelan operation's financial statements into U.S. dollars would change to the SICAD rate as future remittances for dividend payments could be transacted at the SICAD rate. As of March 31, 2014, the SICAD rate was 10.7 bolivars to the U.S. dollar, which resulted in a remeasurement loss on the bolivar-denominated monetary net asset position of $17,665 which was recorded in Selling, general & administrative expenses in the three months ended March 31, 2014. Additionally, the Company incurred higher Cost of goods sold of $3,468 during the second quarter of 2014 related to the adoption of the SICAD rate.
In February 2015, the Venezuelan government eliminated the SICAD II rate and announced a new exchange market called the Marginal Currency System ("SIMADI"), which allows for trading based on supply and demand. At September 30, 2015, the Company determined that the rate used in remeasuring the Venezuelan operation's financial statements into U.S. dollars would change to the SIMADI rate as it most appropriately approximates the rates used to transact business in its Venezuelan operations. At September 30, 2015, the SIMADI rate was 199.4 bolivars to the U.S. dollar, resulting in a remeasurement charge on the bolivar-denominated monetary net liability position of $4,334. This foreign exchange loss was recorded in Selling, general & administrative expenses during the three months ended September 30, 2015. Additionally, the Company recorded lower of cost or net realizable value inventory adjustments of $22,880 within Cost of goods sold, related to the adoption of the SIMADI rate. As of December 31, 2015, the SIMADI rate was 198.7 bolivars to the U.S dollar. If the Company were to convert bolivars at a rate other than the SIMADI rate, the Company may realize additional losses or gains to earnings. 
At December 31, 2015, the amount of bolivar requests awaiting government approval to be paid in U.S. dollars at the SIMADI rate include $1,550 for dividend payments, of which $510 have been outstanding for more than a year, and $7,871 to be paid at the official exchange rate, all of which have been outstanding for non-essential goods of 4.3 (the "Non-Essential Rate") is used as this is the rate expected to be applicable to dividend repatriations.more than a year.
In 2015, the Company’s Venezuela operations contributed $84,662 to Net sales for the Company. Net income included a loss of $24,005, or $0.32 per diluted share from Venezuela. Adjusted net income for 2015 included $3,209, or $0.05 per diluted share, from Venezuela. In 2014, the Company’s Venezuela operations contributed $71,793 to Net sales for the Company. Net income included a loss of $8,238, or $0.10 per diluted share, from Venezuela. Adjusted net income for 2014 included $13,279, or $0.17 per diluted share, from Venezuela. Future impacts to earnings of applying highly inflationary accounting for Venezuela on the Company'sCompany’s consolidated financial statements will be dependent upon the applied currency exchange mechanisms, the movements in the applicable exchange rates between the bolivar and the U.S. dollar and the amount of monetary assets and liabilities included in the Company'sCompany’s Venezuelan operation'soperation’s balance sheet.  The bolivar-denominated monetary net asset position was $31,545$32 at December 31, 2015, which includes $642 of cash and cash equivalents and the bolivar-denominated monetary net liability position was $1,264 at December 31, 20122014, which includes $2,124 of cash and $6,826 at December 31, 2011. The increased exposure was due to the limited opportunities to convert bolivars into U.S. dollars.cash equivalents.
The Company'sCompany’s ability to effectively manage sales and profit levels in Venezuela will be impacted by several factors.  TheseIn addition to those factors previously mentioned, these include but are not limited to, the Company'sCompany’s ability to mitigate the effect of any potential future devaluation and Venezuelan government price or exchange controls.  IfThe various restrictions on the distribution of foreign currency by the Venezuelan government could also affect the Company’s ability to pay obligations and maintain normal production levels in Venezuela.

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In the future, the Company weremay need to convert bolivars atdeconsolidate its Venezuelan operations as a rate other thanresult of an inability to exchange bolivar-denominated cash coupled with an acute degradation in the officialability to make key operational decisions due to government regulations in Venezuela. The Company monitors factors such as its ability to access various exchange rate ormechanisms; the official exchange rate is revised,impact of government regulations on the Company’s ability to manage its Venezuelan operation’s capital structure, purchasing, product pricing and labor relations; and the current political and economic situation within Venezuela. Based upon such factors as of December 31, 2015, the Company may realize a losscontinues to earnings.
In 2010, the Company participated inconsolidate its Venezuelan sovereign debt offerings as a meanssubsidiary. As of converting bolivars to U.S. dollars. The conversion of bolivars to U.S. dollars through Venezuelan sovereign debt offerings generated foreign currency transaction losses as the debt was purchased at the Non-Essential Rate and subsequently sold at a discount. During 2010, the Company acquired $7,672 of Venezuelan sovereign debt at the Non-Essential Rate, which was immediately sold at a discount for $6,022.

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The sale of the Venezuelan sovereign debt resulted in a loss of $1,650 recognized in Selling, general & administrative expenses. In 2012 and 2011, the Company was not successful in utilizing this vehicle as a means of converting bolivars to U.S. dollars.
The devaluation of the bolivar and the change to the U.S. dollar as the functional currency resulted in a foreign currency transaction gain of $2,632 in "Selling, general & administrative expenses" and higher "Cost of goods sold" of $5,755 due to the liquidation of inventory valued at the historical exchange rate for the year ended December 31, 2010.
On February 8, 2013,2015, the Venezuelan government announced the devaluation of its currency relative to the U.S. dollar. The Non-Essential Rate moved from 4.3 to 6.3 bolivars to one U.S. dollar. The devaluation of the bolivar is expected to resultCompany's total investment in a foreign currency transaction charge ofVenezuela was approximately $8,500 in Selling, general & administrative expenses. This charge will be recognized during the first quarter of 2013. The impact of selling inventories carried at the previous exchange rate is expected to decrease gross profit by approximately $4,000 in 2013. These charges will be recognized during the first half of 2013. The Company also expects that its Venezuelan subsidiary's results of operations will decrease significantly in 2013 due to the new exchange rate.$35,000, which includes intercompany payables.
Deferred Income Taxes
Deferred income taxes are recognized at currently enacted tax rates for temporary differences between the financial reportingGAAP and income tax basesbasis of assets and liabilities and operating loss and tax credit carry-forwards. The Company does not provide deferred income taxes on unremitted earnings of certain non-U.S. subsidiaries, which are deemed permanently reinvested. It is not practicable to calculate the deferred taxes associated with the remittance of these earnings. Deferred income taxes associated with earnings of $3,776that are not expected to be permanently reinvested were not significant. At December 31, 20122015, the Company had approximately $170,17592,537 of gross deferred tax assets related to deductible temporary differences and tax loss and credit carry-forwards which may reduce taxable income in future years.
In assessing the realizability of deferred tax assets, the Company assesses whether it is more likely than not that a portion or all of the deferred tax assets will not be realized. The Company considers the scheduled reversal of deferred tax liabilities, tax planning strategies and projected future taxable income in making this assessment. At December 31, 2012,2015, a valuation allowance of $38,799$51,294 was recorded against these deferred tax assets based on this assessment. The Company believes it is more likely than not that the tax benefit of the remaining net deferred tax assets will be realized. The amount of net deferred tax assets considered realizable could be increased or reduced in the future if the Company's assessment of future taxable income or tax planning strategies changes.
Pensions
The Company maintains a number of defined benefit ("Pension") and defined contribution plans to provide retirement benefits for employees. These plans are maintained and contributions are made in accordance with the Employee Retirement Income Security Act of 1974 ("ERISA"), local statutory law or as determined by the Board of Directors. The plans generally provide benefits based upon years of service and compensation. Pension plans are funded except for a domestic non-qualified pension plan for certain key employees and certain foreign plans.
A substantial portion of the Company's pension amounts relatesrelate to its defined benefit plan in the United States. The fair value of plan assets is determined at December 31 of each year.
A significant element in determining the Company's pension expense is the expected return on plan assets. At the end of each year, the expected return on plan assets is determined based on the weighted average expected return of the various asset classes in the plan's portfolio and the targeted allocation of plan assets. The asset class return is developed using historical asset return performance as well as current market conditions such as inflation, interest rates and equity market performance. The Company determined this rate to be 7.7%6.3% and 7.9%7.3% at December 31, 20122015 and 2011,2014, respectively. The assumed long-term rate of return on assets is applied to the market value of plan assets. This produces the expected return on plan assets included in pension expense. The difference between this expected return and the actual return on plan assets is deferred and amortized over the average remaining service period of active employees expected to receive benefits under the plan. The amortization of the net deferral of past losses will increase future pension expense. During 2012,2015, investment returns were 11.1%0.9% compared with a return of 4.1%11.5% in 2011.2014. A 25 basis point change in the expected return on plan assets would increase or decrease pension expense by approximately $1,800.$2,000.
Another significant element in determining the Company's pension expense is the discount rate for plan liabilities. To develop the discount rate assumption, to be used, the Company refers to the yield derived from matching projected pension payments with maturities of a portfolio of available non-callable bonds rated AA-AA or better.an equivalent quality. The Company determined this rate to be 3.8%4.5% at December 31, 20122015 and 4.2%4.1% at December 31, 20112014. A 10 basis point change in the discount rate would increase or decrease pension expense by approximately $1,100.$1,500.
Pension expense relating to the Company's defined benefit plans was $36,258162,815, $26,37012,395 and $29,12329,908 in 20122015, 20112014 and 20102013, respectively. Pension expense in 2015 includes $142,738 in settlement charges. The Company expects 20132016 defined benefit pension expense, excluding the effect of settlements, to increasedecrease by a range of approximately $200$1,000 to $500.$3,000.

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The Accumulated other comprehensive loss, excluding tax effects, recognized on the Consolidated Balance Sheet was $417,967$154,756 as of December 31, 20122015 and $408,000$314,411 as of December 31, 2011.2014. The increasedecrease is primarily the result of an increasepension settlement charges recorded in actuarial losses. Actuarial losses arising during 2012 are primarily attributable2015 related to the purchase of a lower discount rate.group annuity contract. Refer to Note 11 to the Consolidated Financial Statements for additional information.

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The Company made voluntary contributions to its U.S. defined benefit plans of $60,27747,124, $30,00021,175 and $41,50075,216 in 20122015, 20112014 and 20102013, respectively. The Company expects to voluntarily contribute $103,00020,000 to itsthe U.S. plans in 20132016. Based on current pension funding rules, the Company does not anticipate that contributions to the plans would be required in 20132016.
Inventories
Inventories are valued at the lower of cost or market.net realizable value. Fixed manufacturing overhead costs are allocated to inventory based on normal production capacity and abnormal manufacturing costs are recognized as period costs. For most domestic inventories, cost is determined principally by the last-in, first-out ("LIFO") method, and for non-U.S. inventories, cost is determined by the first-in, first-out ("FIFO") method. The valuation of LIFO inventories is made at the end of each year based on inventory levels and costs at that time. Accordingly, interim LIFO calculations are based on management's estimates of expected year-end inventory levels and costs. Actual year-end costs and inventory levels may differ from interim LIFO inventory valuations. The excess of current cost over LIFO cost was $72,173$59,765 at December 31, 20122015 and $78,292$71,311 at December 31, 2011.2014.
The Company reviews the net realizable value of inventory on an on-going basis, with consideration given to deterioration, obsolescence and other factors. If actual market conditions differ from those projected by management, and the Company's estimates prove to be inaccurate, write-downs of inventory values and adjustments to Cost of goods sold may be required. Historically, the Company's reserves have approximated actual experience.
Accounts Receivable
The Company maintains an allowance for doubtful accounts for estimated losses from the failure of its customers to make required payments for products delivered. The Company estimates this allowance based on the age of the related receivable, knowledge of the financial condition of customers, review of historical receivables and reserve trends and other pertinent information. If the financial condition of customers deteriorates or an unfavorable trend in receivable collections is experienced in the future, additional allowances may be required. Historically, the Company's reserves have approximated actual experience.
Long-Lived Assets
The Company periodically evaluates whether current facts or circumstances indicate that the carrying value of its depreciable long-lived assets to be held and used may not be recoverable. If such circumstances are determined to exist, an estimate of undiscounted future cash flows produced by the long-lived asset, or the appropriate grouping of assets, is compared to the carrying value to determine whether impairment exists. If an asset is determined to be impaired, a loss is recognized to the extent that carrying value exceeds fair value. Fair value is measured based on quoted market prices in active markets, if available. If quoted market prices are not available, the estimate of fair value is based on various valuation techniques, including the discounted value of estimated future cash flows.
Due to the presence of impairment indicators during the third quarter of 2015, the Company performed an impairment test of certain long-lived assets of a business unit. The Company determined that for certain long-lived assets the carrying value of the assets exceeded the fair value, resulting in a $3,417 non-cash impairment charge.  This result was considered a possible indication of goodwill impairment, therefore, the Company performed an interim goodwill impairment test, using a combination of income and market valuation approaches, resulting in a $6,315 non-cash impairment charge to the carrying value of goodwill.
Goodwill and Intangibles
The Company performs an annual impairment test of goodwill and indefinite-lived intangible assets in the fourth quarter using the same dates each year or more frequently if changes in circumstances or the occurrence of events indicate potential impairment. The fair value of each indefinite-lived intangible asset is compared to its carrying value and an impairment charge is recorded if the carrying value exceeds the fair value. Goodwill is tested by comparing the fair value of each reporting unit with its carrying value. If the carrying value of the reporting unit exceeds its fair value, the implied value of goodwill is compared to its carrying value and impairment is recognized to the extent that the carrying value exceeds the implied fair value.
Fair values are determined using established business valuation multiplestechniques and models developed by the Company that incorporate allocations of certain assets and cash flows among reporting units, estimates of market participant assumptions of future cash flows, future growth rates and the applicable discount rates to value estimated cash flows. Changes in economic and operating conditions impacting these assumptions could result in asset impairments in future periods.
The fair value of goodwill for all of the Company's operating businessreporting units exceeded its carrying value by at least 10%20% as of the testing date during the fourth quarter of 2012.2015. Key assumptions in estimating the reporting unit's fair value include assumed market participant assumptions of revenue growth, operating margins and the rate used to discount future cash flows. Actual revenue growth and operating margins below the assumed market participant assumptions or an increase in the discount rate would have a negative impact on the fair value of the reporting unit that could result in a goodwill impairment charge in a future period.

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Stock-Based Compensation
The Company utilizesuses the Black-Scholes option pricing model for estimating fair values of options. The Black-Scholes model requires assumptions regarding the volatility of the Company's stock,common shares, the expected life of the stock award and the Company's dividend yield. The Company utilizes historical data in determining these assumptions. An increase or decrease in the assumptions or economic events outside of management's control could have a directan impact on the Black-Scholes model.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company's primary financial market risks include fluctuations in currency exchange rates, commodity prices and interest rates. The Company manages these risks by using derivative financial instruments in accordance with established policies and procedures. The Company does not enter into derivatives or other financial instruments for trading or speculative purposes.
Included below is a sensitivity analysis based upon a hypothetical 10% weakening or strengthening in the U.S. dollar compared to foreign currency exchange rates at December 31, 20122015, a 10% change in commodity prices, and a 100 basis point increase in effective interest rates under the Company's current borrowing arrangements.rates. The contractual derivative, borrowing and borrowinginvestment arrangements in effect at December 31, 20122015 were compared to the hypothetical foreign exchange, commodity price, or interest rates in the sensitivity analysis to determine the effect on income before taxes, interest expense, or accumulated other comprehensive loss. The analysis takes into consideration any offset that would result from changes in the value of the hedged asset or liability.
Foreign Currency Exchange Risk
The Company enters into forward foreign exchange contracts principally to hedge the currency fluctuations in transactions denominated in foreign currencies, thereby limiting the Company's risk that would otherwise result from changes in exchange rates. At December 31, 20122015, the Company hedged certain third-party and inter-company purchases and sales. At December 31, 20122015, the Company had foreign exchange contracts with a notional value of approximately $39,597.$30,388. At December 31, 20122015, a hypothetical 10% weakening of the U.S. dollar would not materially affect the Company's financial statements.
Commodity Price Risk
From time to time, the Company uses various hedging arrangements to manage exposures to price risk from commodity purchases. These hedging arrangements have the effect of locking infixing for specified periods the prices the Company will pay for the volume to which the hedge relates. A hypothetical 10% adverse change in commodity prices on the Company's open commodity futures at December 31, 20122015 would not materially affect the Company's financial statements.
Interest Rate Risk
As of December 31, 2012,The Company's debt portfolio contains variable rate debt, inherently exposing the Company to interest rate risk. A hypothetical 1.0% increase in interest rates would not materially affect the Company's financial statements. The Company uses interest rate derivatives to manage interest rate risk. The Company had no interest rate swaps outstanding. Additionally,derivatives outstanding during 2015 or 2014.
The Company's return on cash and cash equivalents are also subject to interest rate risk. As of December 31, 2015, the Company had no outstanding borrowings under$304,183 in cash and cash equivalents. A hypothetical change of 1.0% in interest rates would not materially affect the Credit Agreement, therefore an interest rate increase would have no effect on interest expense.
Company's financial statements. The fair value of the Company's Cash and cash equivalents at December 31, 20122015 approximated carrying value. The Company's financial instruments are subject to concentrations of credit risk. The Company has minimized this risk by entering into investments with a number of major banks and financial institutions and investing in high-quality instruments. The Company does not expect any counter-parties to fail to meet their obligations.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The response to this item is submitted in a separate section of this Annual Report on Form 10-K following the signature page.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES
None.


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ITEM 9A. CONTROLS AND PROCEDURES
Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures
Under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of disclosure controls and procedures, as such term is defined in Rule 13a-15(e) of the Exchange Act. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective as of the end of the period covered by this Annual Report on Form 10-K.

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Management's Report on Internal Control Over Financial Reporting
The Company's management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Under the supervision and with the participation of the Company's management, including the Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of the effectiveness of internal control over financial reporting as of December 31, 20122015 based on the 2013 framework in "Internal Control – Integrated Framework" issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on the Company's evaluation under such framework, management concluded that the Company's internal control over financial reporting was effective as of December 31, 20122015.
The effectiveness of the Company's internal control over financial reporting as of December 31, 20122015 has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report, which is included elsewhere in this Annual Report on Form 10-K and is incorporated herein by reference.
Changes in Internal Control Over Financial Reporting
There have been no changes in the Company's internal control over financial reporting that occurred during the fourth quarter of 20122015 that materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

ITEM 9B. OTHER INFORMATION
None.

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PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The Company is expected to file its 20132016 proxy statement pursuant to Regulation 14A of the Exchange Act prior to April 30,29, 20132016.
Except for the information set forth within Part I, Item 1C section of this Annual Report on Form 10-K concerning our Executive Officers, the information required by this item is incorporated by reference from the 20132016 proxy statement.

ITEM 11. EXECUTIVE COMPENSATION
The information required by this item is incorporated by reference from the 20132016 proxy statement.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information required by this item is incorporated by reference from the 20132016 proxy statement.
For further information on the Company's equity compensation plans, see Note 1 and Note 9 to the Company's consolidated financial statements.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information required by this item is incorporated by reference from the 20132016 proxy statement.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information required by this item is incorporated by reference from the 20132016 proxy statement.


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PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a)(1) Financial Statements
The following consolidated financial statements of the Company are included in a separate section of this report following the signature page and certifications:
Report of Independent Registered Public Accounting Firm
Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting
Consolidated Balance Sheets – December 31, 20122015 and 20112014
Consolidated Statements of Income – Years ended December 31, 20122015, 20112014 and 20102013
Consolidated Statements of Comprehensive Income – Years ended December 31, 20122015, 20112014 and 2010
2013
Consolidated Statements of Equity – Years ended December 31, 20122015, 20112014 and 20102013
Consolidated Statements of Cash Flows – Years ended December 31, 20122015, 20112014 and 20102013
Notes to Consolidated Financial Statements
(a)(2) Financial Statement Schedules
The following consolidated financial statement schedule of the Company is included in a separate section of this report
following the signature page:
Schedule II – Valuation and Qualifying Accounts
All other schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange
Commission are not required under the related instructions or are inapplicable, and therefore, have been omitted.

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(a)(3) Exhibits
Exhibit No. Description
3.1Amended and Restated Code of Regulations of Lincoln Electric Holdings, Inc. (filed as Exhibit 3.1 to Form 8-K of Lincoln Electric Holdings, Inc. filed on April 29, 2014, SEC file No. 0-1402 and incorporated herein by reference and made a part hereof).
3.2 Amended and Restated Articles of Incorporation of Lincoln Electric Holdings, Inc. (filed as Exhibit 3.1 to Form 8-K of Lincoln Electric Holdings, Inc. filed on September 27, 2011, SEC file No. 0-1402 and incorporated herein by reference and made a part hereof).
3.2Amended and Restated Code of Regulations of Lincoln Electric Holdings, Inc. (as Amended on November 3, 2009) (filed as Exhibit 3.2 to Form 10-Q of Lincoln Electric Holdings, Inc. for the three months ended September 30, 2009, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.1 
Amended and Restated Credit Agreement, dated as of July 26, 2012,September 12, 2014, by and among Lincoln Electric Holdings, Inc., The Lincoln Electric Company, Lincoln Electric International Holding Company, J.W. Harris Co., Inc., Techalloy, Inc., Wayne Trail Technologies, Inc., Lincoln Global, Inc., the Lenders and KeyBank National Association as Letter of Credit Issuer and Administrative Agent (filed as Exhibit 10.1 to Form 8-K of Lincoln Electric Holdings, Inc. filed on July 31, 2012, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).

10.2*1998 Stock Plan (Amended, Restated and Renamed as of May 1, 2003) (filed as Appendix B to the Lincoln Electric Holdings, Inc. proxy statement dated March 31, 2003,September 17, 2014, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.3*10.2 Amendment No.Note Purchase Agreement, dated as of April 1, to2015, by and among Lincoln Electric Holdings, Inc., The Lincoln Electric Company, Lincoln Electric International Holding Company, J.W. Harris Co., Inc., Lincoln Global, Inc., Techalloy, Inc., Wayne Trail Technologies, Inc. and the 1998 Stock Plan (Amended, Restated and Renamed Effective May 1, 2003) dated October 20, 2006purchasers party thereto (filed as Exhibit 10.610.1 to Form 10-K8-K of Lincoln Electric Holdings, Inc. for the year ended December 31, 2007,filed on April 2, 2015, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.4*1988 Incentive Equity Plan (filed as Exhibit 28 to the Form S-8 Registration Statement of The Lincoln Electric Company, SEC File No. 33-25209 and incorporated herein by reference and made a part hereof) as adopted and amended by Lincoln Electric Holdings, Inc. pursuant to an Instrument of Adoption and Amendment dated December 29, 1998 (filed as Exhibit 10(d) to Form 10-K of Lincoln Electric Holdings, Inc. for the year ended December 31, 1998, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.5*Amendment No. 2 to the 1988 Incentive Equity Plan dated October 20, 2006 (filed as Exhibit 10.8 to Form 10-K of Lincoln Electric Holdings, Inc. for the year ended December 31, 2007, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.6*10.3* Supplemental Executive Retirement Plan (Amended and Restated as of December 31, 2008) (filed as Exhibit 10.1 to Form 8-K of Lincoln Electric Holdings, Inc. filed on January 7, 2009, SEC File No. 0-1402 and incorporated herein by reference and made part hereof).
10.7*10.4* Deferred Compensation Plan for Certain Retention Agreements and Other Contractual Arrangements (Amended and Restated as of January 1, 2004) (filed as Exhibit 10(i) to Form 10-K of Lincoln Electric Holdings, Inc. for the year ended December 31, 2003, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.8*10.5* Non-Employee Directors' Deferred Compensation Plan (Amended and Restated as of December 31, 2008) (filed as Exhibit 10.3 to Form 8-K of Lincoln Electric Holdings, Inc. filed on January 7, 2009, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.9*10.6* 2005 Deferred Compensation Plan for Executives (Amended and Restated as of AugustJanuary 1, 2011)2016) (filed as Exhibit 10.1 to Form 8-K of Lincoln Electric Holdings, Inc. filed on August 4, 2011, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof)herewith).

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10.10*
Exhibit No. Description of Management Incentive Plan (filed as Exhibit 10(e) to Form 10-K of The Lincoln Electric Company for the year ended December 31, 1995, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.11*Description of Long-Term Performance Plan (filed as Exhibit 10(f) to Form 10-K of The Lincoln Electric Company for the year ended December 31, 1997, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.12*10.7* Form of Severance Agreement (as entered into by the Company and the followingits executive officers: Messrs. Stropki, Mapes, Petrella, Stueber, LeBlanc and Blankenship)officers) (filed as Exhibit 10.1 to Form 10-Q of Lincoln Electric Holdings, Inc. for the three months ended June 30, 2009, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.13*Stock Option Plan for Non-Employee Directors (filed as Exhibit 10(p) to Form 10-Q of Lincoln Electric Holdings, Inc. for the three months ended March 31, 2000, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.14*Amendment No. 1 to the Stock Option Plan for Non-Employee Directors dated October 20, 2006 (filed as Exhibit 10.26 to Form 10-K of Lincoln Electric Holdings, Inc. for the year ended December 31, 2007, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.15*Summary of Cash Long-Term Incentive Plan, as amended (filed as Exhibit 10.1 to Form 8-K of Lincoln Electric Holdings, Inc. filed on April 6, 2005, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).

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10.16*Letter Agreement between John M. Stropki, Jr. and Lincoln Electric Holdings, Inc. dated October 12, 2004 (filed as Exhibit 10.1 to Form 8-K of Lincoln Electric Holdings, Inc. filed on October 18, 2004, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.17*10.8* 2006 Equity and Performance Incentive Plan (Restated as of March 3, 2011) (filed as Annex A to the Lincoln Electric Holdings, Inc. proxy statement datedfiled on March 18, 2011, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.18*10.9* 2006 Stock Plan for Non-Employee Directors (filed as Appendix C to the Lincoln Electric Holdings, Inc. proxy statement dated March 28, 2006, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.19*10.10* Amendment No. 1 to the 2006 Stock Plan for Non-Employee Directors dated October 20, 2006 (filed as Exhibit 10.2 to Form 10-Q of Lincoln Electric Holdings, Inc. for the three months ended March 31, 2007, SEC file No. 0-1402 and incorporated herein by reference and made a part hereof).
10.20*10.11* Amendment No. 2 to the 2006 Stock Plan for Non-Employee Directors dated July 26, 2007 (filed as Exhibit 10.1 to Form 10-Q of Lincoln Electric Holdings, Inc. for the three months ended September 30, 2007, SEC file No. 0-1402 and incorporated herein by reference and made a part hereof).
10.21*10.12* 2007 Management Incentive CompensationAmendment No. 3 to the 2006 Stock Plan (Amended and Restated as offor Non-Employee Directors dated December 31, 2008)15, 2014 (filed as Exhibit 10.410.20 to Form 8-K10-K of Lincoln Electric Holdings, Inc. for the year ended December 31, 2014, SEC file No. 0-1402 and incorporated herein by reference and made a part hereof).
10.13*2015 Equity and Incentive Compensation Plan (filed as Appendix B to the Lincoln Electric Holdings, Inc. definitive proxy statement filed on January 7, 2009,March 18, 2015, SEC File No. 0-1402, and incorporated herein by reference and made a part hereof).
10.22*10.14* Form of Restricted Shares Agreement2015 Stock Plan for Non-Employee Directors (filed as Exhibit 10.1Appendix C to Form 10-Q ofthe Lincoln Electric Holdings, Inc. for the three months ended September 30, 2010,definitive proxy statement filed on March 18, 2015, SEC File No. 0-1402, and incorporated herein by reference and made a part hereof).
10.23*Form of Restricted Shares Agreement for Executive Officers (filed as Exhibit 10.2 to Form 10-Q of Lincoln Electric Holdings, Inc. for the three months ended September 30, 2010, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.24*Form of Stock Option Agreement for Non-Employee Directors (filed as Exhibit 10.3 to Form 10-Q of Lincoln Electric Holdings, Inc. for the three months ended September 30, 2010, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.25*10.15* Form of Stock Option Agreement for Executive Officers (for awards made before December 2010) (filed as Exhibit 10.4 to Form 10-Q of Lincoln Electric Holdings, Inc. for the three months ended September 30, 2010, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.26*Form of Restricted Shares Agreement for Non-Employee Directors (for awards made on or after December 1, 2010) (filed as Exhibit 10.35 to Form 10-K of the Lincoln Electric Holdings, Inc. for the year ended December 31, 2010, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.27*Form of Restricted Shares Agreement for Executive Officers (for awards made on or after December 1, 2010) (filed as Exhibit 10.36 to Form 10-K of the Lincoln Electric Holdings, Inc. for the year ended December 31, 2010, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.28*10.16* Form of Stock Option Agreement for Executive Officers (for awards made on or after December 1, 2010) (filed as Exhibit 10.37 to Form 10-K of the Lincoln Electric Holdings, Inc. for the year ended December 31, 2010, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.29*10.17* Form of Restricted Stock Unit Agreement for Executive Officers (for awards made prior to December 2013) (filed as Exhibit 10.2 to Form 8-K of Lincoln Electric Holdings, Inc. filed on August 4, 2011, SEC File No. 0-1402 and incorporated herein by reference and made a part thereof).
10.30*10.18* 
Form of Amendment to Restricted Stock Unit Agreement for Executive Officers (for awards made prior to December 2013) (filed as Exhibit 10.2 to Form 8-K of Lincoln Electric Holdings, Inc. filed on December 20, 2013, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.19*Form of Restricted Stock Unit Agreement for Executive Officers (for awards made on or after December 2013 - October 2015) (filed as Exhibit 10.33 to Form 10-K of Lincoln Electric Holdings, Inc. for the year ended December 31, 2013, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.20*Form of Restricted Share Agreement for Non-Employee Directors (filed as Exhibit 10.1 to Form 8-K of Lincoln Electric Holdings, Inc. filed on July 29, 2015, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).
10.21*Form of Restricted Stock Unit Agreement for Executive Officers (for awards made on or after October 2015) (filed herewith)
10.22*Form of Performance Share Award Agreement for Executive Officers (filed herewith)
10.23*Form of Officer Indemnification Agreement (effective February 23, 2012) (filed as Exhibit 10.1 to Form 8-K of Lincoln Electric Holdings, Inc. filed on February 29, 2012, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).

10.31*10.24* 
Form of Director Indemnification Agreement (effective February 23, 2012) (filed as Exhibit 10.1 to Form 8-K of Lincoln Electric Holdings, Inc. filed on February 29, 2012, SEC File No. 0-1402 and incorporated herein by reference and made a part hereof).

21 Subsidiaries of the Registrant.
23 Consent of Independent Registered Public Accounting Firm.
24 Powers of Attorney.

37



Exhibit No.Description
31.1 Certification by the Chairman, President and Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.
31.2 Certification by the SeniorExecutive Vice President, Chief Financial Officer and Treasurer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.
32.1 Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS XBRL Instance Document

35



101.SCH XBRL Taxonomy Extension Schema Document
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB XBRL Taxonomy Extension Label Linkbase Document
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF XBRL Taxonomy Extension Definition Linkbase Document
 
*Reflects management contract or other compensatory arrangement required to be filed as an exhibit pursuant to Item 15(b) of this report.
 



3638



SIGNATURES
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.
 LINCOLN ELECTRIC HOLDINGS, INC.
 By:/s/ VINCENT K. PETRELLAGEOFFREY P. ALLMAN
  
Vincent K. PetrellaGeoffrey P. Allman
Senior Vice President, Chief Financial
Officer and TreasurerCorporate Controller
(principal financial and accounting officer)
February 22, 201324, 2016

3739



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.
/s/ CHRISTOPHER L. MAPES /s/ VINCENT K. PETRELLA
Christopher L. Mapes,
Chairman, President and Chief Executive Officer
(principal executive officer)
February 22, 201324, 2016
 
Vincent K. Petrella,
Senior
Executive Vice President, Chief Financial Officer and
Treasurer (principal
(principal financial and accounting officer)

February 22, 2013
24, 2016

   
/s/ JOHN M. STROPKI, JR.GEOFFREY P. ALLMAN /s/ VINCENT K. PETRELLAGEOFFREY P. ALLMAN
John M. Stropki, Jr.,
Executive Chairman of the Board
Geoffrey P. Allman,
Senior Vice President, Corporate Controller
(principal accounting officer)
February 22, 2013
24, 2016

 
Vincent K. PetrellaGeoffrey P. Allman as

Attorney-in-Fact for
Harold L. Adams,
Curtis E. Espeland, Director

February 22, 2013
24, 2016
   
/s/ VINCENT K. PETRELLAGEOFFREY P. ALLMAN /s/ VINCENT K. PETRELLAGEOFFREY P. ALLMAN
Vincent K. PetrellaGeoffrey P. Allman as
Attorney-in-Fact for
Curtis E. Espeland
February 22, 2013
Vincent K. Petrella as
Attorney-in-Fact for
David H. Gunning, Director

February 22, 2013
24, 2016

Geoffrey P. Allman as
Attorney-in-Fact for
Stephen G. Hanks, Director
February 24, 2016
   
/s/ VINCENT K. PETRELLAGEOFFREY P. ALLMAN /s/ VINCENT K. PETRELLAGEOFFREY P. ALLMAN
Vincent K. PetrellaGeoffrey P. Allman as
Attorney-in-Fact for
Stephen G. Hanks,Michael F. Hilton, Director
February 22, 201324, 2016
 
Vincent K. PetrellaGeoffrey P. Allman as

Attorney-in-Fact for
Robert J. Knoll,
G. Russell Lincoln, Director

February 22, 2013
24, 2016

   
/s/ VINCENT K. PETRELLAGEOFFREY P. ALLMAN /s/ VINCENT K. PETRELLAGEOFFREY P. ALLMAN
Vincent K. Petrella as
Attorney-in-Fact for
G. Russell Lincoln, Director
February 22, 2013
Vincent K. PetrellaGeoffrey P. Allman as
Attorney-in-Fact for
Kathryn Jo Lincoln, Director
February 22, 201324, 2016
Geoffrey P. Allman as
Attorney-in-Fact for
William E. MacDonald, III, Director
February 24, 2016

   
/s/ VINCENT K. PETRELLAGEOFFREY P. ALLMAN /s/ VINCENT K. PETRELLAGEOFFREY P. ALLMAN
Vincent K. PetrellaGeoffrey P. Allman as

Attorney-in-Fact for
William E. MacDonald, III,
Phillip J. Mason, Director

February 22, 2013
24, 2016

 
Vincent K. PetrellaGeoffrey P. Allman as

Attorney-in-Fact for

Hellene S. Runtagh, Director

February 22, 2013
24, 2016
   
/s/ VINCENT K. PETRELLAGEOFFREY P. ALLMAN  
Vincent K. PetrellaGeoffrey P. Allman as

Attorney-in-Fact for

George H. Walls, Jr., Director

February 22, 2013
24, 2016
  


3840



Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders of Lincoln Electric Holdings, Inc.
We have audited the accompanying consolidated balance sheets of Lincoln Electric Holdings, Inc. and subsidiaries as of December 31, 20122015 and 2011,2014, and the related consolidated statements of income, comprehensive income, equity, and cash flows for each of the three years in the period ended December 31, 2012.2015. Our audits also included the financial statement schedule listed in the Index as Item 15 (a) (2). 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 Lincoln Electric Holdings, Inc. and subsidiaries at December 31, 20122015 and 2011,2014, and the consolidated results of their operations and their cash flows for each of the three years in the period ended December 31, 2012,2015, 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), Lincoln Electric Holdings, Inc. and subsidiaries' internal control over financial reporting as of December 31, 2012,2015, 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 February 22, 201324, 2016 expressed an unqualified opinion thereon.

/s/ Ernst & Young LLP
Cleveland, Ohio
February 22, 201324, 2016

F-1



Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders of Lincoln Electric Holdings, Inc.
We have audited Lincoln Electric Holdings, Inc. and subsidiaries' internal control over financial reporting as of December 31, 2012,2015, 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). Lincoln Electric Holdings, Inc. and subsidiaries' 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 in Item 9A. 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.
Because of its inherent limitations, 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.
In our opinion, Lincoln Electric Holdings, Inc. and subsidiaries maintained, in all material respects, effective internal control over financial reporting as of December 31, 2012,2015, 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 Lincoln Electric Holdings, Inc. and subsidiaries as of December 31, 20122015 and 2011,2014, and the related consolidated statements of income, comprehensive income, equity, and cash flows for each of the three years in the period ended December 31, 20122015 of Lincoln Electric Holdings, Inc. and subsidiaries and our report dated February 22, 201324, 2016 expressed an unqualified opinion thereon.

/s/ Ernst & Young LLP
Cleveland, Ohio
February 22, 201324, 2016

F-2



LINCOLN ELECTRIC HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)

 December 31, December 31,
 2012 2011 2015 2014
ASSETS        
Current Assets        
Cash and cash equivalents $286,464
 $361,101
 $304,183
 $278,379
Accounts receivable (less allowance for doubtful accounts of $8,654 in
2012; $7,079 in 2011)
 360,662
 386,197
Accounts receivable (less allowance for doubtful accounts of $7,299 in
2015; $7,858 in 2014)
 264,715
 337,664
Inventories        
Raw materials 119,963
 117,194
 87,919
 112,408
Work-in-process 41,805
 42,103
 39,555
 41,156
Finished goods 203,122
 213,941
 148,456
 187,493
Total inventory 364,890
 373,238
 275,930
 341,057
Deferred income taxes 16,670
 15,102
 
 9,164
Other current assets 104,130
 83,632
 91,167
 129,938
Total Current Assets 1,132,816
 1,219,270
 935,995
 1,096,202
Property, Plant and Equipment        
Land 44,510
 42,891
 45,775
 46,553
Buildings 343,867
 322,626
 362,325
 371,400
Machinery and equipment 732,461
 724,801
 696,849
 711,737
 1,120,838
 1,090,318
Property, plant and equipment 1,104,949
 1,129,690
Less accumulated depreciation 634,602
 619,867
 693,626
 690,944
Property, Plant and Equipment, Net 486,236
 470,451
 411,323
 438,746
Other Assets        
Prepaid pensions 38,201
 1,240
Equity investments in affiliates 24,606
 24,618
 27,241
 27,481
Intangibles, net 132,902
 94,471
 120,719
 132,689
Goodwill 132,903
 65,101
 187,504
 180,127
Long-term investments 31,187
 30,176
 32,093
 31,119
Deferred income taxes 44,639
 57,568
 8,683
 2,940
Other non-current assets 104,574
 15,121
 22,412
 28,671
Total Other Assets 470,811
 287,055
 436,853
 404,267
TOTAL ASSETS $2,089,863
 $1,976,776
 $1,784,171
 $1,939,215
See notes to these consolidated financial statements.

F-3



LINCOLN ELECTRIC HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)

 December 31, December 31,
 2012 2011 2015 2014
LIABILITIES AND EQUITY        
Current Liabilities        
Amounts due banks $18,220
 $19,922
 $2,822
 $61,155
Trade accounts payable 209,647
 176,312
 152,620
 209,745
Accrued employee compensation and benefits 68,698
 55,670
 65,571
 66,653
Accrued expenses 29,420
 30,243
 33,522
 30,126
Accrued taxes, including income taxes 45,505
 21,964
 16,599
 18,947
Accrued pensions 3,639
 10,348
 5,026
 2,971
Dividends payable 
 14,186
 22,622
 22,329
Accrued bonuses 29,011
 29,973
Customer advances 26,335
 15,473
 16,112
 26,517
Other current liabilities 38,347
 45,428
 24,761
 16,968
Current portion of long-term debt 456
 81,496
 1,456
 7,011
Total Current Liabilities 440,267
 471,042
 370,122
 492,395
Long-Term Liabilities        
Long-term debt, less current portion 1,599
 1,960
 350,347
 2,488
Accrued pensions 216,189
 232,175
 15,243
 32,803
Deferred income taxes 8,349
 17,606
 46,662
 40,761
Accrued taxes 35,550
 35,693
 19,674
 25,571
Other long-term liabilities 29,588
 25,058
 49,675
 59,416
Total Long-Term Liabilities 291,275
 312,492
 481,601
 161,039
Shareholders' Equity        
Preferred shares, without par value – at stated capital amount;
authorized – 5,000,000 shares; issued and outstanding – none
 
 
 
 
Common shares, without par value – at stated capital amount;
authorized – 240,000,000 shares; issued – 98,581,434 shares in 2012 and 2011;
outstanding – 82,944,817 shares in 2012 and 83,757,366 shares in 2011
 9,858
 9,858
Common shares, without par value – at stated capital amount;
authorized – 240,000,000 shares; issued – 98,581,434 shares in 2015 and 2014;
outstanding – 70,693,389 shares in 2015 and 76,997,161 shares in 2014
 9,858
 9,858
Additional paid-in capital 205,124
 179,104
 272,908
 258,816
Retained earnings 1,682,668
 1,484,393
 2,125,838
 2,086,174
Accumulated other comprehensive loss (235,400) (247,881) (296,267) (288,622)
Treasury shares, at cost – 15,636,617 shares in 2012 and 14,824,068 shares in 2011 (319,877) (248,528)
Treasury shares, at cost – 27,888,045 shares in 2015 and 21,584,273 shares in 2014 (1,180,750) (783,677)
Total Shareholders' Equity 1,342,373
 1,176,946
 931,587
 1,282,549
Non-controlling interests 15,948
 16,296
 861
 3,232
Total Equity 1,358,321
 1,193,242
 932,448
 1,285,781
TOTAL LIABILITIES AND EQUITY $2,089,863
 $1,976,776
 $1,784,171
 $1,939,215
See notes to these consolidated financial statements.


F-4



LINCOLN ELECTRIC HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
 Year Ended December 31, Year Ended December 31,
 2012 2011 2010 2015 2014 2013
Net sales $2,853,367
 $2,694,609
 $2,070,172
 $2,535,791
 $2,813,324
 $2,852,671
Cost of goods sold 1,986,711
 1,957,872
 1,506,353
 1,694,647
 1,864,027
 1,910,017
Gross profit 866,656
 736,737
 563,819
 841,144
 949,297
 942,654
Selling, general & administrative expenses 495,221
 439,775
 377,773
 496,748
 545,497
 527,206
Rationalization and asset impairment charges (gains) 9,354
 282
 (384)
Rationalization and asset impairment charges 19,958
 30,053
 8,463
Pension settlement charges 142,738
 
 
Operating income 362,081
 296,680
 186,430
 181,700
 373,747
 406,985
Other income (expense):            
Interest income 3,988
 3,121
 2,381
 2,714
 3,093
 3,320
Equity earnings in affiliates 5,007
 5,385
 3,171
 3,015
 5,412
 4,806
Other income 2,685
 2,849
 1,817
 4,182
 3,995
 4,194
Interest expense (4,191) (6,704) (6,691) (21,824) (10,434) (2,864)
Total other income (expense) 7,489
 4,651
 678
 (11,913) 2,066
 9,456
Income before income taxes 369,570
 301,331
 187,108
 169,787
 375,813
 416,441
Income taxes 112,354
 84,318
 54,898
 42,375
 121,933
 124,754
Net income including non-controlling interests 257,216
 217,013
 132,210
 127,412
 253,880
 291,687
Non-controlling interests in subsidiaries' (loss) earnings (195) (173) 1,966
Non-controlling interests in subsidiaries' loss (66) (806) (2,093)
Net income $257,411
 $217,186
 $130,244
 $127,478
 $254,686
 $293,780
            
Basic earnings per share $3.10
 $2.60
 $1.54
 $1.72
 $3.22
 $3.58
Diluted earnings per share $3.06
 $2.56
 $1.53
 $1.70
 $3.18
 $3.54
            
Cash dividends declared per share $0.710
 $0.635
 $0.575
 $1.19
 $0.98
 $0.83
See notes to these consolidated financial statements.

F-5



LINCOLN ELECTRIC HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In thousands, except per share amounts)thousands)
 Year Ended December 31, Year Ended December 31,
 2012 2011 2010 2015 2014 2013
Net income including non-controlling interests $257,216
 $217,013
 $132,210
 $127,412
 $253,880
 $291,687
Other comprehensive income, net of tax:      
Unrealized (loss) gain on derivatives designated and qualifying as cash flow hedges, net of tax of $(201) in 2012; $264 in 2011; $302 in 2010 (832) 1,264
 292
Defined pension plan activity, net of tax of $3,492 in 2012; $47,413 in 2011; $893 in 2010 (6,475) (79,936) (2,024)
Other comprehensive income (loss), net of tax:      
Unrealized gain (loss) on derivatives designated and qualifying as cash flow hedges, net of tax of $336 in 2015; $(121) in 2014; $(141) in 2013 557
 (378) 289
Defined pension plan activity, net of tax of $61,538 in 2015; $(20,951) in 2014; $60,556 in 2013 98,117
 (37,200) 101,151
Currency translation adjustment 19,635
 (26,773) 9,874
 (106,935) (98,365) (19,955)
Transactions with non-controlling interests (7) (4) 155
Other comprehensive income (loss) 12,328
 (105,445) 8,142
 (8,268) (135,947) 81,640
Comprehensive income 269,544
 111,568
 140,352
 119,144
 117,933
 373,327
Comprehensive (loss) income attributable to non-controlling interests (348) 315
 2,652
Comprehensive loss attributable to non-controlling interests (689) (72) (3,912)
Comprehensive income attributable to shareholders $269,892
 $111,253
 $137,700
 $119,833
 $118,005
 $377,239
See notes to these consolidated financial statements.



F-6



LINCOLN ELECTRIC HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF EQUITY
(In thousands, except per share amounts)
Common
Shares
Outstanding
 
Common
Shares
 
Additional
Paid-In
Capital
 
Retained
Earnings
 
Accumulated
Other
Comprehensive
Income (Loss)
 
Treasury
Shares
 
Non-controlling
Interests
 Total
Common
Shares
Outstanding
 
Common
Shares
 
Additional
Paid-In
Capital
 
Retained
Earnings
 
Accumulated
Other
Comprehensive
Income (Loss)
 
Treasury
Shares
 
Non-controlling
Interests
 Total
Balance at December 31, 200985,274
 $9,858
 $154,511
 $1,239,004
 $(149,404) $(181,623) $13,329
 $1,085,675
Balance at December 31, 201282,945
 $9,858
 $205,124
 $1,682,668
 $(235,400) $(319,877) $15,948
 $1,358,321
Net income      130,244
     1,966
 132,210
      293,780
     (2,093) 291,687
Unrecognized amounts from defined benefit pension plans, net of tax 
  
  
   (2,024)  
   (2,024) 
  
  
   101,151
  
   101,151
Unrealized gain on derivatives designated and qualifying as cash flow hedges, net of tax 
  
  
   292
  
  
 292
Unrealized gain (loss) on derivatives designated and qualifying as cash flow hedges, net of tax 
  
  
   289
  
  
 289
Currency translation adjustment 
  
  
   9,188
  
 686
 9,874
 
  
  
   (18,136)  
 (1,819) (19,955)
Cash dividends declared – $0.575 per
share
 
  
  
 (48,696)  
  
  
 (48,696)
Cash dividends declared – $0.83 per share 
  
  
 (67,986)  
  
  
 (67,986)
Issuance of shares under benefit plans374
  
 7,936
  
  
 3,893
  
 11,829
787
  
 33,693
  
  
 7,460
  
 41,153
Purchase of shares for treasury(1,406)  
  
  
  
 (39,682)  
 (39,682)(2,722)  
  
  
  
 (167,879)  
 (167,879)
Balance at December 31, 201084,242
 9,858
 162,447
 1,320,552
 (141,948) (217,412) 15,981
 1,149,478
Transactions with non-controlling interests    1,702
   155
   (7,950) (6,093)
Balance at December 31, 201381,010
 9,858
 240,519
 1,908,462
 (151,941) (480,296) 4,086
 1,530,688
Net income      217,186
     (173) 217,013
      254,686
     (806) 253,880
Unrecognized amounts from defined benefit pension plans, net of tax 
  
  
   (79,936)  
  
 (79,936) 
  
  
   (37,200)  
  
 (37,200)
Unrealized gain on derivatives designated and qualifying as cash flow hedges, net of tax 
  
  
   1,264
  
  
 1,264
Unrealized gain (loss) on derivatives designated and qualifying as cash flow hedges, net of tax 
  
  
   (378)  
  
 (378)
Currency translation adjustment 
  
  
   (27,261)  
 488
 (26,773) 
  
  
   (99,099)  
 734
 (98,365)
Cash dividends declared – $0.635 per
share
 
  
  
 (53,345)  
  
  
 (53,345)
Cash dividends declared – $0.98 per share 
  
  
 (76,974)  
  
  
 (76,974)
Issuance of shares under benefit plans593
  
 16,657
  
  
 5,881
  
 22,538
385
  
 19,781
  
  
 3,797
  
 23,578
Purchase of shares for treasury(1,078)  
  
  
  
 (36,997)  
 (36,997)(4,398)  
  
  
  
 (307,178)  
 (307,178)
Balance at December 31, 201183,757
 9,858
 179,104
 1,484,393
 (247,881) (248,528) 16,296
 1,193,242
Transactions with non-controlling interests    (1,484)   (4)   (782) (2,270)
Balance at December 31, 201476,997
 9,858
 258,816
 2,086,174
 (288,622) (783,677) 3,232
 1,285,781
Net income      257,411
     (195) 257,216
      127,478
     (66) 127,412
Unrecognized amounts from defined benefit pension plans, net of tax 
  
  
   (6,475)  
  
 (6,475) 
  
  
   98,117
  
  
 98,117
Unrealized loss on derivatives designated and qualifying as cash flow hedges, net of tax 
  
  
   (832)  
  
 (832)
Unrealized gain (loss) on derivatives designated and qualifying as cash flow hedges, net of tax 
  
  
   557
  
  
 557
Currency translation adjustment 
  
  
   19,788
  
 (153) 19,635
 
  
  
   (106,312)  
 (623) (106,935)
Cash dividends declared – $0.710 per
share
 
  
  
 (59,136)  
  
  
 (59,136)
Cash dividends declared – $1.19 per share 
  
  
 (87,814)  
  
  
 (87,814)
Issuance of shares under benefit plans985
  
 26,020
  
  
 9,669
  
 35,689
274
  
 14,092
  
  
 2,421
  
 16,513
Purchase of shares for treasury(1,797)  
  
  
  
 (81,018)  
 (81,018)(6,578)  
  
  
  
 (399,494)  
 (399,494)
Balance at December 31, 201282,945
 $9,858
 $205,124
 $1,682,668
 $(235,400) $(319,877) $15,948
 $1,358,321
Transactions with non-controlling interests        (7)   (1,682) (1,689)
Balance at December 31, 201570,693
 $9,858
 $272,908
 $2,125,838
 $(296,267) $(1,180,750) $861
 $932,448
See notes to these consolidated financial statements.

F-7



LINCOLN ELECTRIC HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
 Year Ended December 31, Year Ended December 31,
 2012 2011 2010 2015 2014 2013
CASH FLOWS FROM OPERATING ACTIVITIES            
Net income $257,411
 $217,186
 $130,244
 $127,478
 $254,686
 $293,780
Non-controlling interests in subsidiaries' (loss) earnings (195) (173) 1,966
Non-controlling interests in subsidiaries' loss (66) (806) (2,093)
Net income including non-controlling interests 257,216
 217,013
 132,210
 127,412
 253,880
 291,687
Adjustments to reconcile Net income including non-controlling interests to Net cash provided by operating activities:            
Rationalization and asset impairment charges (gains) 1,740
 23
 (4,391)
Rationalization and asset impairment charges 6,269
 29,574
 5,092
Depreciation and amortization 65,334
 62,051
 57,357
 64,007
 69,607
 68,883
Equity loss (earnings) in affiliates, net 160
 (1,971) (600)
Equity earnings in affiliates, net (530) (1,848) (1,660)
Deferred income taxes (2,137) 15,139
 4,387
 (55,728) 17,887
 17,817
Stock-based compensation 8,961
 6,610
 8,213
 7,932
 8,416
 9,734
Amortization of terminated interest rate swaps (430) (1,867) (1,867)
Pension expense 35,515
 26,370
 29,123
Pension expense and settlement charges 162,815
 12,395
 29,774
Pension contributions and payments (69,646) (36,322) (47,205) (53,547) (36,072) (87,356)
Other, net 3,118
 2,858
 (1,491) 958
 18,095
 1,910
Changes in operating assets and liabilities, net of effects from acquisitions:            
Decrease (increase) in accounts receivable 57,759
 (67,518) (47,958) 56,741
 5,876
 (5,437)
Decrease (increase) in inventories 28,286
 (51,679) (28,912) 56,067
 (5,718) 13,310
(Increase) decrease in other current assets (9,506) (2,857) 4,956
 (19,972) 32,081
 2,811
Increase in accounts payable 16,110
 8,672
 47,323
Increase in other current liabilities 21,887
 20,838
 8,836
(Decrease) increase in accounts payable (46,911) 2,135
 794
Decrease in other current liabilities (463) (3,736) (7,785)
Net change in other long-term assets and liabilities (86,883) (3,842) (3,003) 5,808
 (870) (680)
NET CASH PROVIDED BY OPERATING ACTIVITIES 327,484
 193,518
 156,978
 310,858
 401,702
 338,894
CASH FLOWS FROM INVESTING ACTIVITIES            
Capital expenditures (52,715) (65,813) (60,565) (50,507) (72,990) (76,015)
Acquisition of businesses, net of cash acquired (134,602) (66,229) (18,856) (37,076) (24,230) (53,161)
Proceeds from sale of property, plant and equipment 1,387
 1,246
 10,021
 2,310
 17,457
 1,393
Other investing activities (1,541) 
 
 (79) 778
 (1,717)
NET CASH USED BY INVESTING ACTIVITIES (187,471) (130,796) (69,400) (85,352) (78,985) (129,500)
CASH FLOWS FROM FINANCING ACTIVITIES            
Proceeds from short-term borrowings 2,518
 23,224
 13,319
 12,505
 11,124
 1,230
Payments on short-term borrowings (4,293) (15,446) (12,896) (9,268) (12,226) (2,164)
Amounts due banks, net (2,758) 1,203
 (19,022) (37,466) 48,978
 (517)
Proceeds from long-term borrowings 918
 909
 150
 357,780
 8,754
 61
Payments on long-term borrowings (85,688) (1,941) (8,730) (6,945) (3,299) (450)
Proceeds from exercise of stock options 18,776
 11,351
 3,508
 5,996
 9,116
 20,297
Tax benefit from exercise of stock options 7,819
 2,916
 1,210
Excess tax benefit from stock-based compensation 1,974
 5,967
 10,602
Purchase of shares for treasury (81,018) (36,997) (39,682) (399,494) (307,178) (167,879)
Cash dividends paid to shareholders (73,112) (51,935) (47,364) (86,968) (73,261) (49,277)
Other financing activities 
 3,346
 
 (8,022) (2,330) (6,087)
NET CASH USED BY FINANCING ACTIVITIES (216,838) (63,370) (109,507) (169,908) (314,355) (194,184)
Effect of exchange rate changes on cash and cash equivalents 2,188
 (4,444) (14) (29,794) (29,808) (1,849)
DECREASE IN CASH AND CASH EQUIVALENTS (74,637) (5,092) (21,943)
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 25,804
 (21,446) 13,361
Cash and cash equivalents at beginning of year 361,101
 366,193
 388,136
 278,379
 299,825
 286,464
CASH AND CASH EQUIVALENTS AT END OF YEAR $286,464
 $361,101
 $366,193
 $304,183
 $278,379
 $299,825
See notes to these consolidated financial statements.

F-8



LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except share and per share amounts)

NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation
The consolidated financial statements include the accounts of Lincoln Electric Holdings, Inc. and its wholly-owned and majority-owned subsidiaries for which it has a controlling interest (the "Company") after elimination of all inter-company accounts, transactions and profits.
General Information
The Company is a manufacturer of welding, cutting and brazing products. Welding products include arc welding power sources, plasma cutters, wire feeding systems, robotic welding packages, integrated automation systems, fume extraction equipment, consumable electrodes, fluxes and fluxes.welding accessories. The Company's product offering also includes CNCcomputer numeric controlled ("CNC") plasma and oxy-fuel cutting systems, regulators and torches used in oxy-fuel welding, cutting and brazing and consumables used in the brazing and soldering alloys market.
Translation of Foreign Currencies
Asset and liability accounts are translated into U.S. dollars using exchange rates in effect at the dates of the Consolidated Balance Sheets; revenue and expense accounts are translated at average monthly exchange rates. Translation adjustments are reflected as a component of Total equity. For subsidiaries operating in highly inflationary economies, both historical and current exchange rates are used in translating balance sheet accounts and translation adjustments are included in Net income.
The translation of assets and liabilities originally denominated in foreign currencies into U.S. dollars is for consolidation purposes, and does not necessarily indicate that the Company could realize or settle the reported value of those assets and liabilities in U.S. dollars. Additionally, such a translation does not necessarily indicate that the Company could return or distribute the reported U.S. dollar value of the net equity of its foreign operations to shareholders.
Foreign currency transaction losses are included in Selling, general & administrative expenses and were $6,023, $22,351 and $7,759 in $4,6082015, $4,9042014 and $118 in 2012, 2011 and 20102013, respectively.
Venezuela – Highly Inflationary Economy
Venezuela is a highly inflationary economy under U.S. generally accepted accounting principles ("GAAP"). As a result, the financial statements of the Company's Venezuelan operation are reported under highly inflationary accounting rules as of January 1, 2010. Under highly inflationary accounting, the financial statements of the Company's Venezuelan operation have been remeasured into the Company's reporting currency and exchange gains and losses from the re-measurementremeasurement of monetary assets and liabilities are reflected in current earnings. In remeasuring the financial statements, the official exchange rate for non-essential goods of 4.3 bolivars to the U.S. dollar (the "Non-Essential Rate") is used as this is the rate expected to be applicable to dividend repatriations.
Future impacts to earnings of applying highly inflationary accounting for Venezuela on the Company's consolidated financial statements will be dependent upon movements in the applicable exchange rates between the bolivar and the U.S. dollar and the amount of monetary assets and liabilities included in the Company's Venezuelan operation's balance sheet. The bolivar-denominated monetary net asset position was $31,545 at December 31, 2012 and $6,826 at December 31, 2011. The increased exposure was due to the limited opportunities to convert bolivars into U.S. dollars.
In 2010, the Company participated in Venezuelan sovereign debt offerings as a means of converting bolivars to U.S. dollars. The conversion of bolivars to U.S. dollars through Venezuelan sovereign debt offerings generated foreign currency transaction losses as the debt was purchased at the Non-Essential Rate and subsequently sold at a discount. During 2010, the Company acquired $7,672 of Venezuelan sovereign debt at the Non-Essential Rate, which was immediately sold at a discount for $6,022. The sale of the Venezuelan sovereign debt resulted in a loss of $1,650 recognized in Selling, general and administrative expenses.
The devaluation of the bolivar and the change to the U.S. dollar as the functional currency resulted in a foreign currency transaction gain of $2,632 in Selling, general & administrative expenses and higher Cost of goods sold of $5,755 due to the liquidation of inventory valued at the historical exchange rate for the year ended December 31, 2010.
On February 8, 2013, the Venezuelan government announced the devaluation of its currency relative to the U.S. dollar. The Non-Essential RateEffective February 13, 2013 the official rate moved from 4.3 to 6.3 bolivars to onethe U.S. dollar. TheIn 2013, the devaluation of the bolivar is expected to resultresulted in a foreign currency transaction chargeloss of approximately $8,500$8,081 in Selling, general & administrative expenses. This charge willexpenses and higher Cost of goods sold of $4,117 due to the liquidation of inventory valued at the historical exchange rate.
In January 2014, the Venezuela government announced the formation of the National Center of Foreign Trade (“CENCOEX”) to replace the Commission for the Administration of Currency Exchange (“CADIVI”). Effective January 24, 2014, the exchange rate applicable to the settlement of certain transactions through CENCOEX, including payments of dividends and royalties, changed to utilize the Complementary System of Foreign Currency Administration ("SICAD") auction-based exchange rate (the "SICAD rate") as opposed to the official rate. Further, in January 2014, the Venezuelan government enacted the "Fair Prices Law" limiting prices and establishing a maximum profit margin on goods and services. In February 2014, the government announced a new market based foreign exchange system, the SICAD II. The exchange rate established through SICAD II fluctuated daily and was significantly higher than both the official rate and the SICAD rate.
As of March 31, 2014, the Company determined that the rate used in remeasuring the Venezuelan operation's financial statements into U.S. dollars would change to the SICAD rate as future remittances for dividend payments could be recognizedtransacted at the SICAD rate. As of March 31, 2014, the SICAD rate was 10.7 bolivars to the U.S. dollar, which resulted in a remeasurement loss on the bolivar-denominated monetary net asset position of $17,665 which was recorded in Selling, general & administrative expenses in the three months ended March 31, 2014. Additionally, the Company incurred higher Cost of goods sold of $3,468 during the firstsecond quarter of 2013. The impact2014 related to the adoption of selling inventories carried at the previous exchange rate is expectedSICAD rate.

F-9

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

In February 2015, the Venezuelan government eliminated the SICAD II rate and announced a new exchange market called the Marginal Currency System (“SIMADI”), which allows for trading based on supply and demand. At September 30, 2015, the Company determined that the rate used in remeasuring the Venezuelan operation's financial statements into U.S. dollars would change to decrease gross profit by approximatelythe SIMADI rate as it most appropriately approximates the rates used to transact business in its Venezuelan operations. At September 30, 2015, the SIMADI rate was 199.4 bolivars to the U.S. dollar, resulting in a remeasurement charge on the bolivar-denominated monetary net liability position of $4,334. This foreign exchange loss was recorded in Selling, general & administrative expenses during the three months ended September 30, 2015. Additionally, the Company recorded a lower of cost or net realizable value inventory adjustments of $22,880 within Cost of goods sold, related to the adoption of the SIMADI rate. As of December 31, 2015, the SIMADI rate was 198.7 bolivars to the U.S dollar. If the Company were to convert bolivars at a rate other than the SIMADI rate, the Company may realize additional losses or gains to earnings. 
Future impacts to earnings of applying highly inflationary accounting for Venezuela on the Company’s consolidated financial statements will be dependent upon the applied currency exchange mechanisms, the movements in the applicable exchange rates between the bolivar and the U.S. dollar and the amount of monetary assets and liabilities included in the Company’s Venezuelan operation’s balance sheet.  The bolivar-denominated monetary net asset position was $32 at December 31, 2015, including $4,000642 in 2013. These charges will be recognized duringof cash and cash equivalents and the first halfbolivar-denominated monetary net liability position was $1,264 at December 31, 2014, including $2,124 of 2013. The Company also expects that its Venezuelan subsidiary's results of operations will decrease significantly in 2013 due to the new exchange rate.cash and cash equivalents.
Cash Equivalents
The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents.
Accounts Receivable
The Company maintains an allowance for doubtful accounts for estimated losses from the failure of its customers to make required payments for products delivered. The Company estimates this allowance based on the age of the related receivable, knowledge of the financial condition of customers, review of historical receivables and reserve trends and other pertinent information. If the financial condition of customers deteriorates or an unfavorable trend in receivable collections is experienced in the future, additional allowances may be required. Historically, the Company's reserves have approximated actual experience.
Inventories
Inventories are valued at the lower of cost or market.net realizable value. Fixed manufacturing overhead costs are allocated to inventory based on normal production capacity and abnormal manufacturing costs are recognized as period costs. For most domestic inventories, cost is determined principally by the last-in, first-out ("LIFO") method, and for non-U.S. inventories, cost is determined by the first-in, first-out ("FIFO") method.
Reserves are maintained for estimated obsolescence or excess inventory equal to the difference between the cost of inventory and the estimated marketnet realizable value based upon assumptions about future demand and market conditions. Historically, the Company's reserves have approximated actual experience.
Equity Investments
Investments in businesses in which the Company does not have a controlling interest and holds between a 20% and 50% ownership interest are accounted for using the equity method of accounting on a one-month lag basis.accounting. The Company's 50% ownership interest in equity investments includes investments in Turkey and Chile. The amount of retained earnings that represents undistributed earnings of 50% or less owned equity investments was $15,03419,072 at December 31, 20122015 and $15,19018,542 at December 31, 20112014.
Property, Plant and Equipment
Property, plant and equipment are stated at cost and include improvements which significantly increase capacities or extend the useful lives of existing plant and equipment. Depreciation and amortization are computed using a straight-line method over useful lives ranging from three to 20 years for machinery, tools and equipment, and up to 5040 years for buildings. Net gains or losses related to asset dispositions are recognized in earnings in the period in which dispositions occur.
Routine maintenance, repairs and replacements are expensed as incurred. The Company capitalizes interest costs associated with long-term construction in progress.

F-10

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

Goodwill and Intangibles
Goodwill is recorded when the cost of acquired businesses exceeds the fair value of the identifiable net assets acquired. Intangible assets other than goodwill are recorded at fair value at the time acquired or at cost, if applicable. Intangible assets that do not have indefinite lives are amortized in line with the pattern in which the economic benefits of the intangible asset are consumed. If the pattern of economic benefit cannot be reliably determined, the intangible assets are amortized on a straight-line basis over the shorter of the legal or estimated life.
Goodwill and indefinite-lived intangibles assets are not amortized, but are tested for impairment in the fourth quarter using the same dates each year or more frequently if changes in circumstances or the occurrence of events indicate potential impairment. The fair value of each indefinite-lived intangible asset is compared to its carrying value and an impairment charge is recorded if the carrying value exceeds the fair value. Goodwill is tested by comparing the fair value of each reporting unit with its carrying value. If the carrying value of the reporting unit exceeds its fair value, the implied value of goodwill is compared to its carrying value and impairment is recognized to the extent that the carrying value exceeds the implied fair value.

F-10

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(DollarsFair values are determined using established business valuation techniques and models developed by the Company that incorporate allocations of certain assets and cash flows among reporting units, estimates of market participant assumptions of future cash flows, future growth rates and the applicable discount rates to value estimated cash flows. Changes in thousands, except shareeconomic and per share amounts)operating conditions impacting these assumptions could result in asset impairments in future periods.

Long-Lived Assets
The Company periodically evaluates whether current facts or circumstances indicate that the carrying value of its depreciable long-lived assets to be held and used may not be recoverable. If such circumstances are determined to exist, an estimate of undiscounted future cash flows produced by the long-lived asset, or the appropriate grouping of assets, is compared to the carrying value to determine whether impairment exists. If an asset is determined to be impaired, a loss is recognized to the extent that carrying value exceeds fair value. Fair value is measured based on quoted market prices in active markets, if available. If quoted market prices are not available, the estimate of fair value is based on various valuation techniques, including the discounted value of estimated future cash flows.
Fair Value Measurements
Financial assets and liabilities, such as the Company's defined benefit pension plan assets and derivative contracts, are valued at fair value using the market and income valuation approaches. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company uses the market approach to value similar assets and liabilities in active markets and the income approach that consists of discounted cash flow models that take into account the present value of future cash flows under the terms of the contracts using current market information as of the reporting date. The following hierarchy is used to classify the inputs used to measure fair value:
Level 1 Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets.
Level 2 Inputs to the valuation methodology include:
  • Quoted prices for similar assets or liabilities in active markets;
  • Quoted prices for identical or similar assets or liabilities in inactive markets;
  • Inputs other than quoted prices that are observable for the asset or liability; and
  • Inputs that are derived principally from or corroborated by observable market data by correlation or other means.
  If the asset or liability has a specific (contractual) term, the Level 2 input must be observable for substantially the full term of the asset or liability.
Level 3 Inputs to the valuation methodology are unobservable and significant to the fair value measurement.
Product Warranties
The Company accrues for product warranty claims based on historical experience and the expected material and labor costs to provide warranty service. Warranty services are generally provided for periods up to three years from the date of sale. The accrual for product warranty claims is included in "AccruedAccrued expenses."

F-11

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

Revenue Recognition
Substantially all of the Company's revenues are recognized when the risks and rewards of ownership and title to the product have transferred to the customer, which generally occurs at point of shipment. The Company recognizes any discounts, credits, returns, rebates and incentive programs based on reasonable estimates as a reduction of Sales to arrive at Net sales at the same time the related revenue is recorded.
For contracts accounted for under the percentage of completion method, revenue recognition is based upon the ratio of costs incurred to date compared with estimated total costs to complete. The cumulative impact of revisions to total estimated costs is reflected in the period of the change, including anticipated losses.
Distribution Costs
Distribution costs, including warehousing and freight related to product shipments, are included in "CostCost of goods sold."
Stock-Based Compensation
Expense is recognized for all awards of stock-based compensation by allocating the aggregate grant date fair value over the vesting period. No expense is recognized for any stock options, restricted or deferred shares or restricted stock units ultimately forfeited because the recipients fail to meet vesting requirements.
Common stock issuable upon the exercise of employee stock options is excluded from the calculation of diluted earnings per share when the calculation of option equivalent shares is anti-dilutive.
Financial Instruments
The Company uses derivative instruments to manage exposures to interest rates, commodity prices and currency exchange rate fluctuations on certain purchase and sales transactions, balance sheet and net investment exposures. Derivative contracts to hedge currency and commodity exposures are generally written on a short-term basis but may cover exposures for up to two years while interest rate contracts may cover longer periods consistent with the terms of the underlying debt. The Company does not enter into derivatives for trading or speculative purposes.
All derivatives are recognized at fair value on the Company's Consolidated Balance Sheets. The accounting for gains and losses resulting from changes in fair value depends on the use of the derivative and whether it is designated and qualifies for hedge accounting. The Company formally documents the relationship of the hedge with the hedged item as well as the risk-management strategy for all designated hedges. Both at inception and on an ongoing basis, the hedging instrument is assessed as to its effectiveness, when applicable. If and when a derivative is determined not to be highly effective as a hedge, the underlying hedged transaction is no longer likely to occur, or the derivative is terminated, hedge accounting is discontinued. The cash flows from settled derivative contracts are recognized in operating activities in the Company's Consolidated Statements of Cash Flows.
The Company is subject to the credit risk of the counterparties to derivative instruments. Counterparties include a number of major banks and financial institutions. The Company manages individual counterparty exposure by monitoring the credit rating of the counterparty and the size of financial commitments and exposures between the Company and the counterparty.
Cash flow hedges
Certain foreign currency forward contracts are qualified and designated as cash flow hedges (i.e., hedging the exposure to variability in expected future cash flows). The effective portion of the fair value unrealized gain or loss on cash flow hedges are reported as a component of Accumulated other comprehensive income ("AOCI") with offsetting amounts recorded as Other current assets, Other non-current assets, Other current liabilities or Other long-term liabilities depending on the position and the duration of the contract. At settlement, the realized gain or loss is recorded in Cost of goods sold or Sales for hedges of purchases and sales, respectively, in the same period or periods during which the hedged transaction affects earnings. The ineffective portion on cash flow hedges is recognized in current earnings.
Net investment hedges
For derivative instruments that qualify as a net investment hedge (i.e., hedging the foreign currency exposure of a net investment in a foreign operation), the effective portion of the fair value gains or losses are recognized in AOCI with offsetting amounts recorded as Other current assets, Other non-current assets, Other current liabilities or Other long-term liabilities depending on the position and the duration of the contract. The gains or losses are subsequently reclassified to Selling, general, and administrative expenses, as the underlying hedged investment is liquidated.

F-11F-12

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

Financial InstrumentsDerivatives not designated as hedging instruments
The Company useshas certain derivative instruments which are not designated as hedging instruments including foreign exchange forward contracts to hedge exposures toand commodity prices andprice contracts. Foreign exchange rate fluctuations onforward contracts are held as economic hedges of certain purchase and sales transactions and balance sheet exposures. Contracts are generally written on a short-term basis but may cover exposures for up to two years and are not held for trading or speculative purposes. The Company uses interest rate swaps from time to time to hedge changes in thequalify as fair value of debt. The Company recognizes derivative instruments as either assets or liabilities at fair value. The accounting for changes in the fair value of derivative instruments depends on whether it has been designated and qualifies as part of a hedging relationship and on the type of hedging relationship.
For derivative instruments that qualify as a fair value hedgehedges (i.e., hedging the exposure to changes in the fair value of an asset or a liability), the gain. The gains or losslosses on the derivative instrument, as well as the offsetting loss or gain on the hedged itemthese contracts are recognized in earnings. For derivative instruments that qualify as a cash flow hedge (i.e., hedgingSelling, general and administrative expenses, offsetting the exposure to variability in expected future cash flows), the effective portion of the unrealized gainlosses or lossgains on the derivative instrument is reported as a component of "Accumulated other comprehensive loss" with offsetting amounts recorded as "Other current assets," "Other non-current assets," "Other current liabilities" or "Other long-term liabilities" depending on the position and the duration of the contract. At settlement, the realized gain or loss is reflected in earnings in the same period or periods during which the hedged transaction affects earnings. Any remaining gain or loss on the derivative instrument is recognized in earnings. For derivative instrumentsexposures being hedged. Short-term commodity price contracts are not designated as hedges, the gain or loss from changes in the fair value of the instruments ishedges. Realized and unrealized gains and losses on these contracts are recognized in earnings. The Company does not hedge its net investments in foreign subsidiaries.
Advertising Costs
Advertising costs are charged to "Selling, general & administrative expenses" as incurred and totaled $12,376, $11,269 and $9,222 in 2012, 2011 and 2010, respectively. of goods sold.
Research and Development
Research and development costs are charged to "Selling,Selling, general & administrative expenses"expenses as incurred and totaled $37,305, $32,834$47,182, $43,256 and $42,126 in 2015, 2014 and $29,489 in 2012, 2011 and 20102013, respectively.
Bonus
Included in "Selling,Selling, general & administrative expenses"expenses are the costs related to the Company's discretionary employee bonus programs, which for certain U.S.- basedU.S.-based employees are net of hospitalization costs. Bonus costs were $124,94798,651 in 20122015, $104,361128,478 in 20112014 and $73,197123,571 in 20102013.
Income Taxes
Deferred income taxes are recognized at currently enacted tax rates for temporary differences between the financial reportingGAAP and income tax basis of assets and liabilities and operating loss and tax credit carry-forwards. In assessing the realizability of deferred tax assets, the Company assesses whether it is more likely than not that a portion or all of the deferred tax assets will not be realized.
Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions in certain circumstances that affect the amounts reported in the accompanying consolidated financial statements and notes. Actual results could differ from these estimates.
Reclassification
Certain reclassifications have been made to prior year financial statements to conform to current year classifications.
New Accounting Pronouncements
New Accounting StandardsPronouncements Adopted:
In September 2011,November 2015, the Financial Accounting Standards Board ("FASB") issued Accounting StandardsStandard Update ("ASU") No. 2011-08,2015-17, "Intangibles – GoodwillIncome Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes." ASU 2015-17 requires deferred tax liabilities and Other (Topic 350): Testing Goodwill for Impairment." ASU 2011-08 provides an entity the optionassets to first assess qualitative factors to determine whether the existencebe classified as non-current in a classified statement of events or circumstance leads to the determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the entity determines it is not more likely than not that the fair value is less than the carrying amount, then performing the two-step impairment test is unnecessary. However, if the entity concludes otherwise, it is required to perform the first step of the two-step impairment test.financial position. The amendments aremay be applied prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. ASU 2015-17 is effective for annual and interim goodwill impairment tests performedfinancial statements issued for fiscal years beginning after December 15, 2011.2016 and interim periods within those annual periods. ASU 2011-082015-17 was early adopted by the Company on Januaryeffective October 1, 20122015 to improve Company disclosures and was applied prospectively. As such, prior periods have not been retrospectively adjusted.
In July 2015, the FASB issued ASU No. 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory." ASU 2015-11 applies to all inventory that is measured using the first-in, first-out and average cost valuation methods. ASU 2015-11 requires entities to measure inventory at lower of cost and net realizable value. Subsequent measurement is unchanged for inventory measured using last-in, first-out or the retail inventory method. The amendments should be applied prospectively and are effective for financial statements issued for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. ASU 2015-11 was early adopted by the Company effective July 1, 2015 and did not have a significant impact on the Company's financial statements.

F-12F-13

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

In June 2011,April 2015, the FASB issued ASU 2015-03, "Interest - Imputation of Interest (Subtopic 835-30)." ASU 2015-03 requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying amount of the debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the new amendment. The new guidance will be applied on a retrospective basis to each prior reporting period presented. Upon transition, the Company is required to comply with applicable disclosures for a change in accounting principle. The amendment is effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. ASU 2015-03 was early adopted by the Company effective October 1, 2015 resulting in debt issuance costs being presented as a direct deduction to the Company's Long-term debt, less current portion in the Consolidated Balance Sheet as of December 31, 2015. Refer to Note 8 - Debt for additional details. The Company has applied the provisions of ASU 2015-15, "Interest - Imputation of Interest (Subtopic 835-30)" and presents costs associated with its line of credit agreements as an asset in the Consolidated Balance Sheet.
New Accounting Pronouncements to be Adopted:
In September 2015, the FASB issued ASU No. 2011-05, “2015-16, Comprehensive Income"Business Combinations (Topic 220)805): Presentation of Comprehensive Income.Simplifying the Accounting for Measurement-Period Adjustments."” This update provides ASU 2015-16 requires an acquiring entity to recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendments to Accounting Standards Codification (“ASC”) Topic 220, Comprehensive Income. ASU 2011-05 providesalso require an entity to record the optioneffect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. An entity must present the total of comprehensive income, the components of net income and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. Under both options, an entity is required to present each component of net income along with total net income, each component of other comprehensive income along with a total for other comprehensive income and a total amount for comprehensive income. Further, ASU 2011-05 requires the presentationseparately on the face of the statement of operations or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The amendments should be applied prospectively and are effective for financial statements items that are reclassified from other comprehensive income to net income in the statement(s) where the components of net income and the components of other comprehensive income are presented. The amendment to present reclassification adjustments was deferred whenissued for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years.
In May 2015, the FASB issued ASU 2011-12.No. 2015-07, "Fair Value Measurement (Topic 820): Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share." ASU 2011-052015-07 removes the requirement to categorize within the fair value hierarchy all investments for which fair value is measured using the net asset value per share practical expedient and removes the requirement to make certain disclosures for these investments. The amendment should be applied retrospectively and is effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those years, beginning after December 15, 2011. The Company adopted ASU 2011-05, excluding deferred portions, on January 1, 2012. Refer to the consolidated financial statements herein.
In May 2011, the FASB issued ASU No. 2011-04, "Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS's." ASU 2011-04 amends ASC Topic 820, resulting in common fair value measurement and disclosure requirements in GAAP and International Financial Reporting Standards ("IFRS"). Consequently, the amendments change the wording used to describe many of the requirements in GAAP for measuring fair value and for disclosing information about fair value measurements. These amendments are to be applied prospectively and are effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. ASU 2011-04 was adopted by the Company on January 1, 2012 and did not have a significant impact on the Company's financial statements.
New Accounting Standards to be Adopted:
In February 2013, the FASB issued ASU No. 2013-02, “Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income.” ASU 2013-02 requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. In addition, an entityyears. Early adoption is required to present, either on the face of the statement where net income is presented or in the notes, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amount reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period. For other amounts, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. The amendments are effective prospectively for reporting periods beginning after December 15, 2012.permitted. The Company is currently evaluating the impact of the adoption of ASU 2013-022015-07 on the Company's financial statements.statement disclosures.
In July 2012,May 2014, the FASB issued ASU No. 2012-02,2014-09, “Intangibles - Goodwill and Other"Revenue from Contracts with Customers (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment.”606)." ASU 2012-02 permits2014-09 requires an entity first to assess qualitative factorsrecognize revenue in a manner that depicts the transfer of promised goods or services to determine whether it is more likely than notcustomers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, the amendment provides five steps that an indefinite-lived intangible asset is impaired asentity should apply when recognizing revenue. The amendment also specifies the accounting of some costs to obtain or fulfill a basis for determining whether it is necessarycontract with a customer and expands the disclosure requirements around contracts with customers. An entity can either adopt this amendment retrospectively to performeach prior reporting period presented or retrospectively with the quantitative impairment test in accordancecumulative effect of initially applying the update recognized at the date of initial application. In August 2015, the FASB issued ASU 2015-14, "Revenue from Contracts with Subtopic 350-30, Customers (Topic 606): Deferral of the Effective Date,"Intangibles - Goodwill and Other - General Intangibles Other than Goodwill. The more-likely-than-not threshold is defined as having a likelihood which deferred the effective date of more than 50 percent. In accordance with this update, an entity will have an option notASU 2014-09 to calculate annually the fair value of an indefinite-lived intangible asset if the entity determines that it is not more likely than not that the asset is impaired. The amendments are effective for annual reporting periods beginning after December 15, 2017, and interim impairment tests performed forperiods within those fiscal yearsyears. Early adoption is permitted as of annual reporting periods beginning after SeptemberDecember 15, 2012.2016. The Company is currently evaluating the impact of the adoption of ASU 2012-022014-09 on the Company's financial statements.
In December 2011, the FASB issued ASU No. 2011-11, "Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities." ASU 2011-11 requires an entity to disclose information about financial instruments and derivative instruments that are subject to offsetting, master netting or other similar arrangements, to illustrate the effect or potential effect of those arrangements on the Company's financial position. In January 2013, the FASB issued ASU No. 2013-01, “Balance Sheet (Topic 210): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities,” which clarifies the scope of ASU 2011-11. The amendments are effective for annual periods beginning on or after January 1, 2013 and interim periods within those annual periods. The amendments should be applied retrospectively for all prior periods presented. The Company is currently evaluating the impact of the adoption of ASU 2011-11 on the Company's financial statements.

F-13F-14

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

NOTE 2 - EARNINGS PER SHARE
The following table sets forth the computation of basic and diluted earnings per share:
Year Ended December 31,Year Ended December 31,
2012 2011 20102015 2014 2013
Numerator:          
Net income$257,411
 $217,186
 $130,244
$127,478
 $254,686
 $293,780
Denominator:          
Basic weighted average shares outstanding83,087
 83,681
 84,407
74,111
 79,185
 81,978
Effect of dilutive securities - Stock options and awards1,088
 1,027
 816
743
 911
 1,064
Diluted weighted average shares outstanding84,175
 84,708
 85,223
74,854
 80,096
 83,042
Basic earnings per share$3.10
 $2.60
 $1.54
$1.72
 $3.22
 $3.58
Diluted earnings per share$3.06
 $2.56
 $1.53
$1.70
 $3.18
 $3.54
For the years ended December 31, 20122015, 20112014 and 2010,2013, common shares subject to equity-based awards of 107,814522,471, 626,135260,090 and 1,504,34645,850, respectively, were excluded from the computation of diluted earnings per share because the effect of their exercise would be anti-dilutive.

NOTE 3 – ACQUISITIONS
On December 31, 2012,During August 2015, the Company acquired Specialised Welding Products ("SWP"). SWP, based in Melbourne, Australia, is a provider of specialty welding consumables and fabrication, maintenance and repair services for alloy and wear resistant products commonly used in mining and energy sector applications. The acquisition broadens the Company's presence and specialty alloy offering in Australia and New Zealand.
Also in August 2015, the Company acquired Rimrock Holdings Corporation ("Rimrock"). Rimrock is a manufacturer of industrial automation products and robotic systems with two divisions, Wolf Robotics LLC, based in Fort Collins, Colorado, and Rimrock Corporation, based in Columbus, Ohio. Wolf Robotics integrates robotic welding and cutting systems predominantly for heavy fabrication and transportation OEMs and suppliers. The acquisition advances the Company's leadership position in automated welding and cutting solutions. Rimrock Corporation designs and manufactures automated spray systems and turnkey robotic systems for the die casting, foundry and forging markets. The Company is currently reviewing strategic options for Rimrock Corporation.
Combined annual revenues for SWP and Rimrock at the dates of acquisition were approximately $56,000.
During October 2014, the Company acquired substantially all of the assets of Easom Automation Systems, Inc. ("Easom"). Easom, based in Detroit, Michigan, is an integrator and manufacturer of automation and positioning solutions, serving heavy fabrication, aerospace and automotive OEMs and suppliers. The acquisition advances the Company's leadership position in automated welding and cutting solutions. Easom has annual sales of approximately $30,000. In addition, during 2014, the Company acquired the remaining interest in its majority-owned joint venture, Harris Soldas Especiais S.A.
During November 2013, the Company completed the acquisition of the privately-held automated systems and tooling manufacturer, Tennessee Rand, Inc.Robolution GmbH ("Tenn Rand"Robolution").  Tenn Rand,Robolution, based outside of Frankfurt, Germany, is a leading European provider of robotic arc welding systems. The acquisition added to the Company's growing automation business and enables the Company to better support automation customers across three continents.
Also in November 2013, the Company acquired an ownership interest in Burlington Automation Corporation ("Burlington"). Burlington, based in Chattanooga, Tennessee,Hamilton, Ontario, Canada, is a leader in the design and manufacture of tooling and3D robotic plasma cutting systems for welding applications.whose products are sold under the brand name Python X®. The acquisition added tool design, system buildingbroadens the Company's portfolio of automated cutting and machining capabilities that will enable the Company to further expand its welding automation business. Annual salesprocess solutions.
Combined revenues for Tenn RandRobolution and Burlington in 20122013 were approximately $35,000.
On November 13, 2012, the Company completed the acquisition of the Kaliburn, Burny and Cleveland Motion Control businesses (collectively, "Kaliburn") from ITT Corporation. Kaliburn, headquartered in Ladson, South Carolina, is a designer and manufacturer of shape cutting solutions, producer of shape cutting control systems and manufacturer of web tension transducers and engineered machine systems. The acquisitions added to the Company's cutting business portfolio. Annual sales for Kaliburn at the date of acquisition were approximately $36,000.
On May 17, 2012, the Company completed the acquisition of Wayne Trail Technologies, Inc. (“Wayne Trail”).  Wayne Trail, based in Ft. Loramie, Ohio, is a manufacturer of automated systems and tooling, serving a wide range of applications in the metal processing market.  The acquisition added to the Company’s welding and automated solutions portfolio.  Annual sales for Wayne Trail at the date of acquisition were approximately $50,000.
On March 6, 2012, the Company completed the acquisition of Weartech International, Inc. (“Weartech”).  Weartech, based in Anaheim, California, is a producer of cobalt-based hard facing and wear-resistant welding consumables.  The acquisition added to the Company’s consumables portfolio.  Sales for Weartech In addition, during 2011 were approximately $40,000.
The Company acquired Tenn Rand, Kaliburn, Wayne Trail and Weartech for approximately $143,504 in cash, net of cash acquired, and assumed debt. The fair value of net assets acquired was $75,764, resulting in goodwill of $67,740. Some of the purchase price allocations are preliminary and subject to final opening balance sheet adjustments.
On July 29, 2011,2013, the Company acquired substantially all of the assets of Techalloya greater interest in its majority-owned joint venture, Lincoln Electric Heli (Zhengzhou) Welding Materials Company Inc. and certain assets of its parent company, Central Wire Industries Ltd. (collectively, "Techalloy"). Techalloy, based in Baltimore, Maryland, was a privately-held manufacturer of nickel alloy and stainless steel welding consumables. The acquisition added to the Company's consumables portfolio. Annual sales for Techalloy at the date of acquisition were approximately $70,000.
On July 29, 2011, the Company acquired substantially all of the assets of Applied Robotics, Inc. (d/b/a Torchmate) ("Torchmate"). Torchmate, based in Reno, Nevada, provides a wide selection of computer numeric controlled plasma cutter and oxy-fuel cutting systems. The acquisition added to the Company's plasma and oxy-fuel cutting product offering. Annual sales for Torchmate at the date of acquisition were approximately $13,000.
On March 11, 2011, the Company completed the acquisition of OOO Severstal-metiz: welding consumables ("Severstal"). Severstal is a leading manufacturer of welding consumables in Russia and was a subsidiary of OAO Severstal, one of the world's leading vertically integrated steel and mining companies. This acquisition expanded the Company's capacity and distribution channels in Russia and the Commonwealth of Independent States ("CIS"). Sales for Severstal during 2010 were approximately $40,000.

F-14

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

On January 31, 2011, the Company acquired substantially all of the assets of SSCO Manufacturing, Inc. (d/b/a Arc Products) ("Arc Products"). Arc Products was a privately-held manufacturer of orbital welding systems and welding automation components based in Southern California. Orbital welding systems are designed to automatically weld pipe and tube in difficult to access locations and for mission-critical applications requiring high weld integrity and sophisticated quality monitoring capabilities. The acquisition will complement the Company's ability to serve global customers in the nuclear, power generation and process industries worldwide. Sales for Arc Products during 2010 were not significant.
The Company acquired Techalloy, Torchmate, Severstal and Arc Products for approximately $65,321 in cash and assumed debt and a contingent consideration liability fair valued at $3,806. The contingent consideration is based upon estimated sales at the related acquisition for the five-year period ending December 31, 2015 and will be paid in 2016 based on actual sales during the five-year period. The fair value of net assets acquired was $46,837, resulting in goodwill of $22,290.
On October 29, 2010, the Company acquired all of the outstanding stock of Mezhgosmetiz-Mtsensk OAO ("MGM"), a privately-held welding wire manufacturer based in the Orel region of Russia, for approximately $28,500 in cash and assumed debt. This acquisition represented the Company's first manufacturing operation in Russia as well as established distribution channels to serve the growing Russian and CIS welding markets. Annual sales for MGM at the date of acquisition were approximately $30,000.
Pro forma information related to these acquisitions has not been presented because the impact on the Company's Consolidated Statements of Income is not material. Acquired companies are included in the Company's consolidated financial statements as of the date of acquisition.

F-15

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

NOTE 4 – GOODWILL AND INTANGIBLES
The Company performs an annual impairment test of goodwill and indefinite-lived intangible assets in the fourth quarter using the same dates each year or more frequently if changes in circumstances or the occurrence of events indicate potential impairment. The fair value of each indefinite-lived intangible asset is compared to its carrying value and an impairment charge is recorded if the carrying value exceeds the fair value. Goodwill is tested by comparing the fair value of each reporting unit with its carrying value. If the carrying value of the reporting unit exceeds its fair value, the implied value of goodwill is compared to its carrying value and impairment is recognized to the extent that the carrying value exceeds the implied fair value.
Fair values are determined using established business valuation multiples and models developed by the Company that incorporate allocations of certain assets and cash flows among reporting units, estimates of market participant assumptions of future cash flows, future growth rates and the applicable discount rates to value estimated cash flows. Changes in economic and operating conditions impacting these assumptions could result in asset impairments in future periods. The Company's annual impairment test of goodwill and indefinite-lived intangible assets in 2012 resulted in no impairment loss being recognized.
The changes in the carrying amount of goodwill by reportable segmentsegments for the years ended December 31, 20122015 and 20112014 were as follows:
 
North
America
Welding
 
Europe
Welding
 
Asia
Pacific
Welding
 
South
America
Welding
 
The Harris
Products
Group
 Consolidated 
North
America
Welding
 
Europe
Welding
 
Asia
Pacific
Welding
 
South
America
Welding
 
The Harris
Products
Group
 Consolidated
Balance as of January 1, 2011 $5,069
 $16,379
 $5,030
 $565
 $18,909
 $45,952
Balance as of December 31, 2013 $130,439
 $24,430
 $5,359
 $562
 $13,925
 $174,715
Additions and adjustments 13,478
9,543
 
 
 (1,247) 21,774
 18,014 
 
 
 (381) 17,633
Foreign currency translation (33) (2,055) 178
 (4) (711) (2,625) (3,859) (7,700) (97) (106) (459) (12,221)
Balance as of December 31, 2011 18,514
 23,867
 5,208
 561
 16,951
 65,101
Balance as of December 31, 2014 144,594
 16,730
 5,262
 456
 13,085
 180,127
Additions and adjustments 67,740 66
 
 
 (1,109) 66,697
 19,700 
 3,846
 
 (301) 23,245
Impairment charges (6,315) 
 
 
 
 (6,315)
Foreign currency translation 23 1,424
 40
 53
 (435) 1,105
 (5,986) (2,384) (109) (114) (960) (9,553)
Balance as of December 31, 2012 $86,277
 $25,357
 $5,248
 $614
 $15,407
 $132,903
Balance as of December 31, 2015 $151,993
 $14,346
 $8,999
 $342
 $11,824
 $187,504
Additions to goodwill primarily reflect goodwill recognized in the acquisitions of Weartech, Wayne Trail, KaliburnRimrock and Tenn RandSWP in 20122015 and the acquisitions of Arc Products, Severstal, Torchmate and TechalloyEasom in 20112014 (see Note 3). ReductionsDuring the third quarter of 2015, the Company determined that for certain long-lived assets of a business unit, the carrying value of the assets exceeded the fair value resulting in impairment (see Note 6).  This result was considered a possible indication of goodwill impairment, therefore, the Company performed an interim goodwill impairment test, using a combination of income and market valuation approaches resulting in a $6,315 non-cash impairment charge to the carrying value of goodwill. The reductions to goodwill result frominclude the tax benefit attributable to the amortization of tax deductible goodwill in excess of goodwill recorded for financial reporting purposes.
Gross carrying values and accumulated amortization of intangible assets other than goodwill by asset class as of December 31, 2015 and 2014 were as follows:
  December 31, 2015 December 31, 2014
  
Gross
Amount
 
Accumulated
Amortization
 Gross
Amount
 Accumulated
Amortization
Intangible assets not subject to amortization        
   Trademarks and trade names $15,919
   $16,273
  
Intangible assets subject to amortization        
   Trademarks and trade names $36,754
 $18,243
 $34,064
 $14,253
   Customer relationships 77,590
 33,932
 77,671
 26,935
   Patents 24,208
 6,884
 24,195
 6,509
   Other 54,586
 29,279
 54,992
 26,809
Total intangible assets subject to amortization $193,138
 $88,338
 $190,922
 $74,506
Increases in gross intangible assets primarily reflect the acquisitions of Rimrock and SWP in 2015. During the third quarter of 2015, the Company recognized non-cash impairment charges of $3,417 related to trademarks and trade names, customer relationships and other definite lived intangible assets (see Note 6). All impairment charges have been recorded within Rationalization and asset impairment charges.

F-15F-16

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

Gross and netDuring 2015, the Company acquired intangible assets, other than goodwill by asset classeither individually or as part of December 31, 2012a group of assets, with an initial purchase price allocation and 2011 wereweighted-average lives as follows:
    December 31, 2012
  
Weighted
Average Life
 
Gross
Amount
 
Accumulated
Amortization
 
Indefinite
Lived Assets
 
Total Intangible,
Net
Trademarks and trade names 12 $30,611
 $9,493
 $18,276
 $39,394
Customer relationships 16 63,906
 12,099
 
 51,807
Patents 19 20,882
 5,103
 
 15,779
Other 14 44,769
 18,847
 
 25,922
Total   $160,168
 $45,542
 $18,276
 $132,902
 December 31, 2011 Year Ended December 31, 2015
 
Gross
Amount
 
Accumulated
Amortization
 
Indefinite
Lived Assets
 
Total Intangible,
Net
 Purchase Price Allocation 
Weighted
Average Life
Acquired intangible assets not subject to amortization   
Trademarks and trade names $615
 
Acquired intangible assets subject to amortization   
Trademarks and trade names $18,559
 $8,020
 $18,081
 $28,620
 2,155
 10
Customer relationships 40,818
 7,875
 
 32,943
 4,479
 10
Patents 18,677
 3,927
 
 14,750
 2,377
 20
Other 33,148
 14,990
 
 18,158
 2,694
 11
Total $111,202
 $34,812
 $18,081
 $94,471
Total acquired intangible assets subject to amortization $11,705
 
Additions to gross and net intangible assets primarily reflect assets and related amortization recognized in the acquisitions of Weartech, Wayne Trail, Kaliburn and Tenn Rand in 2012. Aggregate amortization expense was $13,296, $10,641, $6,66113,869 and $5,39013,342 for 20122015, 20112014 and 20102013, respectively. Estimated annual amortization expense for intangible assets for each of the next five years is $12,282 in 2013, $10,512 in 2014, $10,099 in 2015, $9,32013,950 in 2016 and, $8,81612,790 in 2017, $11,928 in 2018, $10,788 in 2019 and $10,360 in 2020.

NOTE 5 – SEGMENT INFORMATION
The Company's primary business is the design and manufacture of arc welding and cutting products, manufacturing a broad line of arc welding equipment, consumable welding products and other welding and cutting products. The Company also has a leading global position in the brazing and soldering alloys market. The Company has aligned itsAs of December 31, 2015, the Company's business units were aligned into five operating segments to enhance the utilization of the Company's worldwide resources and global end user and sourcing initiatives.segments. The operating segments consistconsists of North America Welding, Europe Welding, Asia Pacific Welding, South America Welding and The Harris Products Group. The North America Welding segment primarily includes welding operations in the United States, Canada and Mexico. The Europe Welding segment includes welding operations in Europe, Russia, Africa and the Middle East. The other two welding segments includeAsia Pacific Welding segment primarily includes welding operations in Asia PacificChina and Australia. The South America respectively. The fifthWelding segment primarily includes welding operations in Brazil, Colombia and Venezuela. The Harris Products Group includes the Company's global cutting, soldering and brazing businesses as well as the retail business in the United States.
During the first quarter of 2016, the Company realigned its organizational and leadership structure. The new structure will allow for further integration of operational and product development processes across regions and support growth strategies. In accordance with this organizational change, beginning with quarterly reporting for the three months ended March 31, 2016, the Company will report three operating segments as follows: Americas Welding, International Welding, and The Harris Products Group.
Segment performance is measured and resources are allocated based on a number of factors, the primary profit measure being earnings before interest and income taxes ("EBIT"), as adjusted. EBIT is defined as Operating income plus Equity earnings in affiliates and Other income. Segment EBIT is adjusted for special items as determined by management such as the impact of rationalization activities, certain asset impairment charges and gains or losses on disposals of assets. The accounting principles applied at the operating segment level are generally the same as those applied at the consolidated financial statement level with the exception of LIFO. Segment assets include inventories measured on a FIFO basis while consolidated inventories areinclude inventories reported on a LIFO basis. Segment and consolidated income before interest and income taxes areinclude the effect of inventories reported on a LIFO basis. At December 31, 20122015, 20112014 and 20102013, approximately 34%40%, 31%40% and 30%38%, respectively, of total inventories were valued using the LIFO method. LIFO is used for certain domestic inventories included in the North America Welding segment.Welding. Inter-segment sales are recorded at agreed upon prices that approximate arm's length prices and are eliminated in consolidation. Corporate-level expenses are allocated to the operating segments on a basis that management believes to be reasonable. Certain corporate-level expenses may not be allocated to the operating segments and are reported as Corporate/Eliminations.segments.

F-16F-17

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

Financial information for the reportable segments follows:
North
America
Welding
 
Europe
Welding
 
Asia
Pacific
Welding
 
South
America
Welding
 
The Harris
Products
Group
 
Corporate /
Eliminations
 Consolidated
North
America
Welding
 
Europe
Welding
 
Asia
Pacific
Welding
 
South
America
Welding
 
The Harris
Products
Group
 
Corporate /
Eliminations
 Consolidated
For the Year Ended
December 31, 2012
             
For the Year Ended
December 31, 2015
             
Net sales$1,580,818
 $452,227
 $324,482
 $161,483
 $334,357
 $
 $2,853,367
$1,610,357
 $336,824
 $186,615
 $138,014
 $263,981
 $
 $2,535,791
Inter-segment sales131,062
 16,048
 14,829
 38
 8,549
 (170,526) $
100,770
 15,922
 10,510
 174
 9,312
 (136,688) $
Total$1,711,880
 $468,275
 $339,311
 $161,521
 $342,906
 $(170,526) $2,853,367
$1,711,127
 $352,746
 $197,125
 $138,188
 $273,293
 $(136,688) $2,535,791
EBIT, as adjusted$293,070
 $37,299
 $7,247
 $18,301
 $29,477
 $(4,886) $380,508
$306,746
 $31,317
 $7,392
 $5,569
 $27,882
 $(99) $378,807
Special items charge (gain)827
 3,534
 4,993
 1,381
 
 
 $10,735
155,757
 1,507
 5,432
 27,214
 
 
 $189,910
EBIT$292,243
 $33,765
 $2,254
 $16,920
 $29,477
 $(4,886) $369,773
$150,989
 $29,810
 $1,960
 $(21,645) $27,882
 $(99) $188,897
Interest income            3,988
            2,714
Interest expense            (4,191)            (21,824)
Income before income taxes            $369,570
            $169,787
                          
Total assets$980,093
 $451,654
 $350,189
 $134,650
 $195,881
 $(22,604) $2,089,863
$1,101,056
 $298,825
 $239,382
 $82,575
 $143,905
 $(81,572) $1,784,171
Equity investments in affiliates
 21,798
 
 2,808
 
 
 $24,606

 23,450
 
 3,791
 
 
 $27,241
Capital expenditures36,834
 5,372
 8,833
 899
 831
 (54) $52,715
31,578
 6,508
 5,480
 4,214
 2,727
 
 $50,507
Depreciation and amortization33,479
 11,008
 15,102
 1,878
 3,934
 (67) $65,334
44,344
 8,296
 7,026
 1,765
 2,596
 (20) $64,007
For the Year Ended
December 31, 2011
             
For the Year Ended
December 31, 2014
             
Net sales$1,309,499
 $508,692
 $376,276
 $156,684
 $343,458
 $
 $2,694,609
$1,700,924
 $425,775
 $243,800
 $148,595
 $294,230
 $
 $2,813,324
Inter-segment sales136,314
 17,422
 15,614
 494
 8,496
 (178,340) $
124,732
 19,586
 14,820
 144
 8,210
 (167,492) $
Total$1,445,813
 $526,114
 $391,890
 $157,178
 $351,954
 $(178,340) $2,694,609
$1,825,656
 $445,361
 $258,620
 $148,739
 $302,440
 $(167,492) $2,813,324
EBIT, as adjusted$227,924
 $36,171
 $2,629
 $12,895
 $25,151
 $426
 $305,196
$335,465
 $48,822
 $1,321
 $15,953
 $28,563
 $4,216
 $434,340
Special items charge (gain)
 392
 (110) 
 
 
 $282
(68) 904
 28,635
 21,715
 
 
 $51,186
EBIT$227,924
 $35,779
 $2,739
 $12,895
 $25,151
 $426
 $304,914
$335,533
 $47,918
 $(27,314) $(5,762) $28,563
 $4,216
 $383,154
Interest income            3,121
            3,093
Interest expense            (6,704)            (10,434)
Income before income taxes            $301,331
            $375,813
                          
Total assets$771,315
 $436,327
 $380,282
 $110,781
 $181,916
 $96,155
 $1,976,776
$1,111,065
 $359,337
 $284,573
 $138,114
 $147,990
 $(101,864) $1,939,215
Equity investments in affiliates
 20,500
 
 4,118
 
 
 $24,618

 23,902
 
 3,579
 
 
 $27,481
Capital expenditures31,826
 8,566
 21,498
 2,314
 1,792
 (183) $65,813
51,691
 5,619
 3,959
 10,896
 825
 
 $72,990
Depreciation and amortization29,237
 11,736
 14,663
 2,033
 4,714
 (332) $62,051
43,659
 10,823
 9,799
 2,085
 3,512
 (271) $69,607
For the Year Ended
December 31, 2010
             
For the Year Ended
December 31, 2013
             
Net sales$1,013,193
 $359,925
 $324,092
 $117,419
 $255,543
 $
 $2,070,172
$1,652,769
 $429,548
 $266,282
 $195,895
 $308,177
 $
 $2,852,671
Inter-segment sales108,849
 13,330
 12,546
 1,216
 6,641
 (142,582) $
127,254
 19,911
 14,906
 233
 9,605
 (171,909) $
Total$1,122,042
 $373,255
 $336,638
 $118,635
 $262,184
 $(142,582) $2,070,172
$1,780,023
 $449,459
 $281,188
 $196,128
 $317,782
 $(171,909) $2,852,671
EBIT, as adjusted$162,192
 $17,023
 $1,752
 $7,554
 $12,311
 $(6,675) $194,157
$318,507
 $36,247
 $1,815
 $57,306
 $27,826
 $(4,350) $437,351
Special items charge (gain)
 2,486
 (3,741) 3,123
 871
 
 $2,739
1,052
 2,045
 6,071
 12,198
 
 
 $21,366
EBIT$162,192
 $14,537
 $5,493
 $4,431
 $11,440
 $(6,675) $191,418
$317,455
 $34,202
 $(4,256) $45,108
 $27,826
 $(4,350) $415,985
Interest income            2,381
            3,320
Interest expense            (6,691)            (2,864)
Income before income taxes            $187,108
            $416,441
                          
Total assets$611,725
 $413,789
 $350,975
 $94,836
 $193,474
 $118,989
 $1,783,788
$1,048,412
 $403,094
 $325,656
 $169,027
 $162,496
 $43,182
 $2,151,867
Equity investments in affiliates
 19,194
 
 3,715
 
 
 $22,909

 23,315
 
 3,303
 
 
 $26,618
Capital expenditures25,746
 10,373
 22,973
 3,573
 884
 (2,984) $60,565
41,181
 10,305
 2,073
 20,840
 3,931
 (2,315) $76,015
Depreciation and amortization27,652
 9,527
 13,542
 1,564
 5,012
 60
 $57,357
39,086
 10,933
 13,559
 1,893
 3,636
 (224) $68,883



F-17F-18

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

In 2012,2015, special items include net charges of $827, $3,637 and $3,151 for rationalization actions in the North America Welding, Europe Welding and Asia Pacific Welding segments, respectively,include rationalization charges primarily related to employee severance and other related costs. North America Welding special items also include charges of $3,417 related to the impairment of long-lived assets and $6,315 related to the impairment to the carrying value of goodwill. Special items in 2015 also include pension settlement charges of $142,738, primarily related to the purchase of a group annuity contract. South America Welding special items reflect Venezuelan foreign exchange remeasurement losses related to the adoption of a new foreign exchange mechanism.
In 2014, special items include net rationalization charges primarily related to employee severance and other costs associated with the consolidation of manufacturing operations. The EuropeAsia Pacific Welding segment special items also include a gainnet charges of $103 on$32,742 related to the impairment of long-lived assets partially offset by gains of $3,293 related to the sale of assets. The Asia PacificSouth America Welding segment special items also include a chargeVenezuelan foreign exchange remeasurement losses of $1,842$21,133 related to asset impairments. The Souththe adoption of a new foreign exchange mechanism.
In 2013, special items in North America Welding, segment special item represents a charge of $1,381 related to a change in Venezuelan labor law, which provides for increased employee severance obligations.
In 2011, special items include net charges of $188 and $93 for rationalization actions in the Europe Welding and Asia Pacific Welding segments, respectively,reflect rationalization charges primarily related to employee severance and other costs associated with the consolidation of manufacturing operations. The Europe Welding and Asia Pacific Welding segments special items also include a losscharges of $204$4,444 related to the impairment of long-lived assets and a gaincharge of $203, respectively,$705 related to a loss on the sale of assets at rationalized operations.
In 2010, special items include a charge of $1,990 for rationalization actions and $496 in related asset impairment charges for the Europe Welding segment. The Asia Pacific Welding segment includes a gain of $4,555 related to the disposal of assets, a charge of $427 for rationalization actions and $387 in asset impairment charges. Theland. South America Welding segment includesspecial items represent a net charge of $3,123 related to the change in functional currency and devaluation of the Venezuelan foreign currency. The Harris Products Group segment includes a net charge of $871 related to environmental costs associated with the sale of property at a rationalized operation.
Export sales (excluding inter-company sales) from the United States were $268,331$175,049 in 2012, $242,3802015, $210,325 in 20112014 and $197,057$260,195 in 2010.2013. No individual customer comprised more than 10% of the Company's total revenues for any of the three years ended December 31, 2012.2015.
The geographic split of the Company's netNet sales, based on the location of the customer, and property, plant and equipment were as follows:
 Year Ended December 31, Year Ended December 31,
 2012 2011 2010 2015 2014 2013
Net sales:            
United States $1,283,066
 $1,092,838
 $825,371
 $1,387,882
 $1,417,750
 $1,350,309
China 229,996
 286,121
 250,981
 137,101
 190,035
 219,490
Other foreign countries 1,340,305
 1,315,650
 993,820
 1,010,808
 1,205,539
 1,282,872
Total $2,853,367
 $2,694,609
 $2,070,172
 $2,535,791
 $2,813,324
 $2,852,671
 December 31, December 31,
 2012 2011 2010 2015 2014 2013
Property, plant and equipment, net:            
United States $170,831
 $149,637
 $149,185
 $173,974
 $171,746
 $162,357
China 92,744
 96,374
 87,722
 53,673
 57,783
 83,416
Other foreign countries 223,050
 224,801
 242,084
 184,045
 209,640
 238,685
Eliminations (389) (361) (425) (369) (423) (453)
Total $486,236
 $470,451
 $478,566
 $411,323
 $438,746
 $484,005

NOTE 6 – RATIONALIZATION AND ASSET IMPAIRMENTS
The Company recorded rationalization net charges of $9,354$19,958, $30,053 and $282$8,463 for the years ended December 31, 20122015, 2014 and 2011, respectively, and net gains of $384 for the year ended December 31, 2010.2013, respectively. The 20122015 net charges include $7,615$13,719 primarily related to employee severance and $1,842other related costs and $6,239 in asset impairment charges, partially offset by gains of $103 related to sale of assets.charges.  A description of each restructuring plan and the related costs follows:
North America Welding Plans:
During 2012,2015, the Company initiated variousa rationalization plansplan within the North America Welding segment. Plansthat includes a voluntary separation incentive program covering certain U.S.-based employees. The Company recorded rationalization charges of $3,298 for the segment are to consolidate its Oceanside, California operations and its Reno, Nevada operations to another facility in Reno, Nevada and to consolidate its Baltimore, Maryland manufacturing operations into its current manufacturing operations in Cleveland, Ohio.  These actions are expected to impact 72 employees within the North America Welding segment.  During the year ended December 31, 2012, the Company recorded charges of $8272015 related to these activities.  Chargesthe program, which represent employee severance and other related costs. The Company does not expect further costs associated with these actions to be material as they were substantially completed and paid during 2015.

F-18F-19

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

severance and other related costs.Due to the presence of impairment indicators during 2015, the Company performed an impairment test of certain long-lived assets of a business unit. The Company expects additional chargesdetermined that for certain long-lived assets the carrying value of the assets exceeded the fair value, resulting in a $3,417 non-cash impairment charge.  This result was considered a possible indication of goodwill impairment, therefore, the rangeCompany performed an interim goodwill impairment test, using a combination of $1,400 to $1,700 relatedincome and market valuation approaches, resulting in a $6,315 non-cash impairment charge to the completioncarrying value of these activities.goodwill.
Europe Welding Plans:
During 2012,2015, the Company initiated variousa rationalization plansplan within the Europe Welding segment. Plans for the segment are to consolidate manufacturing facilities in Russia, relocate its Italian machine manufacturing operations to current facilities in Poland and to restructureWelding. The plan includes headcount at various other manufacturing operations within the segmentrestructuring to better align the cost structurestructures with economic conditions and capacity requirements with current economic needs and conditions. These actions are expected to impact 285 employees within the Europe Welding segment.operating needs. During the year ended December 31, 2012,2015, the Company recorded charges relating to the Europe Welding plans of $3,534 related to these activities.  Charges$1,507, which represent employee severance and other related costs of $3,637, partially offset by gains from the sale of assets at rationalized operations of $103.  At December 31, 2012, a liability relating to these actions of $1,836 was recognized in Other current liabilities, which will be substantially paid in 2013.  The Company expects to incur additional charges in the range of $50 to $100 related to the completion of this plan.
Asia Pacific Welding Plans:
During 2012, the Company initiated various rationalization plans within the Asia Pacific Welding segment. Plans for the segment are to rationalize its Australian manufacturing operations and to restructure headcount at various other manufacturing operations within the segment to better align the cost structure and capacity requirements with current economic needs and conditions. These actions are expected to impact 268 employees within the Asia Pacific Welding segment. During the year ended December 31, 2012, the Company recorded charges of $4,993 related to these activities.  Charges represent employee severance and other related costs of $3,151 and asset impairment charges of $1,842.  At December 31, 2012, a liability relating to these actions of $1,044 was recognized in Other current liabilities, which are expected to be substantially paid in 2013.  The Company expects additional charges up to $500 related to the completion of these activities.
2009 Plans:
During 2009, the Company initiated rationalization actions including the consolidation of certain manufacturing operations in the Europe Welding, Asia Pacific Welding and The Harris Products Group segments.  At December 31, 2012, a liability relating to these actions of $177 was recognized in Other current liabilities.costs. The Company does not expect further costs associated with these actions in 2013to be material as they were substantially completed in 2010and are expectedpaid during 2015.
Asia Pacific Welding Plans:
During 2014, the Company identified net assets within the segment for planned divestiture which were classified as held for sale. During 2015, the Company initiated a rationalization plan to restructure headcount and better align the cost structures with economic conditions and operating needs. As part of this plan, the net assets held for sale were reclassified as held for use as the sale was no longer deemed probable. During the year ended December 31, 2015, the Company recorded net charges relating to these actions of $5,421, which primarily represent employee severance and other related costs partially offset by costs and adjustments to reclassify a potential divestiture that was previously held-for-sale. The Company does not expect additional charges related to the completion of these actions to be paidmaterial. At December 31, 2015, liabilities relating to the Asia Pacific Welding plan of $7,440 were recognized in 2013.Other current liabilities.
The following tables summarize the activity related to the rationalization liabilities by segment for the year ended December 31, 2015:
  North America Welding 
Europe
Welding
 
Asia
Pacific
Welding
 South America Welding Consolidated
Balance at December 31, 2013 $466
 $2,435
 $375
 $
 $3,276
Payments and other adjustments (398) (3,041) (191) (582) (4,212)
Charged (credited) to expense (68) 911
 (184) 582
 1,241
Balance at December 31, 2014 $
 $305
 $
 $
 $305
Payments and other adjustments (3,231) (1,654) (1,474) 
 (6,359)
Charged (credited) to expense 3,298
 1,507
 8,914
 
 13,719
Balance at December 31, 2015 $67
 $158
 $7,440
 $
 $7,665
The Company believes the rationalization actions will positively impact future results of operations and will not have a material effect on liquidity and sources and uses of capital. The Company continues evaluating its cost structure and additional rationalization actions may result in charges in future periods. The following tables summarize the activity related to the rationalization liabilities by segment for the years ended December 31, 2012 and 2011:
  North America Welding 
Europe
Welding
 
Asia
Pacific
Welding
 
The Harris
Products
Group
 Consolidated
Balance at December 31, 2011 $
 $173
 $
 $82
 $255
Payments and other adjustments (827) (1,797) (2,107) (82) (4,813)
Charged to expense 827
 3,637
 3,151
 
 7,615
Balance at December 31, 2012 $
 $2,013
 $1,044
 $
 $3,057
  
Europe
Welding
 
Asia
Pacific
Welding
 
The Harris
Products
Group
 Consolidated
Balance at December 31, 2010 $411
 $90
 $930
 $1,431
Payments and other adjustments (404) (183) (848) (1,435)
Charged to expense 166
 93
 
 259
Balance at December 31, 2011 $173
 $
 $82
 $255


F-19F-20

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

NOTE 7 – ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INCOME
The components of Accumulated other comprehensive loss are as follows:
  December 31,
  2012 2011
Defined benefit pension plans, net of tax $(261,844) $(255,369)
Currency translation adjustment 26,364
 6,576
Unrealized gain on derivatives designated and qualifying as cash flow hedges, net of tax 80
 912
Total Accumulated other comprehensive loss $(235,400) $(247,881)
("AOCI")
The balancefollowing tables set forth the total changes in AOCI by component, net of Accumulated other comprehensive (loss) income in non-controlling interests relates to foreign currency translation and amounted to $1,042 and $1,798 at taxes, for the years ended December 31, 20122015 and 2014:2011, respectively.
  Unrealized gain (loss) on derivatives designated and qualifying as cash flow hedges Defined benefit pension plan activity Currency translation adjustment Total
Balance at December 31, 2013 $369
 $(160,693) $8,383
 $(151,941)
Other comprehensive income (loss) before reclassification (720) (48,803)
2 
(99,103)
3 
(148,626)
Amounts reclassified from AOCI 342
1 
11,603
2 

 11,945
Net current-period other comprehensive income (loss) (378) (37,200) (99,103) (136,681)
Balance at December 31, 2014 $(9) $(197,893) $(90,720) $(288,622)
Other comprehensive income (loss) before reclassification 979
 (1,632)
2 
(106,319)
3 
(106,972)
Amounts reclassified from AOCI (422)
1 
99,749
2 

 99,327
Net current-period other comprehensive income (loss) 557
 98,117
 (106,319) (7,645)
Balance at December 31, 2015 $548
 $(99,776) $(197,039) $(296,267)
         

1
During 2015, this AOCI reclassification is a component of Net sales of $(1,191) (net of tax of $(547)) and Cost of goods sold of $771 (net of tax of $549); during 2014, the reclassification is a component of Net sales of $(80) (net of tax of $(65)), Cost of goods sold of $422 (net of tax of $205). (See Note 13 - Derivatives for additional details.)
2
This AOCI component is included in the computation of net periodic pension costs (net of tax of $61,538 and $(20,951) during the years ended December 31, 2015 and 2014, respectively). (See Note 11 - Retirement and Postretirement Benefit Plans for additional details.)
3
The Other comprehensive income before reclassifications excludes $(623) and $734 attributable to Non-controlling interests in the years ended December 31, 2015 and 2014, respectively. The reclassified AOCI component is included in the computation of Non-controlling interests. (See Consolidated Statements of Equity for additional details.)


F-21

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

NOTE 8 – DEBT
At December 31, 20122015 and 20112014, debt consisted of the following:
  December 31,
  2012 2011
Long-term debt    
Senior Unsecured Notes due 2012, interest at 6.36% $
 $80,358
Capital leases due through 2017, interest at 1.12% to 8.63% 267
 901
Other borrowings due through 2023, interest up to 4.25% 1,788
 2,197
  2,055
 83,456
Less current portion 456
 81,496
Total long-term debt 1,599
 1,960
Short-term debt    
Amounts due banks, interest at 11.32% (11.61% in 2011) 18,220
 19,922
Current portion long-term debt 456
 81,496
Total short-term debt 18,676
 101,418
Total debt $20,275
 $103,378
Senior Unsecured Notes
During March 2002, the Company issued Senior Unsecured Notes (the "Notes") totaling $150,000 with original maturities ranging from five to ten years and a weighted-average interest rate of 6.1%. The proceeds were used for general corporate purposes, including acquisitions, and were generally invested in short-term, highly liquid investments. The Company repaid the $40,000 Series A Notes in March 2007, the $30,000 Series B Notes in March 2009 and the $80,000 Series C Notes in March 2012.
  December 31,
  2015 2014
Long-term debt    
Senior Unsecured Notes due through 2045, interest at 3.2% to 4.0% (net of debt issuance costs of $853 at December 31, 2015) $349,147
 $
Capital leases due through 2019, interest at 0.3% to 8.0% 111
 198
Other borrowings due through 2023, interest up to 18.0% 2,545
 9,301
  351,803
 9,499
Less current portion 1,456
 7,011
Long-term debt, less current portion 350,347
 2,488
Short-term debt    
Amounts due banks, interest at 24.1% (3.1% in 2014) 2,822
 61,155
Current portion long-term debt 1,456
 7,011
Total short-term debt 4,278
 68,166
Total debt $354,625
 $70,654
At December 31, 20122015 and 20112014, the fair value of long-term debt, including the current portion, was approximately $1,919$342,602 and $84,1109,323, respectively, which was determined using available market information and methodologies requiring judgment. Since considerable judgment is required in interpreting market information, the fair value of the debt is not necessarily the amount which could be realized in a current market exchange.
Senior Unsecured Notes
On April 1, 2015, the Company entered into a Note Purchase Agreement pursuant to which it agreed to issue Senior Unsecured Notes (the "Notes") in the aggregate principal amount of $350,000 through a private placement. At December 31, 2015, $349,147, net of debt issuance costs of $853, was outstanding and recorded in Long-term debt, less current portion. The proceeds are being used for general corporate purposes. The Notes, as shown in the table below, have maturities ranging from 10 to 30 years with a weighted average effective interest rate of 3.5%, excluding accretion of original issuance costs, and an average tenure of 19 years. Interest is payable semi-annually. The Notes contain certain affirmative and negative covenants. As of December 31, 2015, the Company was in compliance with all of its debt covenants.
The maturity and interest rates of the Notes are as follows:
 Amount Maturity Date Interest Rate
Series A$100,000
 August 20, 2025 3.15%
Series B100,000
 August 20, 2030 3.35%
Series C50,000
 April 1, 2035 3.61%
Series D100,000
 April 1, 2045 4.02%
Revolving Credit Agreement
The Company has a line of credit totaling $300,000$400,000 through the Amended and Restated Credit Agreement (the “Credit Agreement”), which was entered into on July 26, 2012.September 12, 2014.  The Credit Agreement contains customary affirmative, negative and financial covenants for credit facilities of this type, including limitations on the Company and its subsidiaries with respect to liens, investments, distributions, mergers and acquisitions, dispositions of assets, transactions with affiliates and a fixed charges coverage ratio and total leverage ratio.  As of December 31, 2012,2015, the Company was in compliance with all of its covenants and had no outstanding borrowings under the Credit Agreement. The Credit Agreement has a five-yearfive-year term and may be increased, subject to certain conditions, by an additional amount up to $100,000.$100,000.  The interest rate on borrowings is based on either LIBOR or the prime rate, plus a spread based on the Company’s leverage ratio, at the Company’s election.

F-20F-22

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

Short-term Borrowings
The Company's short-term borrowings included in Amounts due banks were $2,822 and $61,155 at December 31, 2015 and 2014, respectively. Amounts due banks included the outstanding borrowings under the Credit Agreement and the borrowings of foreign subsidiaries at weighted average interest rates of 24.1% and 3.1% at December 31, 2015 and 2014, respectively.
Capital Leases
At December 31, 20122015 and 20112014, $267111 and $901198 of capital lease indebtedness was secured by property, plant and equipment, respectively.
Other
Maturities of long-term debt, including payments under capital leases and amounts due banks, for the five years succeeding December 31, 20122015 are $18,679$4,284 in 2013, $4082016, $569 in 2014, $3092017, $105 in 2015, $1332018, $104 in 2016, $1342019, $101 in 20172020 and $612$350,315 thereafter. Total interest paid was $4,423$5,631 in 2012, $6,9792015, $2,190 in 20112014 and $7,446$2,864 in 2010.2013. The primary differencedifferences between interest expense and interest paid in 2015 and 2014 is due to an adjustment to the amortizationconsideration expected to be paid to acquire additional ownership interests of a majority-owned subsidiary and the accretion of the gains on terminatedrelated liability, and the accrual of interest rate swaps.associated with the Notes in 2015.
The Company's short-term borrowings included in "Amounts due banks" were $18,220 and $19,922 at December 31, 2012 and 2011, respectively, and represent the borrowings of foreign subsidiaries at weighted average interest rates of 11.3% and 11.6%, respectively.
NOTE 9 – STOCK PLANS
On April 28, 2006,23, 2015, the shareholders of the Company approved the 2015 Equity and Incentive Compensation Plan ("Employee Plan"), which replaced the 2006 Equity and Performance Incentive Plan, as amended ("EPI Plan"), which replaced the 1998 Stock Plan, as amended and restated in May 2003.. The EPIEmployee Plan provides for the granting of options, appreciation rights, restricted shares, restricted stock units and performance-based awards up to an additional 6,000,0005,400,000 of the Company's common shares. In addition, on April 28, 2006,23, 2015, the shareholders of the Company approved the 2015 Stock Plan for Non-Employee Directors ("2015 Director Plan"), which replaced the 2006 Stock Plan for Non-Employee Directors as amended ("2006 Director Plan"), which replaced the Stock Option Plan for Non-Employee Directors adopted in 2000.. The 2015 Director Plan provides for the granting of options, restricted shares and restricted stock units up to an additional 600,000300,000 of the Company's common shares. At December 31, 2012,2015, there were 2,517,2285,600,763 common shares available for future grant under all plans.
Stock Options
The following table summarizes stock option activity for each of the three years ended December 31, 20122015, 2014 and 2013, under all Plans:
 Year Ended December 31, Year Ended December 31,
 2012 2011 2010 2015 2014 2013
 Options 
Weighted
Average
Exercise
Price
 Options 
Weighted
Average
Exercise
Price
 Options 
Weighted
Average
Exercise
Price
 Options 
Weighted
Average
Exercise
Price
 Options 
Weighted
Average
Exercise
Price
 Options 
Weighted
Average
Exercise
Price
Balance at beginning of year 3,632,463
 $26.05
 3,779,824
 $23.99
 3,596,884
 $22.28
 2,087,193
 $37.80
 2,452,648
 $36.52
 3,060,944
 $30.98
Options granted 412,980
 47.66
 459,263
 35.34
 491,010
 31.29
 323,130
 69.14
 5,121
 69.61
 273,105
 70.88
Options exercised (962,029) 19.52
 (572,795) 19.82
 (260,084) 13.49
 (197,582) 30.35
 (329,986) 27.63
 (774,783) 26.20
Options canceled (22,470) 24.07
 (33,829) 26.62
 (47,986) 27.84
 (18,092) 66.51
 (40,590) 47.21
 (106,618) 40.54
Balance at end of year 3,060,944
 30.98
 3,632,463
 26.05
 3,779,824
 23.99
 2,194,649
 42.85
 2,087,193
 37.80
 2,452,648
 36.52
Exercisable at end of year 2,208,455
 27.19
 2,677,071
 23.73
 2,749,168
 22.40
 1,807,427
 37.15
 1,818,218
 33.89
 1,837,014
 29.93
Options granted under both the EPIEmployee Plan and its predecessor plans may be outstanding for a maximum of 10 years from the date of grant. The majority of options granted vest ratably over a period of three years from the grant date. The exercise prices of all options were equal to the quoted market price of the Company's common shares at the date of grant. The Company issued shares of common stock from treasury upon all exercises of stock options in 20122015, 20112014 and 20102013. In 2015, 16,970 options were issued under the Employee Plan, 306,160 options were issued under the EPI Plan and all options issued in 2014 and 2013 were under the EPI Plan.

F-23

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

The Company uses the Black-Scholes option pricing model for estimating fair values of options. In estimating the fair value of options granted, the expected option life is based on the Company's historical experience. The expected volatility is based on historical volatility. The weighted average assumptions for each of the three years ended December 31, 20122015 were as follows:
 Year Ended December 31, Year Ended December 31,
 2012 2011 2010 2015 2014 2013
Expected volatility 45.67% 41.92% 42.15% 30.73% 32.21% 32.97%
Dividend yield 1.66% 1.63% 2.02% 1.48% 1.41% 1.40%
Risk-free interest rate 0.70% 0.80% 1.64% 1.32% 1.61% 1.52%
Expected option life (years) 4.5
 4.3
 4.9
 4.5
 4.4
 4.4
Weighted average fair value per option granted during the year $15.87
 $10.97
 $10.01
 $16.35
 $17.52
 $18.14

F-21

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

The following table summarizes non-vested stock options for the year ended December 31, 20122015:
 Year Ended December 31, 2012 Year Ended December 31, 2015
 
Number of
Options
 
Weighted
Average Fair
Value at Grant
Date
 
Number of
Options
 
Weighted
Average Fair
Value at Grant
Date
Balance at beginning of year 929,382
 $10.78
 268,975
 $17.48
Granted 412,980
 15.87
 323,130
 16.35
Vested (470,243) 10.19
 (189,681) 17.26
Forfeited (19,630) 19.60
 (15,202) 17.15
Balance at end of year 852,489
 13.63
 387,222
 16.66
The aggregate intrinsic value of options outstanding and exercisable which would have been received by the optionees had all awards been exercised at December 31, 20122015 was $54,17830,121 and $47,46430,121, respectively. The total intrinsic value of awards exercised during 20122015, 20112014 and 20102013 was $18,7766,879, $10,02814,647 and $4,27026,288, respectively. The total fair value of options that vested during 2015, 2014 and 2013 was $3,273, $5,104 and $5,131, respectively.
The following table summarizes information about awards outstanding as of December 31, 20122015:
  Outstanding Exercisable  
Exercise Price Range 
Number of
Stock
Options
 
Weighted
Average
Exercise
Price
 
Number of
Stock
Options
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Life (years)
Under $19.99 449,884
 $18.59
 449,884
 $18.59
 2.4
$20.00 - $32.99 1,389,730
 27.79
 1,284,025
 27.50
 6.5
Over $33.00 1,221,330
 39.18
 474,546
 34.50
 8.0
  3,060,944
  
 2,208,455
  
 6.5
Restricted Share Awards
The following table summarizes restricted share award activity for each of the three years ended December 31, 2012, under all Plans:
  Year Ended December 31,
  2012 2011 2010
  Shares 
Weighted
Average
Grant Date
Fair Value
 Shares 
Weighted
Average
Grant Date
Fair Value
 Shares 
Weighted
Average
Grant Date
Fair Value
Balance at beginning of year 379,233
 $28.06
 523,730
 $27.36
 435,770
 $26.61
Shares granted 20,099
 47.81
 22,779
 35.55
 112,864
 31.05
Shares vested* (62,524) 32.10
 (159,842) 26.97
 (24,904) 31.07
Shares forfeited 
 
 (7,434) 24.67
 
 
Balance at end of year 336,808
 28.49
 379,233
 28.06
 523,730
 27.36

*Includes shares vested but not exercisable
Restricted share awards are valued at the quoted market price on the grant date. The majority of restricted share awards vest over a period of three to five years. The Company issued shares of common stock from treasury upon the granting of restricted share awards in 2012, 2011 and 2010. Under the EPI Plan, the Company issued 82,992 restricted shares at a weighted average market price of $30.97 per share in 2010. The Company issued 20,099 restricted shares at a weighted average market price of $47.81 per share, 22,779 restricted shares at a weighted average market price of $35.55 per share and 29,872 restricted shares at a weighted average market price of $31.28 per share under the Director Plan in 2012, 2011 and 2010, respectively. The remaining weighted average life of all non-vested restricted share awards is 1.8 years as of December 31, 2012.
  Outstanding Exercisable
Exercise Price Range 
Number of
Stock
Options
 
Weighted
Average
Exercise
Price
 Weighted
Average
Remaining
Life (years)
 
Number of
Stock
Options
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Life (years)
Under $29.99 491,072
 $24.56
 3.5 491,072
 $24.56
 3.5
$30.00 - $39.99 825,161
 33.18
 4.4 825,161
 33.18
 4.4
Over $40.00 878,416
 62.15
 8.0 491,194
 56.40
 7.3
  2,194,649
  
 5.7 1,807,427
  
 5.0

F-22F-24

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

Restricted Share Awards ("RSAs")
The following table summarizes non-vested restricted share awardsaward activity for the yearyears ended December 31, 20122015:,
2014 and 2013, under all Plans:
 Year Ended December 31,
 Year Ended December 31, 2012 2015 2014 2013
 
Number of
Restricted
Shares
 
Weighted
Average
Fair Value
at Grant Date
 Shares 
Weighted
Average
Grant Date
Fair Value
 Shares 
Weighted
Average
Grant Date
Fair Value
 Shares 
Weighted
Average
Grant Date
Fair Value
Balance at beginning of year 355,933
 $28.18
 49,490
 $60.14
 115,316
 $39.55
 336,808
 $28.49
Granted 20,099
 47.81
Vested (57,944) 31.93
Shares granted 20,476
 53.94
 14,927
 66.32
 14,464
 70.88
Shares vested (20,745) 49.37
 (80,753) 31.88
 (224,021) 25.68
Shares forfeited (4,592) 64.61
 
 
 (11,935) 25.76
Balance at end of year 318,088
 28.74
 44,629
 61.84
 49,490
 60.14
 115,316
 39.55
RSAs are valued at the quoted market price on the grant date. The majority of RSAs vest over a period of three to five years. The Company issued common shares from treasury upon the granting of RSAs in 2015, 2014 and 2013. Restricted shares issued in 2015 were under the 2015 Director Plan and all restricted shares issued in 2014 and 2013 were under the the 2006 Director Plan. The remaining weighted average vesting period of all non-vested RSAs is 2.1 years as of December 31, 2015.

Restricted Stock Units ("RSUs")
The following table summarizes restricted stock unit activity for the years ended December 31, 20122015, 2014 and 2011,2013, under all Plans:
 Year Ended December 31, Year Ended December 31,
 2012 2011 2015 2014 2013
 Units 
Weighted
Average
Grant Date
Fair Value
 Units 
Weighted
Average
Grant Date
Fair Value
 Units 
Weighted
Average
Grant Date
Fair Value
 Units 
Weighted
Average
Grant Date
Fair Value
 Units 
Weighted
Average
Grant Date
Fair Value
Non-vested at beginning of year 166,519
 $34.55
 
 $
Balance at beginning of year 241,496
 $49.34
 283,944
 $47.38
 288,669
 $40.83
Units granted 133,944
 47.97
 166,519
 34.55
 67,800
 68.82
 2,861
 70.71
 69,925
 67.17
Units vested (10,499) 33.06
 
 
 (76,996) 37.21
 (40,035) 36.59
 (33,698) 39.20
Units forfeited (1,295) 35.55
 
 
 (10,768) 57.98
 (5,274) 52.19
 (40,952) 41.70
Non-vested at end of year 288,669
 40.83
 166,519
 34.55
Balance at end of year 221,532
 59.10
 241,496
 49.34
 283,944
 47.38
RSUs are valued at the quoted market price on the grant date. The majority of RSUs vest over a period of three to five years. The Company will issue shares of common stock from treasury upon the vesting of RSUs and any earned dividend equivalents. Conversion of 10,49918,022 RSUs to common stockshares in 20122015 were deferred as part of the 2005 Deferred Compensation Plan for Executives (the "2005 Plan"). As of December 31, 20122015, 10,71366,024 RSUs, including related dividend equivalents, have been deferred under the 2005 Plan. These units are reflected within dilutive shares in the calculation of earnings per share. UnderIn 2015, 4,915 RSUs were issued under the Employee Plan, 62,885 RSUs were issued under the EPI Plan, the Companyplan and all RSUs issued in 133,9442014 and 166,5192013 restricted stock units at a weighted average market price of $47.97 and $34.55 per share in 2012 and 2011, respectively. Restricted stock units were not granted prior to 2011.under the the EPI Plan. The remaining weighted average lifevesting period of all non-vested RSUs is 4.33.2 years as of December 31, 20122015.
Stock-Based Compensation Expense
Expense is recognized for all awards of stock-based compensation by allocating the aggregate grant date fair value over the vesting period. No expense is recognized for any stock options, restricted or deferred shares or restricted stock units ultimately forfeited because recipients fail to meet vesting requirements. Total stock-based compensation expense recognized in the Consolidated Statements of Income for 20122015, 20112014 and 20102013 was $8,9617,932, $6,6108,416 and $8,2139,734, respectively. The related tax benefit for 20122015, 20112014 and 20102013 was $3,4093,037, $2,5153,222 and $3,1123,727, respectively. As of December 31, 20122015, total unrecognized stock-based compensation expense related to non-vested stock options, restricted shares and restricted stock units was $23,71815,371, which is expected to be recognized over a weighted average period of approximately 37 months2.9 years.

F-25

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

Lincoln Stock Purchase Plan
The 1995 Lincoln Stock Purchase Plan provides employees the ability to purchase open market shares on a commission-free basis up to a limit of ten thousand dollars annually. Under this plan, 800,000 shares have been authorized to be purchased. Shares purchased were 16,012 in 4,9082015, 5,511 in 20122014, and 4,4664,653 in 2011 and 4,240 in 20102013.

NOTE 10 – COMMON STOCK REPURCHASE PROGRAM
The Company has a share repurchase program for up to 3045 million shares of the Company's common stock.shares. At management's discretion, the Company repurchases its common stockshares from time to time in the open market, depending on market conditions, stock price and other factors. During the year ended December 31, 20122015, the Company purchased a total of 1,779,3846.6 million shares at an average cost per share of $45.0660.70. As of December 31, 20122015, 3,342,3734.7 million shares remained available for repurchase under the stock repurchase program. The treasury shares have not been retired.

F-23

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

NOTE 11 – RETIREMENT ANNUITY AND GUARANTEED CONTINUOUS EMPLOYMENT PLANS
The Company maintains a number of defined benefit and defined contribution plans to provide retirement benefits for employees. These plans are maintained and contributions are made in accordance with the Employee Retirement Income Security Act of 1974 ("ERISA"), local statutory law or as determined by the Board of Directors. The plans generally provide benefits based upon years of service and compensation. Pension plans are funded except for a domestic non-qualified pension plan for certain key employees and certain foreign plans. The Company uses a December 31 measurement date for its plans.
The Company does not have, and does not provide for, any postretirement or postemployment benefits other than pensions and certain non-U.S. statutory termination benefits.

F-26

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

Defined Benefit Plans
The defined benefit plans generally provide benefits based upon years of service and compensation. The plans are funded except for a domestic non-qualified pension plan for certain key employees and certain foreign plans. The contributionsContributions are made in amounts sufficient to fund current service costs on a current basis and to fund past service costs, if any, over various amortization periods.
Obligations and Funded Status
 December 31, December 31,
 2012 2011 2015 2014
Change in benefit obligations        
Benefit obligations at beginning of year $991,979
 $851,948
 $1,045,471
 $941,442
Service cost 21,538
 17,331
 19,933
 19,062
Interest cost 41,584
 44,161
 36,002
 42,485
Plan participants' contributions 334
 365
 185
 215
Plan amendments (3,681) 
 
 45
Actuarial loss 70,015
 121,800
Acquisitions 6,170
 
Actuarial (gain) loss (42,640) 117,881
Benefits paid (86,722) (40,345) (32,217) (60,582)
Settlement/curtailment (3,946) (2,434)
Settlements/curtailments (463,943) (7,172)
Currency translation 2,624
 (847) (10,792) (7,905)
Benefit obligations at end of year 1,033,725
 991,979
 558,169
 1,045,471
        
Change in plan assets        
Fair value of plan assets at beginning of year 749,456
 726,474
 1,010,937
 939,995
Actual return on plan assets 83,156
 29,470
 9,298
 108,060
Employer contributions 68,029
 33,994
 50,468
 27,550
Plan participants' contributions 334
 365
 185
 215
Acquisitions 5,995
 
Benefits paid (85,238) (37,960) (30,358) (59,196)
Settlement (3,798) (2,415) (462,601) 
Currency translation 1,958
 (472) (7,823) (5,687)
Fair value of plan assets at end of year 813,897
 749,456
 576,101
 1,010,937
        
Funded status at end of year (219,828) (242,523) 17,932
 (34,534)
Unrecognized actuarial net loss 422,042
 408,474
 156,019
 316,296
Unrecognized prior service cost (4,101) (515) (1,304) (1,930)
Unrecognized transition assets, net 26
 41
 41
 45
Net amount recognized $198,139
 $165,477
 $172,688
 $279,877
The Company's U.S. defined benefit plans were amendedactuarial gain arising during 2015 was primarily attributable to allow participants, including those with deferred vesteda higher discount rate. The actuarial loss during 2014 was primarily attributable to a lower discount rate.
In August 2015, the Lincoln Electric Company, plan sponsor of the Lincoln Electric Retirement Annuity Program ("RAP") and subsidiary of the Company, entered into an agreement to purchase a group annuity contract from The Principal Financial Group ("Principal"). Under the agreement, Principal assumed the obligation to pay future pension benefits for specified U.S. retirees and surviving beneficiaries who retired on or before June 1, 2015 and are currently receiving payments from the RAP. The transaction will not change the amount of the monthly pension benefit received by affected retirees and surviving beneficiaries. The purchase was funded by existing plan assets and required no additional payment options including a lump sum and a fivecash contribution. The Company recorded pension settlement charges of $142,738 for the year payment option. Increased benefits paidended December 31, 2015, primarily reflect the disbursements related to deferred vested participants taking lump sum payment options.the purchase of the group annuity contract.

F-24F-27

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

The after-tax amounts of unrecognized actuarial net loss, prior service costs and transition assets included in Accumulated other comprehensive loss at December 31, 20122015 were $264,514101,288, $(2,690)(1,548) and $2036, respectively. The actuarial loss represents changes in the estimated obligation not yet recognized in the Consolidated Income Statement. Actuarial losses arising during 2012 are primarily attributable to a lower discount rate. The pre-tax amounts of unrecognized actuarial net loss, prior service credits and transition obligations expected to be recognized as components of net periodic benefit cost during 20132016 are $32,31410,367, $(615)(398) and $43, respectively.
Amounts Recognized in Consolidated Balance Sheets
 December 31, December 31,
 2012 2011 2015 2014
Prepaid pensions $38,201
 $1,240
Accrued pension liability, current $(3,639) $(10,348) (5,026) (2,971)
Accrued pension liability, long-term (216,189) (232,175) (15,243) (32,803)
Accumulated other comprehensive loss, excluding tax effects 417,967
 408,000
 154,756
 314,411
Net amount recognized in the balance sheets $198,139
 $165,477
 $172,688
 $279,877
Components of Pension Cost for Defined Benefit Plans
 Year Ended December 31, Year Ended December 31,
 2012 2011 2010 2015 2014 2013
Service cost $21,538
 $17,331
 $15,371
 $19,933
 $19,062
 $23,188
Interest cost 41,584
 44,161
 42,730
 36,002
 42,485
 37,225
Expected return on plan assets (58,754) (57,405) (50,424) (54,638) (67,953) (61,244)
Amortization of prior service cost (90) (62) (44) (626) (616) (613)
Amortization of net loss 31,085
 21,816
 20,830
 19,406
 17,644
 30,929
Settlement/curtailment loss 895
 529
 660
 142,738
 1,773
 423
Pension cost for defined benefit plans $36,258
 $26,370
 $29,123
 $162,815
 $12,395
 $29,908
Pension costs in 2012 for theThe Company's defined benefit plans costs increased in 2015 primarily as a result of an increase in amortization of net loss andpension settlement loss partially offset by an increase in expected return on plan assets. The higher settlement loss includes a charge of $742charges related to the rationalizationpurchase of the Company's Australia manufacturing operations.group annuity contract.
Pension Plans with Accumulated Benefit Obligations in Excess of Plan Assets
 December 31, December 31,
 2012 2011 2015 2014
U.S. pension plans        
Projected benefit obligation $956,837
 $921,469
 $16,822
 $34,066
Accumulated benefit obligation 905,541
 883,157
 15,223
 30,202
Fair value of plan assets 755,491
 696,802
 
 11,638
Non-U.S. pension plans        
Projected benefit obligation $76,884
 $70,507
 $3,393
 $5,573
Accumulated benefit obligation 70,492
 66,332
 2,831
 3,372
Fair value of plan assets 58,403
 52,652
The total accumulated benefit obligation for all plans was $523,728 as of December 31, 2015 and $976,0331,003,296 as of December 31, 2012 and $949,489 as of December 31, 20112014.
Contributions to Plans
The Company expects to contribute $20,000 to the defined benefit plans in the United States in 2016. The actual amounts to be contributed in 2016 will be determined at the Company's discretion.

F-25F-28

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

Contributions to Plans
The Company expects to contribute approximately $103,000 to its defined benefit plans in the United States in 2013. The actual amounts to be contributed in 2013 will be determined at the Company's discretion.
Benefit Payments for Plans
Benefits expected to be paid for the U.S. plans are as follows:
Estimated Payments 
2013$53,513
201461,080
201562,051
201658,608
201762,361
2018 through 2022311,135
Estimated Payments 
2016$31,461
201731,195
201825,629
201930,671
202027,385
2021 through 2025164,307
Assumptions
Weighted average assumptions used to measure the benefit obligation for the Company's significant defined benefit plans as of December 31, 20122015 and 20112014 were as follows:
 December 31, December 31,
 2012 2011 2015 2014
Discount rate 3.8% 4.2%
Discount Rate 4.5% 4.1%
Rate of increase in compensation 4.0% 4.0% 2.7% 2.8%
Weighted average assumptions used to measure the net periodic benefit cost for the Company's significant defined benefit plans for each of the three years ended December 31, 20122015 were as follows:
 December 31, December 31,
 2012 2011 2010 2015 2014 2013
Discount rate 4.2% 5.3% 5.8% 4.0% 4.7% 3.8%
Rate of increase in compensation 4.0% 4.0% 4.0% 2.7% 4.1% 4.1%
Expected return on plan assets 7.7% 7.9% 7.9% 6.3% 7.3% 7.4%
To develop the discount rate assumption to be used for U.S. plans, the Company refers to the yield derived from matching projected pension payments with maturities of a portfolio of available non-callable bonds rated AA-AA or better.an equivalent quality. The expected long-term rate of return assumption is based on the weighted average expected return of the various asset classes in the plans' portfolio and the targeted allocation of plan assets. The asset class return is developed using historical asset return performance as well as current market conditions such as inflation, interest rates and equity market performance. The rate of compensation increase is determined by the Company based upon annual reviews.
Pension Plans' Assets
The primary objective of the pension plans' investment policy is to ensure sufficient assets are available to provide benefit obligations when such obligations mature. Investment management practices must comply with ERISA or any other applicable regulations and rulings. The overall investment strategy for the defined benefit pension plans' assets is to achieve a rate of return over a normal business cycle relative to an acceptable level of risk that is consistent with the long-term objectives of the portfolio. The target allocation for plan assets is 60%45% to 70%55% equity securities and 30%45% to 40%55% debt securities.

F-26F-29

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

The following table sets forth, by level within the fair value hierarchy, the pension plans' assets as of December 31, 2012:2015:
 Pension Plans' Assets at Fair Value as of December 31, 2012 Pension Plans' Assets at Fair Value as of December 31, 2015
 
Quoted Prices
in
Active Markets
for Identical
Assets
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Total 
Quoted Prices
in Active Markets
for Identical
Assets
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Total
Corporate stock (1)
 $107,763
 $
 $
 $107,763
Cash and cash equivalents 5,170
 
 
 5,170
 $5,740
 $
 $
 $5,740
Corporate and other obligations (2)
 
 412
 
 412
Equity securities (1)
 3,569
 
 
 3,569
Fixed income securities (2)
        
U.S. government bonds 11,603
 
 
 11,603
Corporate debt and other obligations 
 120,470
 
 120,470
Common trusts and 103-12 investments (3)
 
 673,469
 
 673,469
        
Cash and cash equivalents 
 5,841
 
 5,841
Common trusts and 103-12 investments 
 388,477
 
 388,477
Private equity funds (4)
 
 
 27,083
 27,083
 
 
 40,401
 40,401
Total assets at fair value $112,933
 $673,881
 $27,083
 $813,897
 $20,912
 $514,788
 $40,401
 $576,101
The following table sets forth, by level within the fair value hierarchy, the pension plans' assets as of December 31, 20112014:
 Pension Plans' Assets at Fair Value as of December 31, 2011 Pension Plans' Assets at Fair Value as of December 31, 2014
 
Quoted Prices
in
Active Markets
for Identical
Assets
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Total 
Quoted Prices
in Active Markets
for Identical
Assets
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Total
Corporate stock (1)
 $94,407
 $
 $
 $94,407
Cash and cash equivalents 1,582
 
 
 1,582
 $4,873
 $
 $
 $4,873
Insurance company nonpooled separate account (5)
        
Fixed income securities (2)
        
U.S. government bonds 27,305
 
 
 27,305
Corporate debt and other obligations 
 212,326
 
 212,326
Common trusts and 103-12 investments (3)
        
Cash and cash equivalents 
 15,371
 
 15,371
 
 7,499
 
 7,499
Corporate and other obligations 
 8,288
 650
 8,938
Common trusts and 103-12 investments (3)
 
 611,361
 
 611,361
Common trusts and 103-12 investments 
 720,919
 
 720,919
Private equity funds (4)
 
 
 17,797
 17,797
 
 
 38,015
 38,015
Total assets at fair value $95,989
 $635,020
 $18,447
 $749,456
 $32,178
 $940,744
 $38,015
 $1,010,937

(1)This investment category includes publicly traded equity investmentsEquity securities are primarily comprised of corporate stock and mutual funds directly held by the plans. InvestmentsEquity securities are valued atusing the unadjusted quoted close pricesclosing price reported on the reporting date.active market on which the individual securities are traded.
(2)This investment category is composedFixed income securities are primarily comprised of publicly tradedgovernmental and corporate bonds directly held by the plans. Governmental and asset backed securities whichcorporate bonds are valued atusing both market observable inputs for similar assets that are traded on an active market and the quoted closing market pricesprice on the reporting date.active market on which the individual securities are traded.
(3)Common trusts and 103-12 investments (collectively "Trusts") are comprised of a number of investment funds that invest in a diverse portfolio of assets including equity securities, corporate and governmental bonds, equity and credit indexes, and money markets. Trusts are valued at the net asset value ("NAV") as determined by their custodian. NAV representrepresents the accumulation of the unadjusted quoted close prices on the reporting date for the underlying investments divided by the total shares outstanding at the reporting dates.
(4)Private equity funds consist of four funds seeking capital appreciation by investing in private equity investment partnerships and venture capital companies. Funds are comprised of unrestricted and restricted publicly traded securities and privately held securities. Unrestricted securities are valued at the closing market price on the reporting date. Restricted securities may be valued at a discount from such closing public market price, depending on facts and circumstances. Privately held securities are valued at fair value as determined by the fund directors and general partners.
(5)The insurance company nonpooled separate account is focused on capital preservation and invests in fixed-income securities and money market instruments. The account is composed of publicly traded and privately held corporate bonds, money market and mortgage backed assets. Publicly traded bonds, money market and mortgage backed securities are valued at the closing market price on the reporting date. Privately held bonds are valued at fair value as determined by the fund directors and general partners.


F-27F-30

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

The table below sets forth a summary of changes in the fair value of the Level 3 pension plans' assets for the year ended December 31, 2012:2015:
 
Insurance
Company
Nonpooled
Separate
Account
 
Private
Equity
Funds
 Total 
Private
Equity
Funds
Balance at the beginning of year $650
 $17,797
 $18,447
 $38,015
Purchases, sales, issuances and settlements (650) 7,318
 6,668
 (2,253)
Realized and unrealized gains 
 1,968
 1,968
 4,639
Balance at the end of year $
 $27,083
 $27,083
 $40,401
The amount of total gains during the period attributable to the change in unrealized gains relating to Level 3 net assets still held at the reporting date $
 $1,135
 $1,135
 $1,111
Supplemental Executive Retirement Plan
The Company maintains a domestic unfunded supplemental executive retirement plan ("SERP") under which non-qualified supplemental pension benefits are paid to certain employees in addition to amounts received under the Company's qualified retirement plan which is subject to Internal Revenue Service ("IRS") limitations on covered compensation. The annual cost of this program has been included in the determination of total net pension costs shown above and was $2,2541,703, $2,1103,012 and $2,1182,329 in 20122015, 20112014 and 20102013, respectively. The projected benefit obligation associated with this plan is also included in the pension disclosure shown above and was $25,64614,643, $23,93017,953 and $21,41222,877 at December 31, 20122015, 20112014 and 20102013, respectively.
Defined Contribution Plans
Substantially all U.S. employees are covered under defined contribution plans. The Lincoln Electric Employee Savings Plan, a 401(k) savings plan in which they mayrepresents a majority of defined contribution plan expense, allows employees to invest 1% or more of eligible compensation, limited to maximum amounts as determined by the IRS. For most participants the plan provides for Company matching contributions of 35% of the first 6% of employee compensation contributed to the plan. During the third quarter 2015, the Company suspended the 401(k) match provision as part of the Company's actions to reduce costs in light of existing market conditions.
The plan also includes a feature in which all participants hired after November 1, 1997 receive an annual Company contribution of 2% of their base pay. The plan allowed employees hired before November 1, 1997, at their election, to receive this contribution in exchange for forfeiting certain benefits under the pension plan. In 2006, the plan was amended to include a feature in which all participants receive an annual Company contribution ranging from 4% to 10% of base pay based on years of service.
The annual costs recognized for defined contribution plans were $10,082, $9,405, $8,47811,088 and $7,03910,812 in 20122015, 20112014 and 20102013, respectively.
Multi-Employer Plans
The Company participates in multi-employer plans for several of its operations in Europe. Costs for these plans are recognized as contributions are funded. The Company's risk of participating in these plans is limited to the annual premium as determined by the plan. The annual costs of these programs were $972830, $9661,068 and $1,0521,048 in 20122015, 20112014 and 20102013, respectively.
Other Benefits
The Cleveland, Ohio, area operations have a Guaranteed Continuous Employment Plan covering substantially all employees which, in general, provides that the Company will provide work for at least 75% of every standard work week (presently 40 hours). This plan does not guarantee employment when the Company's ability to continue normal operations is seriously restricted by events beyond the control of the Company. The Company has reserved the right to terminate this plan effective at the end of a calendar year by giving notice of such termination not less than six months prior to the end of such year.
NOTE 12 – INCOME TAXES
The components of income before income taxes for the three years ended December 31, 2012 were as follows:
  Year Ended December 31,
  2012 2011 2010
U.S. $243,382
 $204,667
 $135,756
Non-U.S. 126,188
 96,664
 51,352
Total $369,570
 $301,331
 $187,108


F-28F-31

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

NOTE 12 – INCOME TAXES
The components of income before income taxes for the three years ended December 31, 2015 were as follows:
  Year Ended December 31,
  2015 2014 2013
U.S. $118,037
 $303,933
 $281,724
Non-U.S. 51,750
 71,880
 134,717
Total $169,787
 $375,813
 $416,441
The components of income tax expense (benefit) for the three years ended December 31, 20122015 were as follows:
 Year Ended December 31, Year Ended December 31,
 2012 2011 2010 2015 2014 2013
Current:            
Federal $72,809
 $42,510
 $30,642
 $60,500
 $71,601
 $58,099
Non-U.S. 33,510
 19,970
 15,532
 28,046
 24,210
 40,348
State and local 8,172
 6,699
 4,337
 9,557
 8,235
 8,490
 114,491
 69,179
 50,511
 98,103
 104,046
 106,937
Deferred:            
Federal (1,673) 12,140
 6,802
 (47,902) 15,175
 21,946
Non-U.S. (750) 2,768
 (2,640) (3,362) 1,370
 (5,734)
State and local 286
 231
 225
 (4,464) 1,342
 1,605
 (2,137) 15,139
 4,387
 (55,728) 17,887
 17,817
Total $112,354
 $84,318
 $54,898
 $42,375
 $121,933
 $124,754
The differences between total income tax expense and the amount computed by applying the statutory federal income tax rate to income before income taxes for the three years ended December 31, 20122015 were as follows:
 Year Ended December 31, Year Ended December 31,
 2012 2011 2010 2015 2014 2013
Statutory rate of 35% applied to pre-tax income $129,350
 $105,466
 $65,488
 $59,426
 $131,534
 $145,754
Effect of state and local income taxes, net of federal tax benefit 5,598
 4,585
 3,044
 1,868
 6,694
 7,124
Taxes (less) more than the U.S. tax rate on non-U.S. earnings, including utilization of tax loss carry-forwards, losses with no benefit and changes in non-U.S. valuation allowance (11,263) (13,637) (1,417)
Asset impairments 2,184
 11,674
 1,735
Taxes less than the U.S. tax rate on non-U.S. earnings, including utilization of tax loss carry-forwards, losses with no benefit and changes in non-U.S. valuation allowance (8,499) (16,950) (20,214)
Venezuela devaluation 11,396
 5,603
 1,126
Manufacturing deduction (6,287) (5,330) (3,900) (9,207) (7,316) (6,386)
U.S. tax cost (benefit) of foreign source income (4,766) 145
 (3,282) (8,754) (514) 745
Resolution and adjustments to uncertain tax positions (1,493) (5,103) (3,204)
Other 1,215
 (1,808) (1,831) (6,039) (8,792) (5,130)
Total $112,354
 $84,318
 $54,898
 $42,375
 $121,933
 $124,754
Effective tax rate 30.40% 27.98% 29.34% 24.96% 32.45% 29.96%
The 20122015 effective tax rate is impacted by impairment charges, the geographic mix of earnings and taxes at lower rates in foreign jurisdictions, including Canada, Mexico, Poland and the U.K.,United Kingdom, as well as loss utilization in other foreign jurisdictions. Total income tax payments, net of refunds, were $78,506$101,939 in 2015, $119,102 in 2012, $62,600 in 20112014 and $40,97084,567 in 20102013.


F-29F-32

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

Deferred Taxes
Significant components of deferred tax assets and liabilities at December 31, 20122015 and 20112014, were as follows:
 December 31, December 31,
 2012 2011 2015 2014
Deferred tax assets:        
Tax loss and credit carry-forwards $40,373
 $32,313
 $44,925
 $46,112
Inventory 1,328
 3,639
 1,607
 1,931
Other accruals 14,981
 15,653
 17,874
 15,427
Employee benefits 17,904
 17,600
 21,859
 20,750
Pension obligations 82,903
 79,371
 2,477
 4,969
Other 12,686
 7,111
 3,795
 5,608
Deferred tax assets, gross 170,175
 155,687
 92,537
 94,797
Valuation allowance (38,799) (31,713) (51,294) (48,840)
Deferred tax assets, net 131,376
 123,974
 41,243
 45,957
Deferred tax liabilities:        
Property, plant and equipment 41,380
 40,806
 33,627
 37,352
Intangible assets 19,545
 13,251
 16,105
 18,642
Inventory 5,783
 2,973
 10,770
 9,623
Pension obligations 2,940
 1,676
 9,897
 1,731
Other 8,769
 9,685
 8,800
 10,018
Deferred tax liabilities 78,417
 68,391
 79,199
 77,366
Total Deferred taxes $52,959
 $55,583
Total deferred taxes $(37,956) $(31,409)
At December 31, 20122015, certain subsidiaries had tax loss carry-forwards of approximately $132,868$78,237 that will expire in various years from 20132016 through 2030, except for $27,8942032, plus $82,049 for which there is no expiration date.
In assessing the realizability of deferred tax assets, the Company assesses whether it is more likely than not that a portion or all of the deferred tax assets will not be realized. The Company considers the scheduled reversal of deferred tax liabilities, tax planning strategies and projected future taxable income in making this assessment. At December 31, 20122015, a valuation allowance of $38,799$51,294 was recorded against certain deferred tax assets based on this assessment. The Company believes it is more likely than not that the tax benefit of the remaining net deferred tax assets will be realized. The amount of net deferred tax assets considered realizable could be increased or decreasedreduced in the future if the Company's assessment of future taxable income or tax planning strategies changes.
The Company does not provide deferred income taxes on unremitted earnings of certain non-U.S. subsidiaries which are deemed permanently reinvested. It is not practicable to calculate the deferred taxes associated with the remittance of these earnings. Deferred income taxes associated with earnings of $3,776that are not expected to be permanently reinvested were not significant.
Unrecognized Tax Benefits
Liabilities for unrecognized tax benefits are classified as "Accrued taxes"Accrued taxes non-current unless expected to be paid in one year. The Company recognizes interest and penalties related to unrecognized tax benefits in "IncomeIncome taxes." Current income tax expense included an expenseincome of $940 for the year ended December 31, 2015 and $8931,406 for the year ended December 31, 2012 and a benefit of $505 for the year ended December 31, 20112014 for interest and penalties. For those same years, the Company's accrual for interest and penalties related to unrecognized tax benefits totaled $10,295$6,080 and $9,0398,019, respectively.

F-30F-33

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

The following table summarizes the activity related to unrecognized tax benefits:
 2012 2011 2015 2014
Balance at January 1 $26,656
 $38,393
Balance at beginning of year $18,389
 $25,907
Increase related to current year tax provisions 3,838
 2,221
 1,021
 700
Increase related to prior years' tax positions 212
 3,250
Increase related to acquisitions 1,274
 
Increase (decrease) related to prior years' tax positions 317
 (848)
Decrease related to settlements with taxing authorities (940) (3,424) (157) (1,216)
Resolution of and other decreases in prior years' tax liabilities (5,964) (13,460) (3,323) (3,727)
Other 179
 (324) (1,915) (2,427)
Balance at December 31 $25,255
 $26,656
Balance at end of year $14,332
 $18,389
The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate was $8,369 at December 31, 2015 and $14,8399,132 at December 31, 2012 and $17,325 at December 31, 20112014.
The Company files income tax returns in the U.S. and various state, local and foreign jurisdictions. With few exceptions, the Company is no longer subject to U.S. federal, state and local or non-U.S. income tax examinations by tax authorities for years before 2003.2011. The Company is currently subject to various U.S. state audits and an Indonesiannon-U.S. income tax audit for 2003 - 2007.
audits. The Company is generally not able to precisely estimate the ultimate settlement amounts or timing until after the close of an audit. The Company evaluates its tax positions and establishes liabilities for uncertain tax positions that may be challenged by local authorities and may not be fully sustained.
Unrecognized tax benefits are reviewed on an ongoing basis and are adjusted for changing facts and circumstances, including progress of tax audits and closing of statutes of limitations. Based on information currently available, management believes that additional audit activity could be completed and/or statutes of limitations may close relating to existing unrecognized tax benefits. It is reasonably possible there could be a further reduction of $5,045$2,312 in prior years' unrecognized tax benefits in 20132016.
In July 2012, the Company received a Notice of Reassessment (the "Reassessments") from the Canada Revenue Agency (the “CRA”) forin respect to its 2004 to 2011, which would2010 taxation years to disallow the deductibility of inter-company dividends. These adjustments would increase Canadian federal and provincial tax due by $62,120 plus approximately $17,156 of interest, net of tax. The Company disagrees withappealed the position taken by the CRA and believes it is without merit. The Company will vigorously contest the assessment throughReassessments to the Tax Court of Canada. A trial date has not yet been scheduled.
In connection withAs part of the litigationappeals process to the Tax Court of Canada, the Company is required to deposit no less than one-half of the tax and interest assessed by the CRA. The Company hashad elected to deposit the entire amount of the dispute in order to suspend continuing interest charges.
In September 2014, the continuing accrualDepartment of Justice Canada consented to a 5% interest charge. Additionally, deposited amounts will earn interest of approximately 1% due upon a favorable outcome. A deposit was made and is recorded as a non-current asset valued at $89,220 as of December 31, 2012. Any Canadian tax ultimately due will be creditablejudgment, wholly in the parent company's U.S. federalCompany's favor. In vacating the reassessment, this tax return.litigation is concluded. In December 2014 the Company received a partial refund of the cash deposit. In the first quarter of 2015, the Company received a refund of $24,976 which was substantially all of the remaining cash deposit. The Company expects to be able to utilize the full amount of foreign tax credits generated in the statutorily allowed carry-back and carry-forward periods. Accordingly, should the Company not prevail in this dispute, the income statement charge will approximate the deficiencyalso received interest net of tax.
The Company believes it will prevail on the meritsdeposit of the tax position. In accordance with prescribed recognition and measurement thresholds, no income tax accrual has been made for any uncertain tax positions related to the CRA reassessment. An unfavorable resolution of this matter could have a material effect on the Company's financial statements in the quarter in which a judgment is reached.$1,596.

NOTE 13 – DERIVATIVES
The Company uses derivativesderivative investments to manage exposures to currency exchange rates, interest rates and commodity prices arising in the normal course of business. Derivative contracts to hedge currency and commodity exposures are generally written on a short-term basis but may cover exposures for up to two years while interest rate contracts may cover longer periods consistent with the terms of the underlying debt. The Company does not enter into derivatives for trading or speculative purposes.
All derivatives are recognized at fair value on the Company's Consolidated Balance Sheets. The accounting for gains and losses resulting from changes in fair value depends on the use of the derivative and whether it is designated and qualifies for hedge accounting. The Company formally documents the relationship of the hedge with the hedged item as well as the risk-management strategy for all designated hedges. Both at inception and on an ongoing basis, the hedging instrument isderivative instruments that qualify for hedge accounting are assessed as to itstheir effectiveness, when applicable. If and when a derivative is determined not to be highly effective as a hedge, the

F-31

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

underlying hedged transaction is no longer likely to occur, or the derivative is terminated, hedge accounting is discontinued. The cash flows from settled derivative contracts are recognized in operating activities in the Company's Consolidated Statements of Cash Flows. Hedge ineffectiveness was immaterial for the three years ended December 31, 2012.2015.
The Company is subject to the credit risk of the counterparties to derivative instruments. Counterparties include a number of major banks and financial institutions. The Company manages individual counterparty exposure by monitoring the credit rating of the counterparty and the size of financial commitments and exposures between the Company and the counterparty. None of the concentrations of risk with any individual counterparty was considered significant at December 31, 20122015. The Company does not expect any counterparties to fail to meet their obligations.
Cash flow hedges
Certain foreign currency forward contracts are qualified and designated as cash flow hedges. The dollar equivalent gross notional amount of these short-term contracts was $39,597$30,388 at December 31, 20122015 and $65,721$27,265 at December 31, 20112014.
Net investment hedges
The effective portionsCompany had foreign currency forward contracts that were qualified and designated as net investment hedges.  The dollar equivalent gross notional amount of the fair value gains or losses on these cash flow hedges are recognizedshort-term contracts was $60,734 at December 31, 2014.

F-34

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in Accumulated other comprehensive income ("AOCI")thousands, except share and subsequently reclassified to Cost of goods sold or Sales for hedges of purchases and sales, respectively, as the underlying hedged transactions affected earnings.per share amounts)

Derivatives not designated as hedging instruments
The Company has certain foreign exchange forward contracts which are not designated as hedges. These derivatives are held as economic hedges of certain balance sheet exposures. The dollar equivalent gross notional amount of these contracts was $189,259$267,626 at December 31, 20122015 and $161,026$280,949 at December 31, 20112014. The fair value gains or losses from these contracts are recognized in Selling, general and administrative expenses, offsetting the losses or gains on the exposures being hedged.
The Company hashad short-term silver forward contracts with notional amounts of $2,804 at December 31, 2015. At December 31, 2014, the Company had short-term silver and copper forward contracts with notional amounts of 275,000 troy ounces$4,467 and 375,000 pounds, respectively, at December 31, 2012 and short-term silver forward contracts with notional amounts of 340,000 troy ounces at December 31, 2011. Realized and unrealized gains and losses on these contracts were recognized in Cost of goods sold.$1,066, respectively.
Fair values of derivative instruments in the Company's Consolidated Balance Sheets follow:
 December 31, 2012 December 31, 2011 December 31, 2015 December 31, 2014
Derivatives by hedge designation 
Other
Current
Assets
 
Other
Current
Liabilities
 
Other
Current
Assets
 
Other
Current
Liabilities
 
Other
Current
Assets
 
Other
Current
Liabilities
 
Other
Current
Assets
 
Other
Current
Liabilities
Designated as hedging instruments:                
Foreign exchange contracts $352
 $325
 $801
 $531
 $178
 $731
 $468
 $935
Net investment contracts 
 
 1,091
 469
Not designated as hedging instruments:                
Foreign exchange contracts 510
 902
 726
 1,026
 625
 2,303
 482
 3,638
Commodity contracts 731
 
 1,559
 
 40
 8
 47
 69
Total derivatives $1,593
 $1,227
 $3,086
 $1,557
 $843
 $3,042
 $2,088
 $5,111
The effects of undesignated derivative instruments on the Company's Consolidated Statements of Income for the years ended December 31, 20122015 and 20112014 consisted of the following:
   Year Ended December 31,   Year Ended December 31,
Derivatives by hedge designation Classification of gains (losses) 2012 2011 Classification of gains (losses) 2015 2014
Not designated as hedges:            
Foreign exchange contracts Selling, general & administrative expenses $3,711
 $92
 Selling, general & administrative expenses $18,875
 $(10,427)
Commodity contracts Cost of goods sold (1,117) 1,167
 Cost of goods sold 440
 702
Commodity contracts Other income 
 (12)

F-32

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

The effects of designated cash flow hedges on AOCI and the Company's Consolidated Statements of Income for the years ended December 31, 20122015 and 20112014 consisted of the following:
 December 31, December 31,
Total gain recognized in AOCI, net of tax 2012 2011
Total gain (loss) recognized in AOCI, net of tax 2015 2014
Foreign exchange contracts $80
 $912
 $(551) $(9)
Net investment contracts $1,099
 $
The Company expects a gainloss of $80$551 related to existing contracts to be reclassified from AOCI, net of tax, to earnings over the next 12 months as the hedged transactions are realized.
   Year Ended December 31,   Year Ended December 31,
Derivative type Gain (loss) reclassified from AOCI to: 2012 2011 Gain (loss) reclassified from AOCI to: 2015 2014
Foreign exchange contracts Sales $931
 $(91) Sales $(1,191) $(80)
 Cost of goods sold 234
 (1,292) Cost of goods sold 771
 422


F-35

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

NOTE 14 – FAIR VALUE
The following table provides a summary of fair value assets and liabilities as of December 31, 20122015 measured at fair value on a recurring basis:
Description Balance as of December 31, 2012 
Quoted Prices in
Active Markets for
Identical Assets or
Liabilities
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs (Level 3)
 Balance as of December 31, 2015 
Quoted Prices in
Active Markets for
Identical Assets or
Liabilities
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs (Level 3)
Assets:                
Foreign exchange contracts $862
 $
 $862
 $
 $803
 $
 $803
 $
Commodity contracts 731
 
 731
 
 40
 
 40
 
Total assets $1,593
 $
 $1,593
 $
 $843
 $
 $843
 $
Liabilities:                
Foreign exchange contracts $1,227
 $
 $1,227
 $
 $3,034
 $
 $3,034
 $
Commodity contracts 8
 
 8
 
Contingent consideration 4,894
 
 
 4,894
 9,184
 
 
 9,184
Forward contract 26,484
 
 
 26,484
Deferred compensation 16,882
 
 16,882
 
 23,201
 
 23,201
 
Total liabilities $23,003
 $
 $18,109
 $4,894
 $61,911
 $
 $26,243
 $35,668
The following table provides a summary of fair value assets and liabilities as of December 31, 20112014 measured at fair value on a recurring basis:
Description Balance as of December 31, 2011 
Quoted Prices in
Active Markets for
Identical Assets or
Liabilities
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs (Level 3)
 Balance as of December 31, 2014 
Quoted Prices in
Active Markets for
Identical Assets or
Liabilities
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs (Level 3)
Assets:                
Foreign exchange contracts $1,527
 $
 $1,527
 $
 $950
 $
 $950
 $
Commodity contracts 1,559
 
 1,559
 
 47
 
 47
 
Net investment contracts 1,091
 
 $1,091
 
Total assets $3,086
 $
 $3,086
 $
 $2,088
 $
 $2,088
 $
Liabilities:  
  
  
  
  
  
  
  
Foreign exchange contracts $1,557
 $
 $1,557
 $
 $4,573
 $
 $4,573
 $
Commodity contracts 69
 
 69
 
Net investment contracts 469
 
 469
 
Contingent consideration 4,297
 
 
 4,297
 6,912
 
 
 6,912
Forward contract 25,268
 
 
 25,268
Deferred compensation 14,936
 
 14,936
 
 21,839
 
 21,839
 
Total liabilities $20,790
 $
 $16,493
 $4,297
 $59,130
 $
 $26,950
 $32,180
The Company's derivative contracts are valued at fair value using the market approach. The Company measures the fair value of foreign exchange contracts using Level 2 inputs based on observable spot and forward rates in active markets. The Company

F-33

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

measures the fair value of commodity contracts using Level 2 inputs through observable market transactions in active markets provided by financial institutions. During the year ended December 31, 20122015, there were no transfers between Levels 1, 2 or 3.
In connection with an acquisition,acquisitions, the Company recorded a contingent considerationconsiderations fair valued at $4,894$9,184 as of December 31, 2012, which reflects a $597 increase in the liability from December 31, 20112015. TheUnder the contingent consideration isagreements the amounts to be paid are based upon estimated salesactual financial results of the acquired entity for the five-year period ending December 31, 2015 and will be paid in 2016 based on actual sales during the five-year period.specified future periods. The fair value of the contingent consideration isconsiderations are a Level 3 valuation and fair valued using a probability weighted discounted cash flow analysis.

F-36

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

In connection with an acquisition, the Company obtained a controlling financial interest in the acquired entity and at the same time entered into a contract to obtain the remaining financial interest in the entity over a three-year period. The discountedamount to be paid to obtain the remaining financial interest will be based upon actual financial results of the acquired entity. A liability was recorded for the Canadian dollar denominated forward contract at a fair value of $26,484 as of December 31, 2015. The change in the liability from December 31, 2014 was primarily the result of a $7,140 payment to acquire an additional financial interest in the entity offset by additional accruals of $12,142 for the twelve months ended December 31, 2015. The fair value of the contract is a Level 3 valuation and is based on the present value of the expected future payments. The expected future payments are based on a multiple of forecast earnings and cash flow utilized weighted average inputs, includingflows over the three-year period ending December 31, 2016, present valued utilizing a risk based discount rate of 9.7% and a compounded annual revenue growth rate of 33.7%. The discount rate was determined using discount rates of 3.5% reflective of the Company's cost of debt and 14.1% as a risk adjusted cost of capital and the compounded annual revenue growth rate was determined using various scenarios with growth ranging from remaining relatively flat to growth rates of up to 66.2%.capital.
The deferred compensation liability is the Company's obligation under its executive deferred compensation plan. The Company measures the fair value of the liability using the market values of the participants' underlying investment fund elections.
The Company has various financial instruments, including cash and cash equivalents, short-andshort and long-term debt and forward contracts. While these financial instruments are subject to concentrations of credit risk, the Company has minimized this risk by entering into arrangements with a number of major banks and financial institutions and investing in several high-quality instruments. The Company does not expect any counterparties to fail to meet their obligations. The fair value of "CashCash and cash equivalents," "Accounts Accounts receivable," "Amounts Amounts due banks"banks and "TradeTrade accounts payable"payable approximated book value due to the short-term nature of these instruments at both December 31, 20122015 and December 31, 20112014. See Note 8 for the fair value estimate of debt.

NOTE 15 – INVENTORY
For most domestic inventories, cost is determined principally by the LIFO method, and for non-U.S. inventories, cost is determined by the FIFO method. The valuation of LIFO inventories is made at the end of each year based on inventory levels and costs at that time.  Accordingly, interim LIFO calculations are based on management'smanagement’s estimates of expected year-end inventory levels and costs.  Because these estimates are subject to many factors beyond management's control, annual resultsActual year-end costs and inventory levels may differ from interim results as they are subject to the final year-end LIFO inventory valuation.valuations.  At December 31, 20122015 and 2011,2014, approximately 34% and 31%, respectively,40% of total inventories were valued using the LIFO method. The excess of current cost over LIFO cost was $72,173$59,765 at December 31, 20122015 and $78,292$71,311 at December 31, 2011.2014.

NOTE 16 – LEASES
The Company leases sales offices, manufacturing facilities, warehouses and distribution centers, transportation equipment, office equipment and data processinginformation technology equipment. Such leases, some of which are noncancelable and, in many cases, include renewals, expire at various dates. The Company pays most insurance, maintenance and taxes relating to leased assets. Rental expense was $17,75116,703 in 20122015, $15,22118,103 in 20112014 and $14,15518,642 in 20102013.
At December 31, 2012,2015, total future minimum lease payments for noncancelable operating leases were $12,624$12,160 in 2013, $9,3852016, $8,735 in 2014, $6,8722017, $6,623 in 2015, $5,6952018, $5,025 in 2016, $4,5612019, $3,557 in 20172020 and $7,082$5,584 thereafter.
The following table summarizes assets Assets held under capital leases andare included in property, plant and equipment:equipment and are immaterial.
  December 31,
  2012 2011
Buildings $441
 $6,236
Machinery and equipment 209
 179
Less: accumulated depreciation (163) (2,494)
Net capital leases $487
 $3,921

NOTE 17 – CONTINGENCIES
The Company, like other manufacturers, is subject from time to time to a variety of civil and administrative proceedings arising in the ordinary course of business. Such claims and litigation include, without limitation, product liability claims, regulatory claims and health, safety and environmental claims, some of which relate to cases alleging asbestos induced illnesses. The claimants in the asbestos cases seek compensatory and punitive damages, in most cases for unspecified amounts. The Company believes it has meritorious defenses to these claims and intends to contest such suits vigorously.

F-34

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

The Company's accrual for contingent liabilities was $5,636 as of December 31, 2012 and $11,312 as of December 31, 2011. The accrual is included in "Other current liabilities." The Company also recognized an asset for recoveries from insurance carriers related to the insured claims outstanding of $1,311 as of December 31, 2012 and $4,516 as of December 31, 2011. The asset is included in "Other current assets." The decrease in the accrual for contingent liabilities is primarily due to a payment made in conjunction with the agreement entered into in January 2012 that provides for the dismissal with prejudice of substantially all of the pending manganese claims. The decrease in the asset for recoveries from insurance carriers reflects the collection of insurance receivables.
The Company accrues its best estimate of the probable costs, after a review of the facts with management and counsel and taking into account past experience. If an unfavorable outcome is determined to be reasonably possible but not probable, or if the amount of loss cannot be reasonably estimated, disclosure iswould be provided for material claims or litigation. Many of the current cases are in differing procedural stages and information on the circumstances of each claimant, which forms the basis for judgments as to the validity or ultimate disposition of such actions, varies greatly. Therefore, in many situations a range of possible losses cannot be made. Reserves are adjusted as facts and circumstances change and related management assessments of the underlying merits and the likelihood of outcomes change. Moreover, reserves only cover identified and/or asserted claims. Future claims could, therefore, give rise to increases to such reserves.
Based on the Company's historical experience in litigating product liability claims, including a significant number of dismissals, summary judgments and defense verdicts in many cases and immaterial settlement amounts, as well as the Company's current assessment of the underlying merits of the claims and applicable insurance, the Company believes resolution of these claims and proceedings, individually or in the aggregate, will not have a material effect on the Company's consolidated financial statements.

NOTE 18 – PRODUCT WARRANTY COSTS
The changes in the carrying amount of product warranty accruals for 20122015, 20112014 and 20102013 were as follows:
 December 31, December 31,
 2012 2011 2010 2015 2014 2013
Balance at beginning of year $15,781
 $16,879
 $16,768
 $15,579
 $15,180
 $15,304
Accruals for warranties 10,872
 10,395
 11,406
 19,824
 12,368
 12,786
Settlements (11,477) (11,260) (11,065) (15,458) (11,495) (12,794)
Foreign currency translation 128
 (233) (230) (476) (474) (116)
Balance at end of year $15,304
 $15,781
 $16,879
 $19,469
 $15,579
 $15,180

NOTE 19 – QUARTERLY FINANCIAL DATA (UNAUDITED)
 First Second Third Fourth First Second Third Fourth
2012        
2015        
Net sales $657,900
 $664,740
 $645,166
 $567,985
Gross profit 220,390
 225,781
 198,894
 196,079
Income (loss) before income taxes 92,707
 94,434
 (88,526) 71,172
Net income (loss) 68,354
 70,898
 (60,466) 48,692
Basic earnings (loss) per share $0.90
 $0.95
 $(0.82) $0.68
Diluted earnings (loss) per share $0.89
 $0.94
 $(0.82) $0.68
2014        
Net sales $727,122
 $744,045
 $697,552
 $684,648
 $685,062
 $728,531
 $715,777
 $683,954
Gross profit 215,265
 224,997
 213,362
 213,032
 226,336
 250,267
 241,609
 231,085
Income before income taxes 92,919
 98,157
 90,889
 87,605
 82,426
 114,866
 77,785
 100,736
Net income 64,243
 66,319
 64,765
 62,084
 56,453
 77,332
 45,689
 75,212
Basic earnings per share $0.77
 $0.80
 $0.78
 $0.75
 $0.70
 $0.97
 $0.58
 $0.97
Diluted earnings per share $0.76
 $0.79
 $0.77
 $0.74
 $0.69
 $0.96
 $0.57
 $0.96
2011        
Net sales $599,179
 $699,293
 $701,624
 $694,513
Gross profit 161,438
 195,504
 185,452
 194,343
Income before income taxes 60,537
 81,494
 75,873
 83,427
Net income 46,910
 57,013
 55,530
 57,733
Basic earnings per share $0.56
 $0.69
 $0.66
 $0.69
Diluted earnings per share $0.55
 $0.68
 $0.66
 $0.68
The quarter ended December 31, 2015 includes net rationalization charges of $434 ($450 after-tax) primarily related to employee severance and other related costs. Special items also include pension settlement charges of $6,407 ($3,969 after-tax) and Venezuelan foreign exchange remeasurement losses of $708 related to the adoption of a new foreign exchange mechanism.
The quarter ended September 30, 2015 includes net rationalization and asset impairment charges of $18,285 ($16,832 after-tax) primarily related to employee severance and other costs. Impairment charges include a non-cash charge to the carrying value of goodwill of $6,315 and non-cash long-lived asset impairment charges of $3,417. Special items also include pension settlement charges of $136,331 ($83,341 after-tax) primarily related to the purchase of a group annuity contract and Venezuelan foreign exchange remeasurement losses of $26,506 related to the adoption of a new foreign exchange mechanism.
The quarter ended June 30, 2015 includes net rationalization charges of $1,239 ($900 after-tax) primarily related to employee severance and other costs.
The quarter ended December 31, 2014 includes net rationalization and asset impairment charges of $166 ($167 after-tax) primarily related to employee severance and other costs associated with the consolidation of manufacturing operations.

F-35F-37

LINCOLN ELECTRIC HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in thousands, except share and per share amounts)

The quarter ended December 31, 2012September 30, 2014 includes net rationalization and asset impairment net charges of $5,037 ($3,823$29,068 ($30,056 after-tax). The net impairment charges during the quarter primarily consist of non-cash asset impairment charges of $32,448 partially offset by a gain of $3,911 related to the sale of real estate at a rationalized operation. Associated with the impairment of long-lived assets is an offsetting special item of $805 attributable to non-controlling interests.
The quarter ended June 30, 2014 includes net rationalization and asset impairment charges of $836 ($698 after-tax) primarily related to employee severance and other costs associated with the consolidation of manufacturing operations in North America Welding, Europe Welding and Asia Pacific Welding segments.charges of $3,468 related to a Venezuelan remeasurement loss.
The quarter ended September 30, 2012March 31, 2014 includes net rationalization and asset impairment net charges of $3,059 ($2,704$17 ($7 after-tax) primarily related to employee severance and other costs associated with the consolidation of manufacturing operations in North America Welding, Europe Welding and Asia Pacific Welding segments.
The quarter ended June 30, 2012 includes rationalization net charges of $1,258 ($915 after-tax) primarily related to employee severance and other costs associated with the consolidation of manufacturing operations in North America Welding, Europe Welding and Asia Pacific Welding segments and a charge of $1,381 ($906 after-tax)$17,665 related to a change in Venezuelan labor law, which provides for increased employee severance obligations in the South America Welding segment.
The quarter ended June 30, 2011 includes rationalization and asset impairment net gains of $75 ($44 after-tax) primarily related to the gain on sale of assets at rationalized operations in the Asia Pacific Welding segment resulting from actions initiated in 2009.
The quarter ended March 31, 2011 includes rationalization and asset impairment net charges of $357 ($281 after-tax) primarily related to employee severance and other costs associated with the consolidation of manufacturing operations in the Europe Welding and Asia Pacific Welding segments resulting from actions initiated in 2009 and a gain of $4,844 related to a favorable adjustment for tax audit settlements in the North America Welding segment.remeasurement loss.
The quarterly earnings per share ("EPS") amounts are each calculated independently. Therefore, the sum of the quarterly EPS amounts may not equal the annual totals.

F-36F-38



SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS
LINCOLN ELECTRIC HOLDINGS, INC.
(In thousands)

    Additions    
Description 
Balance at
Beginning
of Period
 
Charged to
Costs and
Expenses
 
(1)
Charged to
Other
Accounts
 
(2)
Deductions
 Balance at End of Period
Allowance for doubtful accounts:          
Year Ended December 31, 2012 $7,079
 $3,368
 $68
 $1,861
 $8,654
Year Ended December 31, 2011 7,855
 2,173
 (303) 2,646
 7,079
Year Ended December 31, 2010 8,174
 3,146
 (425) 3,040
 7,855
    Additions    
Description 
Balance at
Beginning
of Period
 
Charged to
Costs and
Expenses
 
(1)
Charged (Credited) to
Other Accounts
 
(2)
Deductions
 Balance at End of Period
Allowance for doubtful accounts:          
Year Ended December 31, 2015 $7,858
 $1,969
 $(1,046) $1,482
 $7,299
Year Ended December 31, 2014 8,398
 2,064
 (867) 1,737
 7,858
Year Ended December 31, 2013 8,654
 2,671
 49
 2,976
 8,398
(1)Currency translation adjustment.
(2)Uncollectible accounts written-off, net of recoveries.

F-37F-39



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