Table of Contents

 

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

Form 10-Q

(Mark One)
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 20182019, OR
¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ____________ TO ________________
Commission File Number: 1-13595
Mettler-Toledo International Inc.

(Exact name of registrant as specified in its charter)

Delaware 13-3668641
(State or other jurisdiction of (I.R.S Employer Identification No.)
incorporation or organization)  
1900 Polaris Parkway
Columbus, Ohio 43240
and
Im Langacher, P.O. Box MT-100
CH 8606 Greifensee, Switzerland

(Address of principal executive offices)
(Zip Code)
1-614-438-4511 and +41-44-944-22-11

(Registrant's telephone number, including area code)

not applicable

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant: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   X  No ___

Indicate by checkmarkcheck 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   X  No ___             

Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer” andfiler,” “smaller reporting company”company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer.  X Accelerated filer __ Non-accelerated filer __ (Do not check if a smaller reporting company)Smaller reporting company __ Emerging growth company __

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. __

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

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, $0.01 par valueMTDNew York Stock Exchange

The Registrant had 25,392,87524,803,286 shares of Common Stock outstanding at March 31, 20182019.
 



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

  PAGE
  
   
 
   
  
   
 
   
 
   
 
   
 
   
 
   
   
   
   
  
   
   
   
   
   
   
   


PART I. FINANCIAL INFORMATION

Item 1.Financial Statements

METTLER-TOLEDO INTERNATIONAL INC.
INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
Three months ended March 31, 20182019 and 20172018
(In thousands, except share data)
(unaudited)

March 31,
2018
 March 31,
2017
March 31,
2019
 March 31,
2018
Net sales      
Products$510,946
 $457,260
$524,347
 $510,946
Service149,875
 137,307
155,105
 149,875
Total net sales660,821
 594,567
679,452
 660,821
Cost of sales      
Products202,587
 175,313
210,216
 202,587
Service83,301
 75,865
80,917
 83,301
Gross profit374,933
 343,389
388,319
 374,933
Research and development34,713
 31,200
36,053
 34,713
Selling, general and administrative200,674
 185,656
204,425
 200,674
Amortization11,735
 10,045
12,222
 11,735
Interest expense8,359
 7,741
9,094
 8,359
Restructuring charges4,413
 1,432
1,523
 4,413
Other charges (income), net(2,400) (6,533)(674) (2,400)
Earnings before taxes117,439
 113,848
125,676
 117,439
Provision for taxes24,135
 21,382
13,871
 24,135
Net earnings$93,304
 $92,466
111,805
 $93,304
      
Basic earnings per common share:      
Net earnings$3.66
 $3.57
$4.50
 $3.66
Weighted average number of common shares25,468,323
 25,932,112
24,851,340
 25,468,323
      
Diluted earnings per common share:      
Net earnings$3.58
 $3.48
$4.42
 $3.58
Weighted average number of common and common equivalent shares26,095,647
 26,586,061
25,310,525
 26,095,647
      
Total comprehensive income, net of tax (Note 9)$122,194
 $116,344
Total comprehensive income, net of tax (Note 10)$124,465
 $122,194


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

METTLER-TOLEDO INTERNATIONAL INC.
INTERIM CONSOLIDATED BALANCE SHEETS
As of March 31, 20182019 and December 31, 20172018
(In thousands, except share data)
(unaudited)
March 31,
2018
 December 31,
2017
March 31,
2019
 December 31,
2018
ASSETS
Current assets:      
Cash and cash equivalents$98,949
 $148,687
$126,480
 $178,110
Trade accounts receivable, less allowances of $17,016 at March 31, 2018   
and $15,549 at December 31, 2017483,919
 528,615
Trade accounts receivable, less allowances of $16,571 at March 31, 2019   
and $15,469 at December 31, 2018489,281
 535,528
Inventories278,318
 255,390
282,087
 268,821
Other current assets and prepaid expenses66,186
 74,031
71,536
 63,401
Total current assets927,372
 1,006,723
969,384
 1,045,860
Property, plant and equipment, net696,890
 668,271
722,926
 717,526
Goodwill544,784
 539,838
535,517
 534,780
Other intangible assets, net224,727
 226,718
213,977
 217,308
Deferred tax assets, net41,717
 41,425
34,495
 35,066
Other non-current assets76,417
 66,830
160,398
 68,307
Total assets$2,511,907
 $2,549,805
$2,636,697
 $2,618,847
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:      
Trade accounts payable$164,639
 $167,627
$174,639
 $196,641
Accrued and other liabilities159,846
 152,834
161,438
 156,449
Accrued compensation and related items103,793
 170,159
112,414
 152,516
Deferred revenue and customer prepayments130,704
 107,166
128,962
 105,381
Taxes payable63,017
 72,210
76,713
 73,777
Short-term borrowings and current maturities of long-term debt14,883
 19,677
53,798
 49,670
Total current liabilities636,882
 689,673
707,964
 734,434
Long-term debt978,715
 960,170
1,008,485
 985,021
Deferred tax liabilities, net46,689
 51,230
39,648
 48,818
Other non-current liabilities288,874
 301,452
318,850
 260,511
Total liabilities1,951,160
 2,002,525
2,074,947
 2,028,784
Commitments and contingencies (Note 15)

 

Commitments and contingencies (Note 17)

 

Shareholders’ equity:      
Preferred stock, $0.01 par value per share; authorized 10,000,000 shares
 

 
Common stock, $0.01 par value per share; authorized 125,000,000 shares;448
 448
448
 448
issued 44,786,011 and 44,786,011 shares; outstanding 25,392,875 and 25,541,393 shares 
at March 31, 2018 and December 31, 2017, respectively 
issued 44,786,011 and 44,786,011 shares; outstanding 24,803,286 and 24,921,963 shares448
 448
at March 31, 2019 and December 31, 2018, respectively 
Additional paid-in capital751,492
 747,138
 
Treasury stock at cost (19,393,136 shares at March 31, 2018 and 19,244,618 shares at(3,481,032) (3,368,182)
December 31, 2017) 
Treasury stock at cost (19,982,725 shares at March 31, 2019 and 19,864,048 shares at December 31, 2018(3,972,597) (3,814,604)
Retained earnings3,526,355
 3,433,282
4,053,703
 3,941,916
Accumulated other comprehensive loss(236,516) (265,406)(289,754) (302,414)
Total shareholders’ equity560,747
 547,280
561,750
 590,063
Total liabilities and shareholders’ equity$2,511,907
 $2,549,805
$2,636,697
 $2,618,847

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

METTLER-TOLEDO INTERNATIONAL INC.
INTERIM CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
Three months ended March 31, 20182019 and twelve months ended December 31, 20172018
(In thousands, except share data)
(unaudited)

           Accumulated Other Comprehensive Income (Loss)  
     Additional Paid-in Capital       
 Common Stock  Treasury Stock Retained Earnings   
 Shares Amount     Total
Balance at December 31, 201626,020,234
 $448
 $730,556
 $(3,006,771) $3,065,708
 $(354,998) $434,943
Exercise of stock options and restricted             
stock units270,413
 
 
 38,586
 (9,937) 
 28,649
Repurchases of common stock(749,254) 
 
 (399,997) 
 
 (399,997)
Tax benefit resulting from exercise of certain             
employee stock options
 
 
 
 1,539
 
 1,539
Share-based compensation
 
 16,582
 
 
 
 16,582
Net earnings
 
 
 
 375,972
 
 375,972
Other comprehensive income (loss),             
net of tax
 
 
 
 
 89,592
 89,592
Balance at December 31, 201725,541,393
 $448
 $747,138
 $(3,368,182) $3,433,282
 $(265,406) $547,280
Exercise of stock options and restricted             
stock units39,362
 
 
 5,900
 (231) 
 5,669
Repurchases of common stock(187,880) 
 
 (118,750) 
 
 (118,750)
Share-based compensation
 
 4,354
 
 
 
 4,354
Net earnings
 
 
 
 93,304
 
 93,304
Other comprehensive income (loss),             
net of tax (Note 9)
 
 
 
 
 28,890
 28,890
Balance at March 31, 201825,392,875
 $448
 $751,492
 $(3,481,032) $3,526,355
 $(236,516) $560,747
     Additional Paid-in Capital     Accumulated Other Comprehensive Income (Loss)  
 Common Stock  Treasury Stock Retained Earnings   
 Shares Amount     Total
Balance at December 31, 201725,541,393
 $448
 $747,138
 $(3,368,182) $3,433,282
 $(265,406) $547,280
Exercise of stock options and restricted stock units39,362
 
 
 5,900
 (231) 
 5,669
Repurchases of common stock(187,880) 
 
 (118,750) 
 
 (118,750)
Share-based compensation
 
 4,354
 
 
 
 4,354
Net earnings
 
 
 
 93,304
 
 93,304
Other comprehensive income (loss), net of tax
 
 
 
 
 28,890
 28,890
Balance at March 31, 201825,392,875
 $448
 $751,492
 $(3,481,032) $3,526,355
 $(236,516) $560,747
              
Balance at December 31, 201824,921,963
 $448
 $764,717
 $(3,814,604) $3,941,916
 $(302,414) $590,063
Exercise of stock options and restricted stock units171,752
 
 751
 28,257
 (18) 
 28,990
Repurchases of common stock(290,429) 
 
 (186,250) 
 
 (186,250)
Share-based compensation
 
 4,482
 
 
 
 4,482
Net earnings
 
 
 
 111,805
 
 111,805
Other comprehensive income (loss), net of tax
 
 
 
 
 12,660
 12,660
Balance at March 31, 201924,803,286
 $448
 $769,950
 $(3,972,597) $4,053,703
 $(289,754) $561,750


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

METTLER-TOLEDO INTERNATIONAL INC.
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
Three months ended March 31, 20182019 and 20172018
(In thousands)
(unaudited)

March 31,
2018
 March 31,
2017
March 31,
2019
 March 31,
2018
Cash flows from operating activities:      
Net earnings$93,304
 $92,466
$111,805
 $93,304
Adjustments to reconcile net earnings to net cash provided by operating activities:      
Depreciation9,157
 7,966
9,767
 9,157
Amortization11,735
 10,045
12,222
 11,735
Deferred tax benefit(6,416) (1,470)(14,939) (6,416)
Share-based compensation4,354
 3,822
4,482
 4,354
Gain on facility sale
 (3,394)
Other(1,269) (10)22
 (1,269)
Increase (decrease) in cash resulting from changes in:      
Trade accounts receivable, net54,302
 23,289
45,410
 54,302
Inventories(15,707) (15,795)(13,092) (15,707)
Other current assets2,419
 (2,045)(6,678) 2,419
Trade accounts payable(3,451) (10,614)(24,326) (3,451)
Taxes payable(11,640) (9,209)3,150
 (11,640)
Accruals and other(60,224) (27,452)(29,028) (60,224)
Net cash provided by operating activities76,564
 67,599
98,795
 76,564
Cash flows from investing activities:      
Proceeds from sale of property, plant and equipment4,507
 10,003
72
 4,507
Purchase of property, plant and equipment(29,774) (21,015)(22,404) (29,774)
Acquisitions(500) 

 (500)
Net hedging settlements on intercompany loans3,304
 312
4,802
 3,304
Net cash used in investing activities(22,463) (10,700)(17,530) (22,463)
Cash flows from financing activities:      
Proceeds from borrowings336,512
 472,732
302,707
 336,512
Repayments of borrowings(331,114) (409,881)(271,646) (331,114)
Proceeds from stock option exercises5,669
 8,201
28,990
 5,669
Repurchases of common stock(118,750) (124,997)(186,250) (118,750)
Acquisition contingent consideration payment(10,000) 
Net cash used in financing activities(107,683) (53,945)(136,199) (107,683)
      
Effect of exchange rate changes on cash and cash equivalents3,844
 3,265
3,304
 3,844
      
Net increase (decrease) in cash and cash equivalents(49,738) 6,219
Net decrease in cash and cash equivalents(51,630) (49,738)
      
Cash and cash equivalents:      
Beginning of period148,687
 158,674
178,110
 148,687
End of period$98,949
 $164,893
$126,480
 $98,949


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

- 6 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 20182019 – Unaudited
(In thousands, except share data, unless otherwise stated)


1.BASIS OF PRESENTATION
Mettler-Toledo International Inc. ("Mettler-Toledo" or the "Company") is a leading global supplier of precision instruments and services. The Company manufactures weighing instruments for use in laboratory, industrial, packaging, logistics and food retailing applications. The Company also manufactures several related analytical instruments and provides automated chemistry solutions used in drug and chemical compound discovery and development. In addition, the Company manufactures metal detection and other end-of-line inspection systems used in production and packaging and provides solutions for use in certain process analytics applications. The Company's primary manufacturing facilities are located in China, Germany, Switzerland, the United Kingdom and the United States. The Company's principal executive offices are located in Columbus, Ohio and Greifensee, Switzerland.
The accompanying interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include all entities in which the Company has control, which are its wholly-owned subsidiaries. The interim consolidated financial statements have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. The interim consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 20172018.
The accompanying interim consolidated financial statements reflect all adjustments which, in the opinion of management, are necessary for a fair statement of the results of the interim periods presented. Operating results for the three months ended March 31, 20182019 are not necessarily indicative of the results to be expected for the full year ending December 31, 20182019.
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, as well as disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results may differ from those estimates. A discussion of the Company’s critical accounting policies is included in Management’s Discussion and Analysis of Financial Condition and Results of Operations and the Notes to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 20172018.
All intercompany transactions and balances have been eliminated.
Certain reclassifications have been made to prior year amounts to conform to the current year presentation.
2.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Trade Accounts Receivable
Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts represents the Company’s best estimate of probable credit losses in its existing trade accounts receivable. The Company determines the allowance based upon a review of both specific accounts for collection and the age of the accounts receivable portfolio.

- 7 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 20182019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

 

Inventories
Inventories are valued at the lower of cost or net realizable value. Cost, which includes direct materials, labor and overhead, is generally determined using the first in, first out (FIFO) method. The estimated net realizable value is based on assumptions for future demand and related pricing. Adjustments to the cost basis of the Company’s inventory are made for excess and obsolete items based on usage, orders and technological obsolescence. If actual market conditions are less favorable than those projected by management, reductions in the value of inventory may be required.
Inventories consisted of the following:
March 31,
2018
 December 31,
2017
March 31,
2019
 December 31,
2018
Raw materials and parts$122,851
 $118,790
$128,100
 $122,945
Work-in-progress51,872
 43,035
50,911
 47,098
Finished goods103,595
 93,565
103,076
 98,778
$278,318
 $255,390
$282,087
 $268,821
Goodwill and Other Intangible Assets
Goodwill, representing the excess of purchase price over the net asset value of companies acquired, and indefinite-lived intangible assets are not amortized, but are reviewed for impairment annually in the fourth quarter, or more frequently if events or changes in circumstances indicate that an asset might be impaired. The annual evaluation for goodwill and indefinite-lived intangible assets are generally based on an assessment of qualitative and quantitative factors to determine whether it is more likely than not that the fair value of the underlying asset is less than its carrying amount.
Other intangible assets include indefinite-lived assets and assets subject to amortization. Where applicable, amortization is charged on a straight-line basis over the expected period to be benefited. The straight-line method of amortization reflects an appropriate allocation of the cost of the intangible assets to earnings in proportion to the amount of economic benefits obtained by the Company in each reporting period. The Company assesses the initial acquisition of intangible assets in accordance with the provisions of ASC 805 “Business Combinations” and the continued accounting for previously recognized intangible assets and goodwill in accordance with the provisions of ASC 350 “Intangibles – Goodwill and Other” and ASC 360 “Property, Plant and Equipment.”
Other intangible assets consisted of the following:
March 31, 2018 December 31, 2017March 31, 2019 December 31, 2018
Gross
Amount
 
Accumulated
Amortization
 Intangibles, Net 
Gross
Amount
 
Accumulated
Amortization
 Intangibles, Net
Gross
Amount
 
Accumulated
Amortization
 Intangibles, Net 
Gross
Amount
 
Accumulated
Amortization
 Intangibles, Net
Customer relationships$199,197
 $(44,094) $155,103
 $198,527
 $(41,794) $156,733
$197,916
 $(52,318) $145,598
 $197,942
 $(49,887) $148,055
Proven technology and patents71,370
 (40,395) 30,975
 70,311
 (38,890) 31,421
73,906
 (43,518) 30,388
 73,880
 (42,750) 31,130
Tradename (finite life)4,650
 (2,943) 1,707
 4,518
 (2,807) 1,711
4,580
 (2,914) 1,666
 4,504
 (2,874) 1,630
Tradename (indefinite life)35,614
 
 35,614
 35,562
 
 35,562
35,479
 
 35,479
 35,500
 
 35,500
Other3,661
 (2,333) 1,328
 3,490
 (2,199) 1,291
3,708
 (2,862) 846
 3,684
 (2,691) 993
$314,492
 $(89,765) $224,727
 $312,408
 $(85,690) $226,718
$315,589
 $(101,612) $213,977
 $315,510
 $(98,202) $217,308
The Company recognized amortization expense associated with the above intangible assets of $3.6$3.7 million and $2.5$3.6 million for the three months ended March 31, 20182019 and 2017,2018, respectively. The annual aggregate amortization expense based on the current balance of other intangible assets is estimated at

- 8 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 20182019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

 

$14.1 million for 2018, $13.615.4 million for 2019, $15.3 million for 2020, $13.8 million for 2021, $12.6 million for 2022, $13.2 million for 2020, $12.62023 and $11.6 million for 2021, $12.1 million for 2022 and $11.9 million for 2023.2024. Purchased intangible amortization was $3.4$3.5 million, $2.5$2.6 million after tax, and $2.3$3.4 million, $1.5$2.5 million after tax, for the three months ended March 31, 20182019 and 2017,2018, respectively.
In addition to the above amortization, the Company recorded amortization expense associated with capitalized software of $8.1$8.5 million and $7.5$8.1 million for the three months ended March 31, 20182019 and 2017,2018, respectively.
Revenue Recognition
Product revenue is recognized from contracts with customers when a customer has obtained control of a product. The Company considers control to have transferred based upon shipment or delivery.shipping terms. To the extent the Company’s contractsarrangements have a separate performance obligation, revenue related to any post-shipment performance obligation is deferred until completed. Shipping and handling costs charged to customers are included in total net sales and the associated expense is a component of cost of sales. Certain products are also sold through indirect distribution channels whereby the distributor assumes any further obligations to the end customer. Revenue is recognized on these distributor arrangements upon transfer of control to the distributor. Contracts do not contain variable pricing arrangements that are retrospective, except for rebate programs. Rebates are estimated based on expected sales volumes and offset against revenue at the time such revenue is recognized. The Company generally maintains the right to accept or reject a product return in its terms and conditions and also maintains appropriate accruals for outstanding credits. The related provisions for estimated returns and rebates are immaterial to the consolidated financial statements.
Certain of the Company’s product arrangements include separate performance obligations, primarily related to installation. Such performance obligations are accounted for separately when the deliverables have stand-alone value and the satisfaction of the undelivered performance obligations is probable and within the Company's control. The allocation of revenue between the performance obligations is based on the observable standalonestand-alone selling prices at the time of the sale in accordance with a number of factors including service technician billing rates, time to install, and geographic location.
Software is generally not considered a distinct performance obligation with the exception of a few small software applications. The Company generally does not sell software products without the related hardware instrument as the software is embedded in the product. The Company’s products typically require no significant production, modification, or customization of the hardware or software that is essential to the functionality of the products.
Service revenue not under contract is recognized upon the completion of the service performed. Revenue from spare parts sold on a stand-alone basis is recognized when control is transferred to the customer, which is generally at the time of shipment or delivery. Revenue from service contracts is recognized ratably over the contract period using a time-based method. These contracts represent an obligation to perform repair and other services including regulatory compliance qualification, calibration, certification, and preventative maintenance on a customer’s pre-defined equipment over the contract period.
Leases
The Company considers an arrangement a lease if the arrangement transfers the right to control the use of an identified asset in exchange for consideration. The Company has operating leases, but does not have financing leases.
Operating lease right-of-use assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make payments arising from the lease agreement. These

- 9 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


assets and liabilities are recognized at the commencement of the lease based upon the present value of the lease payments over the lease term. Lease payments include both lease and non-lease components for items or activities that transfer a good and service. Vehicle lease and non-lease components are separately accounted for based on standalone value. Real estate lease and non-lease components are accounted for as a single component. Operating lease right-of-use assets include initial direct costs, advanced lease payments and lease incentives.
The lease term reflects the noncancellable period of the lease together with periods covered by an option to extend or terminate the lease when management is reasonably certain that it will exercise such option. The Company generally uses its incremental borrowing rate at the lease commencement date in determining the present value of lease payments as the information necessary to determine the rate implicit in the lease is not readily available. The incremental borrowing rate reflects similar terms by geographic location to the underlying leases. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants.
Lease expense for operating leases is recognized on a straight-line basis over the lease term. Variable lease payments consist of non-lease services related to the lease. Variable lease payments are excluded from the right-of-use asset and lease liabilities and are expensed as incurred. Short-term leases are less than one year without purchase or renewal options that are reasonably certain to be exercised and are recognized on a straight-line basis over the lease term. The right-of-use asset is tested for impairment in accordance with ASC 360.
Warranty
The Company generally offers one-year warranties on most of its products. Product warranties are recorded at the time revenue is recognized. While the Company engages in extensive product quality programs and processes, its warranty obligation isobligations are affected by product failure rates, material usage and service costs incurred in correcting a product failure.

- 9 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2018 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


Employee Termination Benefits

In situations where contractual termination benefits exist, the Company records accruals for employee termination benefits when it is probable that a liability has been incurred and the amount of the liability is reasonably estimable. All other employee termination arrangements are recognized and measured at their fair value at the communication date unless the employee is required to render additional service beyond the legal notification period, in which case the liability is recognized ratably over the future service period.
Share-Based Compensation
The Company recognizes share-based compensation expense within selling, general and administrative in the consolidated statements of operations and comprehensive income with a corresponding offset to additional paid-in capital in the consolidated balance sheet. The Company recorded $4.4$4.5 million and $3.8$4.4 million of share-based compensation expense for the three months ended March 31, 20182019 and 2017,2018, respectively.
Research and Development
Research and development costs primarily consist of salaries, consulting and other costs. The Company expenses these costs as incurred.


- 10 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


Business Combinations and Asset Acquisitions
The Company accounts for business acquisitions under the accounting standards for business combinations. The results of each acquisition are included in the Company's consolidated results as of the acquisition date. The purchase price of an acquisition is allocated to tangible and intangible assets and assumed liabilities based on their estimated fair values and any consideration in excess of the net assets acquired is recognized as goodwill. Acquisition transaction costs are expensed when incurred.

In circumstances where an acquisition involves a contingent consideration arrangement, the Company recognizes a liability equal to the fair value of the expected contingent payments as of the acquisition date. Subsequent changes in the fair value of the contingent consideration are recorded to other charges (income), net.

Recent Accounting Pronouncements
On January 1,In August 2018 the Company retrospectively implemented ASU 2017-7 to ASC 715 "Compensation - Retirement Benefits," which requires the Company to report the non-service cost components of net periodic benefit cost (pension cost) in other charges (income), net. These amounts were previously reported in selling, general, and administrative, cost of sales and research and development in the consolidated statement of operations. Non-service pension costs were a benefit of $1.6 million and $0.8 million for the three months ended March 31, 2018 and 2017 respectively.
In February 2016, the FASB issued ASU 2016-02 to ASC 842 "Leases."2018-14 "Compensation - Retirement Benefit" which amends the current disclosure requirements for defined benefit pension plans and other post-retirement plans. The accounting guidance primarily requires lessees to recognize most leases on their balance sheet as a right to use assetchanges in the disclosures will be applied retrospectively and a lease liability, with the exception of short term leases. A lessee will continue to recognize lease expense on a straight-line basis for leases classified as operating leases. The guidance becomes effective for fiscal years beginning after December 15, 2018.2020 with early adoption permitted. The Company is currently evaluating the impact of this guidance on the financial statementsbenefit plan disclosures and the timing of adoption including pending proposals regarding the transition option.
In February 2018, the FASB issued ASU 2018-02, "Income Statement - Reporting Comprehensive Income". The accounting update provided entities with guidance on how to reclassify certain stranded tax

- 10 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2018 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


effects from accumulated other comprehensive income as a result of the Tax Cuts and Jobs Act, which was a tax bill enacted by the U.S. government in December 2017. The new guidance is effective for the year beginning January 1, 2019 and the Company is still evaluating the impact on the financial statements.     

adoption.
3.REVENUE
On January 1, 2018, the Company adopted ASC 606 "Revenue from Contracts with Customers" and all the related amendments using the modified retrospective method, whereby the adoption doesdid not impact any prior periods. The effect of adopting the new standard did not require any cumulative effect adjustment to retained earnings as of January 1, 2018. There was no impact to our consolidated statements of operations, balance sheet, or statement of cash flows as of and for the period ended March 31, 2018.
The Company disaggregates revenue from contracts with customers by product, service, timing of revenue recognition, and geography. A summary by the Company’s reportable segments follows for the three months ended March 31, 2018:follows:
U.S. Operations Swiss Operations Western European Operations Chinese Operations Other Operations Total
For the three month ended
March 31, 2019
U.S. Operations Swiss Operations Western European Operations Chinese Operations Other Operations Total
Product Revenue$172,501
 $25,565
 $116,932
 $104,292
 $91,656
 $510,946
$174,256
 $26,665
 $116,555
 $111,416
 $95,455
 $524,347
Service Revenue:                      
Point in time47,619
 4,830
 34,590
 7,127
 24,237
 118,403
49,651
 4,951
 33,939
 7,704
 24,018
 120,263
Over time9,625
 2,071
 13,850
 2,511
 3,415
 31,472
10,743
 1,961
 15,412
 2,603
 4,123
 34,842
Total$229,745
 $32,466
 $165,372
 $113,930
 $119,308
 $660,821
$234,650
 $33,577
 $165,906
 $121,723
 $123,596
 $679,452
For the three month ended
March 31, 2018
U.S. Operations Swiss Operations Western European Operations Chinese Operations Other Operations Total
Product Revenue$172,501
 $25,565
 $116,932
 $104,292
 $91,656
 $510,946
Service Revenue:           
Point in time47,619
 4,830
 34,590
 7,127
 24,237
 118,403
Over time9,625
 2,071
 13,850
 2,511
 3,415
 31,472
Total$229,745
 $32,466
 $165,372
 $113,930
 $119,308
 $660,821

- 11 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


In certain circumstances, our reporting units sell directly into other geographies. A summarybreakdown of revenuenet sales to external customers by major geographic customer destination for the three months ended March 31 2018 follows:
20182019 2018
Americas$252,279
$258,631
 $252,279
Europe205,840
209,555
 205,840
Asia / Rest of World202,702
211,266
 202,702
Total$660,821
$679,452
 $660,821

The Company's global revenue mix by product category is laboratory (52%(53% of sales), industrial (40% of sales) and retail (8%(7% of sales). The Company's product revenue by reportable segment is proportionately similar to the Company's global mix except the Company's Swiss Operations is largely comprised of laboratory products, while the Company's Chinese Operations has a slightly higher percentage of industrial products. A summarybreakdown of the Company’s revenuesales by product category for the three months ended March 31 2018 is as follows:
 2018
Laboratory$345,159
Industrial262,656
Retail53,006
Total$660,821


- 11 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2018 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

 2019 2018
Laboratory$359,732
 $345,159
Industrial271,320
 262,656
Retail48,400
 53,006
Total$679,452
 $660,821

The payment terms in the Company’s contracts with customers do not exceed one year and therefore contracts do not contain a significant financing component. In most cases, after appropriate credit evaluations, payments are due in arrears and are recognized as receivables. Unbilled revenue is recorded when performance obligations have been satisfied, but not yet billed to the Company does not have right to receive payment.customer. Unbilled revenue as of March 31, 2019 and December 31, 2018 was $16.0$16.2 million and $12.4 million respectively, and is included within accounts receivable. Deferred revenue and customer prepayments are recorded when cash payments are received or due in advance of the performance obligation being satisfied. Deferred revenue primarily includes prepaid service contracts, as well as deferred installation.

Changes in the components of deferred revenue and customer prepayments during the periodperiods ended March 31, 2019 and 2018 are as follows:
Customer Pre-payments Deferred Revenue Total2019 2018
Beginning balances as of December 31, 2017$56,772
 $50,394
 $107,166
Beginning balances as of December 31$105,381
 $107,166
Customer pre-payments/deferred revenue96,878
 54,131
 151,009
167,599
 151,009
Revenue recognized(95,913) (33,883) (129,796)(144,303) (129,796)
Foreign currency translation1,161
 1,164
 2,325
285
 2,325
Ending balance as of March 31, 2018$58,898
 $71,806
 $130,704
Ending balance as of March 31$128,962
 $130,704

The Company generally expenses sales commissions when incurred because the amortizationcontract period is one year or less. These costs are recorded within selling, general, and administrative expenses. The Company has not disclosed the value of unsatisfied performance obligations other than customer pre-payments and deferred revenue above as most contracts have an expected length of one year or less and amounts greater than one year are immaterial.

- 12 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


4.ACQUISITIONS
In 2018, the Company incurred acquisition payments totaling $5.5 million. The Company recorded $4.9 million of identified intangibles primarily pertaining to technology and patents in connection with these acquisitions, which will be amortized on a straight-line basis over 10 years. Goodwill recorded in connection with these acquisitions totaled $0.6 million.
In September 2017, the Company acquired all of the shares of Biotix, Inc., a U.S.-based manufacturer and distributor of plastics consumables associated with pipettes, including tips, tubes, and reagent reservoirs used in the life sciences market. The initial cash payment was $105 million plus the settlement of contingent consideration of $10 million which was paid in the first quarter of 2019.
4.5.FINANCIAL INSTRUMENTS
The Company has limited involvement with derivative financial instruments and does not use them for trading purposes. The Company enters into certain interest rate swap agreements in order to manage its exposure to changes in interest rates. The amount of the Company's fixed obligation interest payments may change based upon the expiration dates of its interest rate swap agreements and the level and composition of its debt. The Company also enters into certain foreign currency forward contracts to limit the Company's exposure to currency fluctuations on the respective hedged items. For additional disclosures on derivative instruments regarding balance sheet location, fair value, and the amounts reclassified into other comprehensive income and the effective portions of the cash flow hedges, also see Note 6 and Note 10 to the interim consolidated financial statements. As also mentioned in Note 7,8, the Company has designated its euro denominatedeuro-denominated debt as a hedge of a portion of its net investment in euro-denominated foreign operations. For additional disclosures on the fair value of financial instruments, also see Note 5 to the interim consolidated financial statements.subsidiary.
Cash Flow Hedges
In February 2019, the Company entered into a cross currency swap arrangement designated as a cash flow hedge. The agreement converts $50 million of borrowings under the Company's credit facility into synthetic Swiss franc debt which allows the Company to effectively change the floating rate LIBOR-based interest payments, excluding the credit spread to a fixed Swiss franc income of 0.78%. The swap began in February 2019 and matures in June 2021.
In 2017, the Company entered into a cross currency swap arrangement designated as a cash flow hedge. The agreement converts $100 million of borrowings under the Company's credit facility into synthetic Swiss franc debt which allows the Company to effectively change the floating rate LIBOR-based interest payments, including the credit spread to a fixed Swiss franc income of 0.01%. The swap began in June 2017 and matures in June 2019.
In 2015, the Company entered into an interest rate swap agreement designated as a cash flow hedge. The agreement is a swap which has the effect of changing the floating rate LIBOR-based interest payments associated with $100 million in borrowings under the Company's credit agreement to a fixed obligation of 2.25%. The swap began in February 2017 and matures in February 2022.

- 12 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2018 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


In 2013, the Company entered into an interest rate swap agreement designated as a cash flow hedge. The agreement is a swap which has the effect of changing the floating rate LIBOR-based interest payments associated with $50 million in borrowings under the Company’s credit facilityagreement to a fixed obligation of 2.52%. The swap began beginning in October 2015 and matures in October 2020.
The Company's cash flow hedges are recorded gross at fair value in the consolidated balance sheet at March 31, 20182019 and December 31, 2017, respectively, and disclosed in Note 5 to the consolidated financial statements. Amounts reclassified into other comprehensive income and the effective portions of the cash flow hedges are further disclosed in Note 9 to the consolidated financial statements.2018, respectively. A derivative gain of $2.7$2.3 million based upon interest rates at March 31, 2018,2019, is expected to be reclassified from other comprehensive income (loss) to earnings in the next twelve months. Through March 31, 2018,2019, no hedge ineffectiveness has occurred in relation to the cash flow hedges.

- 13 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


Other Derivatives
The Company enters into foreign currency forward contracts in order to economically hedge short-term trade and non-trade intercompany balances largely denominated in Swiss franc, other major European currencies, and the Chinese Renminbi with its foreign businesses. In accordance with U.S. GAAP, these contracts are considered ���derivatives“derivatives not designated as hedging instruments.” Gains or losses on these instruments are reported in current earnings. The foreign currency forward contracts are recorded at fair value in the consolidated balance sheet at March 31, 20182019 and December 31, 20172018, as disclosed in Note 5.6. The Company recognized in other charges (income), a net gain of $5.7$4.7 million and $1.7$5.7 million during the three months ended March 31, 20182019 and 2017,2018, respectively, which offset the related transaction gains (losses) associated with these contracts. At March 31, 20182019 and December 31, 2017,2018, these contracts had a notional value of $448.1$436.5 million and $394.8$436.7 million, respectively.    
5.6.FAIR VALUE MEASUREMENTS
The Company has limited involvement with derivative financial instruments. At March 31, 20182019 and December 31, 2017,2018, the Company had derivative assets totaling $2.3$3.4 million and $1.9$3.2 million, respectively, and derivative liabilities totaling $2.8$1.8 million and $2.4$1.1 million, respectively. The Company has limited involvement with derivative financial instruments and therefore does not present all the required disclosures in tabular format. The fair values of the interest rate swap agreements, the cross currency swap agreement, and foreign currency forward contracts that economically hedge short-term intercompany balances are estimated based upon inputs from current valuation information obtained from dealer quotes and priced with observable market assumptions and appropriate valuation adjustments for credit risk. The Company has evaluated the valuation methodologies used to develop the fair values by dealers in order to determine whether such valuations are representative of an exit price in the Company’s principal market. In addition, the Company uses an internally developed model to perform testing on the valuations received from brokers. The Company has also considered both its own credit risk and counterparty credit risk in determining fair value and determined these adjustments were insignificant at March 31, 20182019 and December 31, 2017.
At March 31, 2018 and December 31, 2017, the Company had $10.4 million and $5.6 million of cash equivalents, respectively, the fair value of which is determined through quoted and corroborated prices in active markets. The fair value of cash equivalents approximates cost.
The fair value of the Company's fixed interest rate debt was estimated using Level 2 inputs, primarily discounted cash flow models, based on estimated current rates offered for similar debt under current market conditions for the Company. The carrying value of the Company's debt exceeds the fair value by approximately $0.4 million as of March 31, 2018.
The fair value of the contingent consideration obligation of $30.9 million relating to the Biotix acquisition as of March 31, 2018 is based on the Company's forecast of future results. The fair value measurements are based on significant inputs not observable in the market and thus represent a Level 3 measurement.

- 13 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2018 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


Under U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value measurement consists of observable and unobservable inputs that reflect the assumptions that a market participant would use in pricing an asset or liability.
A fair value hierarchy has been established that categorizes these inputs into three levels:
Level 1:Quoted prices in active markets for identical assets and liabilities
Level 2:Observable inputs other than quoted prices in active markets for identical assets and liabilities
Level 3:Unobservable inputs
Level 1: Quoted prices in active markets for identical assets and liabilities
Level 2: Observable inputs other than quoted prices in active markets for identical assets and liabilities
Level 3: Unobservable inputs


- 14 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


The following table presents for each of these hierarchy levels, the Company’s assets and liabilities, which are all categorized as Level 2, that are measured at fair value on a recurring basis at March 31, 20182019 and December 31, 2017:

2018. The Company does not have any assets or liabilities which are categorized as Level 1 or Level 3.
March 31, 2018 December 31, 2017 March 31, 2019 December 31, 2018 Balance Sheet Location
Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3
Assets:               
Cash equivalents$10,364
 $
 $10,364
 $
 $5,616
 $
 $5,616
 $
Interest rate swap agreements976
 
 976
 
 
 
 
 
Foreign currency forward contracts not designated as hedging instruments1,371
 
 1,371
 
 1,912
 
 1,912
 
 $1,175
 $1,534
 Other current assets and prepaid expenses
Total$12,711
 $
 $12,711
 $
 $7,528
 $
 $7,528
 $
               
Liabilities:               
Cash Flow Hedges:     
Interest rate swap agreements$126
 $
 $126
 $
 $1,292
 $
 $1,292
 $
 
 545
 Other non-current assets
Cross currency swap agreement2,043
 
 2,043
 
 106
 
 106
 
 2,239
 1,154
 Other current assets and prepaid expenses
Total derivative assets $3,414
 $3,233
 
     
Foreign currency forward contracts not designated as hedging instruments659
 
 659
 
 986
 
 986
 
 $878
 $1,059
 Accrued and other liabilities
Total$2,828
 $
 $2,828
 $
 $2,384
 $
 $2,384
 $
Cash Flow Hedges:     
Interest rate swap agreements 411
 27
 Other non-current liabilities
Cross currency swap agreement 556
 
 Other non-current liabilities
Total derivative liabilities $1,845
 $1,086
 

At March 31, 2019 and December 31, 2018, the Company had $13.7 million and $9.0 million of cash equivalents, respectively, the fair value of which is determined using Level 2 inputs, through quoted and corroborated prices in active markets. The fair value of cash equivalents approximates cost.

The fair value of the Company's fixed interest rate debt was estimated using Level 2 inputs, primarily discounted cash flow models, based on estimated current rates offered for similar debt under current market conditions for the Company. The fair value of the Company's debt exceeds the carrying value by approximately $10.4 million as of March 31, 2019.
6.7.INCOME TAXES
The Company's reported tax rate was 11% and 21% during the three months ended March 31, 2019 and 2018, respectively. The provision for taxes is based upon using the Company's projected annual effective tax rate of 20.5% and 22% before non-recurring discrete tax items for the three month periods ended March 31,during 2019 and 2018, and 2017.respectively. The difference between the Company's projected annual effective tax rate of 22% and itsthe reported tax rate of 21% and 19% during the three months ending March 31, 2018 and 2017, respectively, is related to the timing of excess tax benefits associated with stock option exercises.

On December 22, 2017, the Tax Cuts and Jobs Act (the "Act") significantly revised U.S. corporate income tax law. The Act includes, among other things, a reduction in the U.S. federal corporate income tax rate from 35% to 21% effective for taxable years beginning after December 31, 2017, and the implementation of a modified territorial tax system that includes a one-time transition tax on deemed repatriated earnings of foreign subsidiaries ("Transition Tax") that is payable over a period of up to eight years.

OurCompany's accounting for the Act isabove items was based upon reasonable estimates however, the Company estimates may change upon the finalization of the Act's implementationtax effects of the Act, and additionalits evaluation of recently issued regulatory guidance. In January 2019, further interpretive guidance from regulatory authorities. Among other things, thewas issued related to Transition Tax. The Company needs to completehas completed its analysis of historical foreign earningsthis recently issued guidance and related taxes paid andconcluded there is no additional impact to its analysisfinancial position, results of foreignoperations, or cash equivalents. In addition, the Company needs to complete its analysis of deemed repatriation of deferred foreign income and relatedflows.


- 1415 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 20182019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

 

state tax effects. The Company will complete its accounting for the above tax effects of the Act during 2018 as provided in SAB 118 and will reflect any adjustments to its provisional amounts as an adjustment to the provision for taxes in the reporting period in which the amounts are finally determined.

7.8.
DEBT
Debt consisted of the following at March 31, 20182019:
March 31, 2018March 31, 2019
U.S. Dollar 
Other Principal
Trading
Currencies
 TotalU.S. Dollar 
Other Principal
Trading
Currencies
 Total
3.67% $50 million Senior Notes due December 17, 2022$50,000
 $
 $50,000
$50,000
 $
 $50,000
4.10% $50 million Senior Notes due September 19, 202350,000
 
 50,000
50,000
 
 50,000
3.84% $125 million Senior Notes due September 19, 2024125,000
 
 125,000
125,000
 
 125,000
4.24% $125 million Senior Notes due June 25, 2025125,000
 
 125,000
125,000
 
 125,000
1.47% Euro 125 million Senior Notes due June 17, 2030
 155,260
 155,260

 140,750
 140,750
Debt issuance costs, net(1,038) (349) (1,387)
Senior notes debt issuance costs, net(862) (321) (1,183)
Total Senior Notes348,962
 154,911
 503,873
349,138
 140,429
 489,567
$800 million Credit Agreement, interest at LIBOR plus 87.5 basis points400,234
 74,608
 474,842
$1.1 billion Credit Agreement, interest at LIBOR plus 87.5 basis points440,532
 78,386
 518,918
Other local arrangements16
 14,867
 14,883
1,261
 52,537
 53,798
Total debt749,212
 244,386
 993,598
790,931
 271,352
 1,062,283
Less: current portion(16) (14,867) (14,883)(1,261) (52,537) (53,798)
Total long-term debt$749,196
 $229,519
 $978,715
$789,670
 $218,815
 $1,008,485
As of March 31, 2018,2019, the Company had $319.7$575.2 million of availability remaining under its Credit Agreement.

In April 2019, the Company entered into an agreement to issue and sell $75 million of ten-year Senior Notes in a private placement. The Company will issue the Senior Notes with a fixed interest rate of 3.91% ("3.91% Senior Notes") in June 2019. The 3.91% Senior Notes are unsecured obligations of the Company and will mature in June 2029. Interest on the 3.91% Senior Notes is payable semi-annually in June and December of each year.

The 3.91% Senior Notes contain customary affirmative and negative covenants including, among others, limitations on the Company and its subsidiaries with respect to incurrence of liens and priority indebtedness, disposition of assets, mergers, and transactions with affiliates. The note purchase agreement also requires the Company to maintain a consolidated interest coverage ratio of more than 3.5 to 1.0 and a consolidated leverage ratio of less than 3.5 to 1.0. The agreement contains customary events of defaults with customary grace periods, as applicable.

Other Local Arrangements
In 2018, two of the Company's non-U.S. pension plans issued a loan ofloans totaling $39.6 million (Swiss franc 38 million) to a wholly owned subsidiary of the Company. The loan hasloans have the same terms and conditions which include an interest rate of Swiss franc LIBOR plus 87.5 basis points, and a maturity date of April 2019, and a one year mutual renewal term and, as such, will beare classified as short-term debt on the Company's consolidated balance sheet.    The proceeds were used to pay down amounts outstanding on the existing credit facility.

1.47% Euro Senior Notes
The Company has designated the 1.47% Euro Senior Notes as a hedge of a portion of its net investment in a euro-denominated foreign subsidiary to reduce foreign currency risk associated with this net investment. Changes in the carrying value of this debt resulting from fluctuations in the euro to U.S. dollar exchange rate are recorded as foreign currency translation adjustments within other comprehensive income (loss). The pre-tax unrealized loss recorded in other comprehensive income (loss) related to this net investment hedge was $5.5 million and $3.3 million for the three months ended March 31, 2018 and 2017, respectively.


- 15 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2018 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


8.SHARE REPURCHASE PROGRAM AND TREASURY STOCK
The Company has a share repurchase program of which there was $464.7 million common shares remaining to be repurchased under the program as of March 31, 2018. The share repurchases are expected to be funded from cash generated from operating activities, borrowings and existing cash balances. Repurchases will be made through open market transactions, and the amount and timing of repurchases will depend on business and market conditions, stock price, trading restrictions, the level of acquisition activity, and other factors.
The Company has purchased 26.9 million shares since the inception of the program in 2004 through March 31, 2018. During the three months ended March 31, 2018 and 2017, the Company spent $118.8 million and $125.0 million on the repurchase of 187,880 shares and 275,088 shares at an average price per share of $632.03 and $454.37, respectively. The Company reissued 39,362 shares and 76,849 shares held in treasury for the exercise of stock options and restricted stock units during the three months ended March 31, 2018 and 2017, respectively.
9.ACCUMULATED OTHER COMPREHENSIVE INCOME
The following table presents changes in accumulated other comprehensive income (loss) by component for the periods ended March 31, 2018 and 2017:
 Currency Translation Adjustment 
Net Unrealized
Gain (Loss) on
Cash Flow Hedging Arrangements,
Net of Tax
 
Pension and Post-Retirement Benefit Related Items,
Net of Tax
 Total
Balance at December 31, 2017$(31,340) $(1,081) $(232,985) $(265,406)
Other comprehensive income (loss), net of tax:       
Unrealized gains (losses) cash flow hedging arrangements
 5,915
 
 5,915
Foreign currency translation adjustment28,969
 
 (6,464) 22,505
Amounts recognized from accumulated other comprehensive income (loss), net of tax
 (3,215) 3,685
 470
Net change in other comprehensive income (loss), net of tax28,969
 2,700
 (2,779) 28,890
Balance at March 31, 2018$(2,371) $1,619
 $(235,764) $(236,516)
 Currency Translation Adjustment 
Net Unrealized
Gain (Loss) on
Cash Flow Hedging Arrangements,
Net of Tax
 
Pension and Post-Retirement Benefit Related Items,
Net of Tax
 Total
Balance at December 31, 2016$(115,322) $(2,232) $(237,444) $(354,998)
Other comprehensive income (loss), net of tax:       
Unrealized gains (losses) cash flow hedging arrangements
 152
 
 152
Foreign currency translation adjustment24,349
 
 (4,546) 19,803
Amounts recognized from accumulated other comprehensive income (loss), net of tax
 211
 3,712
 3,923
Net change in other comprehensive income (loss), net of tax24,349
 363
 (834) 23,878
Balance at March 31, 2017$(90,973) $(1,869) $(238,278) $(331,120)


- 16 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 20182019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

 

income (loss). The pre-tax unrealized gain (loss) recorded in other comprehensive income (loss) related to this net investment hedge was a gain of $2.3 million and a loss of $5.5 million for the three months ended March 31, 2019 and 2018, respectively. The Company has a gain of $0.9 million recorded in accumulated other comprehensive income (loss) as of March 31, 2019.

9.SHARE REPURCHASE PROGRAM AND TREASURY STOCK
In November 2018, the Company's Board of Directors authorized an additional $2.0 billion to the share repurchase program which has $1.9 billion of remaining availability as of March 31, 2019. The share repurchases are expected to be funded from cash generated from operating activities, borrowings, and cash balances. Repurchases will be made through open market transactions, and the amount and timing of purchases will depend on business and market conditions, the stock price, trading restrictions, the level of acquisition activity, and other factors.
The Company has purchased 27.8 million common shares since the inception of the program in 2004 through March 31, 2019. During the three months ended March 31, 2019 and 2018, the Company spent $186.3 million and $118.8 million on the repurchase of 290,429 shares and 187,880 shares at an average price per share of $641.27 and $632.03, respectively. The Company reissued 171,752 shares and 39,362 shares held in treasury for the exercise of stock options and restricted stock units during the three months ended March 31, 2019 and 2018, respectively.
10.ACCUMULATED COMPREHENSIVE AND OTHER COMPREHENSIVE INCOME
Comprehensive income (loss), net of tax consisted of the following:
 March 31,
2019
 March 31, 2018
Net earnings$111,805
 $93,304
Other comprehensive income (loss), net of tax12,660
 $28,890
Comprehensive income (loss), net of tax$124,465
 $122,194

The following table presents changes in accumulated other comprehensive income (loss) by component for the periods ended March 31, 2019 and 2018:
 Currency Translation Adjustment 
Net Unrealized
Gain (Loss) on
Cash Flow Hedging Arrangements,
Net of Tax
 
Pension and Post-Retirement Benefit Related Items,
Net of Tax
 Total
Balance at December 31, 2018$(63,913) $702
 $(239,203) $(302,414)
Other comprehensive income (loss), net of tax:       
Unrealized gains (losses) cash flow hedging arrangements
 (308) 
 (308)
Foreign currency translation adjustment8,664
 
 1,736
 10,400
Amounts recognized from accumulated other comprehensive income (loss), net of tax
 (446) 3,014
 2,568
Net change in other comprehensive income (loss), net of tax8,664
 (754) 4,750
 12,660
Balance at March 31, 2019$(55,249) $(52) $(234,453) $(289,754)

- 17 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


 Currency Translation Adjustment 
Net Unrealized
Gain (Loss) on
Cash Flow Hedging Arrangements,
Net of Tax
 
Pension and Post-Retirement Benefit Related Items,
Net of Tax
 Total
Balance at December 31, 2017$(31,340) $(1,081) $(232,985) $(265,406)
Other comprehensive income (loss), net of tax:       
Unrealized gains (losses) cash flow hedging arrangements
 5,915
 
 5,915
Foreign currency translation adjustment28,969
 
 (6,464) 22,505
Amounts recognized from accumulated other comprehensive income (loss), net of tax
 (3,215) 3,685
 470
Net change in other comprehensive income (loss), net of tax28,969
 2,700
 (2,779) 28,890
Balance at March 31, 2018$(2,371) $1,619
 $(235,764) $(236,516)

The following table presents amounts recognized from accumulated other comprehensive income (loss) for the three months ended March 31:
 2018 2017 Location of Amounts Recognized in Earnings 2019 2018 Location of Amounts Recognized in Earnings
Effective portion of (gains) losses on cash flow hedging arrangements:          
Interest rate swap agreements $277
 $344
 Interest expense $(62) $277
 Interest expense
Cross currency swap (3,710) 
 (a) (433) (3,710) (a)
Total before taxes (3,433) 344
  (495) (3,433) 
Provision for taxes (218) 133
 Provision for taxes (49) (218) Provision for taxes
Total, net of taxes $(3,215) $211
  $(446) $(3,215) 
          
Recognition of defined benefit pension and post-retirement items:          
Recognition of actuarial (gains) losses, plan amendments and prior service cost, before taxes $4,811
 $5,039
 (b) $3,889
 $4,811
 (b)
Provision for taxes 1,126
 1,327
 Provision for taxes 875
 1,126
 Provision for taxes
Total, net of taxes $3,685
 $3,712
  $3,014
 $3,685
 
(a)The cross currency swap reflects an unrealized gainloss of $3.1$0.6 million recorded in other charges (income) that was offset by the underlying unrealized loss on the hedged debt. The cross currency swap also reflects a realized gain of $0.6$1.0 million recorded in interest expense for the three months ended March 31, 2018.2019.
(b)These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension and post-retirement cost. See Note 1112 for additional details for the three months ended March 31, 20182019 and 2017.2018.

11.EARNINGS PER COMMON SHARE
Comprehensive income (loss)In accordance with the treasury stock method, the Company has included 459,185 and 627,324 common equivalent shares in the calculation of diluted weighted average number of common shares outstanding for the three months ended March 31, net of tax consisted of the following:2019 and 2018, respectively, relating to outstanding stock options and restricted stock units.
 March 31,
2018
 March 31,
2017
Net earnings$93,304
 $92,466
Other comprehensive income (loss), net of tax28,890
 $23,878
Comprehensive income (loss), net of tax$122,194
 $116,344

- 1718 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 20182019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

 

10.EARNINGS PER COMMON SHARE
In accordance with the treasury stock method, the Company has included the following common equivalent shares in the calculation of diluted weighted average number of common shares outstanding for the three months ended March 31, relating to outstanding stock options and restricted stock units:
 2018 2017
Three months ended627,324
 653,949
Outstanding options and restricted stock units to purchase or receive 56,22490,435 and 93,00556,224 shares of common stock for the three months ended March 31, 20182019 and 2017,2018, respectively, have been excluded from the calculation of diluted weighted average number of common and common equivalent shares as such options and restricted stock units would be anti-dilutive.

11.12.NET PERIODIC BENEFIT COST
Net periodic pension cost for the Company’s defined benefit pension plans and U.S. post-retirement medical plan includes the following components for the three months ended March 31:31:
U.S. Pension Benefits Non-U.S. Pension Benefits Other U.S. Post-retirement Benefits TotalU.S. Pension Benefits Non-U.S. Pension Benefits Other U.S. Post-retirement Benefits Total
2018 2017 2018 2017 2018 2017 2018 20172019 2018 2019 2018 2019 2018 2019 2018
Service cost, net$272
 $141
 $3,921
 $3,988
 $
 $
 $4,193
 $4,129
$266
 $272
 $3,686
 $3,921
 $
 $
 $3,952
 $4,193
Interest cost on projected benefit obligations1,061
 1,094
 2,223
 2,052
 16
 18
 3,300
 3,164
1,146
 1,061
 2,558
 2,223
 16
 16
 3,720
 3,300
Expected return on plan assets(1,732) (1,684) (7,987) (7,322) 
 
 (9,719) (9,006)(1,472) (1,732) (7,301) (7,987) 
 
 (8,773) (9,719)
Recognition of prior service cost
 
 (1,794) (1,879) (93) (195) (1,887) (2,074)
 
 (1,702) (1,794) 
 (93) (1,702) (1,887)
Recognition of actuarial losses/(gains)1,451
 1,639
 5,560
 5,947
 (313) (473) 6,698
 7,113
593
 1,451
 5,171
 5,560
 (173) (313) 5,591
 6,698
Net periodic pension cost/(credit)$1,052
 $1,190
 $1,923
 $2,786
 $(390) $(650) $2,585
 $3,326
$533
 $1,052
 $2,412
 $1,923
 $(157) $(390) $2,788
 $2,585

As previously disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 20172018, the Company expects to make employer contributions of approximately $25.925.3 million to its non-U.S. pension plan and employer contributions of approximately $0.4 million to its U.S. post-retirement medical plan during the year ended December 31, 20182019. These estimates may change based upon several factors, including fluctuations in currency exchange rates, actual returns on plan assets and changes in legal requirements.

12.13.RESTRUCTURING CHARGES
For the three months ending March 31, 2018,2019, the Company incurred $4.4$1.5 million of restructuring expenses which primarily comprise employee related costs. Liabilities related to restructuring activities are included in accrued and other liabilities in the consolidated balance sheet.

- 18 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2018 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


A rollforward of the Company’s accrual for restructuring activities for the three months ended March 31, 20182019 is as follows:
 Total Total
Balance at December 31, 2017 $10,620
Balance at December 31, 2018 $7,972
Restructuring charges 4,413
 1,523
Cash payments / utilization (5,242) (3,692)
Impact of foreign currency 231
 (60)
Balance at March 31, 2018 $10,022
Balance at March 31, 2019 $5,743

13.14.OTHER CHARGES (INCOME), NET
Other charges (income), net includes non-service pension costs (benefits), (gains) losses from foreign currency transactions and related hedging activities, interest income and other items. Non-service pension benefits for the three months ended March 31, 2019 and 2018 were $1.2 million and 2017 were $1.6 million, and $0.8 million, respectively. Other charges (income), net for the three months ended

- 19 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2017 also includes a one-time gain of $3.4 million relating to the sale of a facility in Switzerland in connection with the Company's initiative to consolidate certain Swiss operations into a new facility.2019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


14.15.SEGMENT REPORTING
As disclosed in Note 17 to the Company's consolidated financial statements for the year ending December 31, 2017,2018, the Company has determined there are five reportable segments:  U.S. Operations, Swiss Operations, Western European Operations, Chinese Operations and Other.
The Company evaluates segment performance based on Segment Profit (gross profit less research and development and selling, general and administrative expenses, before amortization, interest expense, restructuring charges, other charges (income), net and taxes).
The following tables show the operations of the Company’s reportable segments:

 Net Sales to Net Sales to      
For the three months endedExternal Other Total Net Segment  
March 31, 2018Customers Segments Sales Profit Goodwill
U.S. Operations$229,745
 $23,666
 $253,411
 $34,245
 $409,471
Swiss Operations32,466
 143,582
 176,048
 45,975
 22,866
Western European Operations165,372
 41,012
 206,384
 18,282
 95,938
Chinese Operations113,930
 60,407
 174,337
 59,553
 722
Other (a)119,308
 1,640
 120,948
 13,881
 15,787
Eliminations and Corporate (b)
 (270,307) (270,307) (32,390) 
Total$660,821
 $
 $660,821
 $139,546
 $544,784


- 19 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2018 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)

 Net Sales to Net Sales to      
For the three months endedExternal Other Total Net Segment  
March 31, 2019Customers Segments Sales Profit Goodwill
U.S. Operations$234,650
 $26,145
 $260,795
 $37,985
 $410,021
Swiss Operations33,577
 153,731
 187,308
 53,522
 21,757
Western European Operations165,906
 44,045
 209,951
 25,725
 88,208
Chinese Operations121,723
 56,857
 178,580
 59,484
 663
Other (a)123,596
 1,261
 124,857
 13,187
 14,868
Eliminations and Corporate (b)
 (282,039) (282,039) (42,062) 
Total$679,452
 $
 $679,452
 $147,841
 $535,517

Net Sales to Net Sales to      Net Sales to Net Sales to      
For the three months endedExternal Other Total Net Segment  External Other Total Net Segment  
March 31, 2017Customers Segments Sales Profit (c) Goodwill
March 31, 2018Customers Segments Sales Profit Goodwill
U.S. Operations$215,353
 $22,412
 $237,765
 $38,822
 $357,526
$229,745
 $23,666
 $253,411
 $34,245
 $409,471
Swiss Operations29,747
 127,553
 157,300
 36,018
 21,771
32,466
 143,582
 176,048
 45,975
 22,866
Western European Operations147,323
 42,942
 190,265
 24,718
 83,777
165,372
 41,012
 206,384
 18,282
 95,938
Chinese Operations90,781
 52,932
 143,713
 44,659
 643
113,930
 60,407
 174,337
 59,553
 722
Other (a)111,363
 1,597
 112,960
 13,108
 14,935
119,308
 1,640
 120,948
 13,881
 15,787
Eliminations and Corporate (b)
 (247,436) (247,436) (30,792) 

 (270,307) (270,307) (32,390) 
Total$594,567
 $
 $594,567
 $126,533
 $478,652
$660,821
 $
 $660,821
 $139,546
 $544,784

(a)Other includes reporting units in Southeast Asia, Latin America, Eastern Europe and other countries.
(b)Eliminations and Corporate includes the elimination of inter-segment transactions and certain corporate expenses and intercompany investments, which are not included in the Company’s operating segments.
(c)2017 segment profit has been adjusted to be consistent with 2018 for the adoption of ASU 2017-7 (as disclosed in Note 2).

- 20 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


A reconciliation of earnings before taxes to segment profit for the three months ended March 31 follows:

Three Months EndedThree Months Ended
March 31, 2018 March 31, 2017March 31, 2019 March 31, 2018
Earnings before taxes$117,439
 $113,848
$125,676
 $117,439
Amortization11,735
 10,045
12,222
 11,735
Interest expense8,359
 7,741
9,094
 8,359
Restructuring charges4,413
 1,432
1,523
 4,413
Other charges (income), net(2,400) (6,533)(674) (2,400)
Segment profit$139,546
 $126,533
$147,841
 $139,546

During the three months ended March 31, 2018,2019, restructuring charges of $1.5 million were recognized, of which $0.5 million and $1.0 million, related to the Company’s U.S. and Western European operations, respectively. Restructuring charges of $4.4 million were recognized during the three months ended March 31, 2018, of which $3.6 million, $0.4 million, and $0.4 million related to the Company’sCompany's U.S., Swiss, and Western European operations, respectively. Restructuring charges of $1.4 million were recognized during the three months ended March 31, 2017, of which $0.8 million, $0.4 million, $0.1 million and $0.1 million related to the Company's U.S., Swiss, Chinese and Other operations, respectively.

15.16.LEASES
The Company adopted ASC 842 "Leases" with an effective date of January 1, 2019. The operating lease right-of-use asset was $92.7 million, and the lease liability was $93.5 million at inception. The Company elected the practical expedients package under ASC 842 and accordingly did not reassess any previously expired or existing arrangements, and related classification under ASC 840.
The Company's operating leases primarily comprise real estate and vehicles. Real estate leases are largely related to sales and marketing, service and administrative offices, while vehicle leases are primarily related to the Company's field sales and service organization. The consolidated balance sheet included the following balances as of March 31, 2019:
 March 31, 2019 Balance Sheet Location
Right-of-use assets, net$86,547
 Other non-current assets
    
Current lease liability$26,210
 Accrued and other liabilities
Non-current lease liability60,626 Other non-current liabilities
Total operating lease liability$86,836
  

The lease right-of-use asset, net increased total assets as of March 31, 2019 for U.S. Operations by $35.4 million, Swiss Operations by $1.0 million, Western European Operations by $21.9 million, Chinese Operations by $3.5 million, Other by $22.8 million, and Eliminations and Corporate by $1.9 million.
As of March 31, 2019, the Company has entered into additional real estate operating leases of $5.2 million that are expected to commence in 2019.

- 21 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2019 – Unaudited (Continued)
(In thousands, except share data, unless otherwise stated)


For the three months ended March 31, 2019 the Company had the following recorded in selling, general and administrative:
  2019
Operating lease expense $8,217
Variable lease expense 925
Short-term lease expense 391
Total lease expense $9,533
   
Weighted average remaining lease term 6.8 years
Weighted average discount rate 3.0%

Accruals and other on the Consolidated Statement of Cash Flows includes the amortization of the lease right-of-use asset of $7.6 million, offset by a change in the lease liability of $8.1 million for the three months ended March 31, 2019. Lease payments within operating activities was $8.4 million for the three months ended March 31, 2019. The Company also had non-cash lease right-of-use assets in exchange for lease liabilities of $1.9 million for the three months ended March 31, 2019.
The following is a maturity analysis of the annual undiscounted cash flows for the annual periods ended March 31:
2020 $28,406
2021 20,678
2022 13,011
2023 7,714
2024 4,443
Thereafter 22,986
Total lease payments 97,238
Less imputed interest (10,402)
Total operating lease liability $86,836
The future minimum lease payments under non-cancellable leases as of December 31, 2018:
2019 $32,113
2020 23,771
2021 16,986
2022 9,855
2023 7,435
Thereafter 5,081
Total lease payments $95,241

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



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

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the Unaudited Interim Consolidated Financial Statements included herein.
General
Our interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. Operating results for the three months ended March 31, 20182019 are not necessarily indicative of the results to be expected for the full year ending December 31, 2018.2019.
Changes in local currencies exclude the effect of currency exchange rate fluctuations. Local currency amounts are determined by translating current and previous year consolidated financial information at an index utilizing historical currency exchange rates. We believe local currency information provides a helpful assessment of business performance and a useful measure of results between periods. We do not, nor do we suggest that investors should, consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. We present non-GAAP financial measures in reporting our financial results to provide investors with an additional analytical tool to evaluate our operating results.
We also include in the discussion below disclosures of immaterial qualitative factors that are not quantified. Although the impact of such factors is not considered material, we believe these disclosures can be useful in evaluating our operating results.
Results of Operations – Consolidated
The following tables set forth items from our interim consolidated statements of operations and comprehensive income for the three month periods ended March 31, 20182019 and 20172018 (amounts in thousands).
Three months ended March 31,Three months ended March 31,
2018 20172019 2018
(unaudited) % (unaudited) %(unaudited) % (unaudited) %
Net sales$660,821
 100.0
 $594,567
 100.0
$679,452
 100.0
 $660,821
 100.0
Cost of sales285,888
 43.3
 251,178
 42.2
291,133
 42.8
 285,888
 43.3
Gross profit374,933
 56.7
 343,389
 57.8
388,319
 57.2
 374,933
 56.7
Research and development34,713
 5.3
 31,200
 5.3
36,053
 5.3
 34,713
 5.3
Selling, general and administrative200,674
 30.4
 185,656
 31.2
204,425
 30.1
 200,674
 30.4
Amortization11,735
 1.8
 10,045
 1.7
12,222
 1.8
 11,735
 1.8
Interest expense8,359
 1.2
 7,741
 1.3
9,094
 1.3
 8,359
 1.3
Restructuring charges4,413
 0.6
 1,432
 0.2
1,523
 0.2
 4,413
 0.6
Other charges (income), net(2,400) (0.4) (6,533) (1.0)(674) 
 (2,400) (0.4)
Earnings before taxes117,439
 17.8
 113,848
 19.1
125,676
 18.5
 117,439
 17.8
Provision for taxes24,135
 3.7
 21,382
 3.5
13,871
 2.0
 24,135
 3.7
Net earnings$93,304
 14.1
 $92,466
 15.6
$111,805
 16.5
 $93,304
 14.1

Net sales
Net sales were $660.8$679.5 million for the three months ended March 31, 2018,2019, compared to $594.6$660.8 million for the corresponding period in 2017.2018. This represents an increase in U.S. dollars of 11%3%. Excluding the effect of currency exchange rate fluctuations, or in local currencies, net sales increased 5%7% for the three months ended March 31, 2018. The Biotix acquisition contributed approximately 1.5% to local currency net sales for the three months ended March 31, 2018. These

results compare to 12% local currency growth in the previous quarter of which the Troemner acquisition contributed approximately 1%.2019. Global market conditions were generally favorable during the first quarter of 2018 and we2019. We also continue to benefit from the execution of our

global sales and marketing programs, our innovative product portfolio, and development ofinvestments in our robust product portfolio.field resources. However, we remain cautious given theas economic uncertainty that remainsuncertainties exist in certain regions of the world and marketworld. Economic conditions are subject to change. We willcan also continue to face difficult prior period comparisons during 2018.change quickly, particularly in emerging markets.
Net sales by geographic destination for the three months ended March 31, 20182019 in U.S. dollars increased 6%3% in the Americas, 12%2% in Europe and 20%4% in Asia/Rest of World. In local currencies, our net sales by geographic destination increased 5%3% in the Americas, 9% in Europe and 10%9% in Asia/Rest of World and decreased 1% in Europe. The Biotix acquisition contributed approximately 2.5% to our local currency netWorld. Net sales growth in the Americas.Americas was reduced 3% related to a significant decline in food retailing primarily due to the timing of project activity. A discussion of sales by operating segment is included below.
As described in Note 17 to our consolidated financial statements for the year ended December 31, 2017,2018, our net sales comprise product sales of precision instruments and related services. Service revenues are primarily derived from repair and other services, including regulatory compliance qualification, calibration, certification, preventative maintenance and spare parts.
Net sales of products increased 12%3% in U.S. dollars and 5%7% in local currency for the three months ended March 31, 20182019 compared to the prior period. The Biotix acquisition contributed approximately 2% to our net sales of products for the three months ended March 31, 2018. Service revenue (including spare parts) increased 9%3% in U.S. dollars and 3%8% in local currency during the three months ended March 31, 20182019 compared to the corresponding period in 2017.2018.
Net sales of our laboratory-relatedlaboratory products and services, which represented approximately 52%53% of our total net sales for the three months ended March 31, 2018,2019, increased 17%4% in U.S. dollars and 10%8% in local currencies during the three months ended March 31, 2018.2019. The local currency increase in net sales of our laboratory-related products includes solidstrong growth in most product categories. The Biotix acquisition also contributed approximately 3% to our net sales growth of laboratory-related productscategories, especially process analytics, analytical instruments and services.pipettes.
Net sales of our industrial-relatedindustrial products and services, which represented approximately 40% of our total net sales for the three months ended March 31, 2018,2019, increased 5%3% in U.S. dollars and decreased 1%8% in local currencies during the three months ended March 31, 2018.2019. The local currency decreaseincrease in net sales of our industrial-related products is related to a decline in product inspection and transportation and logistics, which both hadincludes strong growth in the prior year period, offset in part bycore industrial, as well as solid growth in core-industrial, which included strong growth in China.product inspection.
Net sales in our food retailing products and services, which represented approximately 8%7% of our total net sales for the three months ended March 31, 2018, increased 7%2019, decreased 9% in U.S. dollars and was flat5% in local currencies during the three months ended March 31, 2018.2019. Food retailing included strong project activitysales declined significantly in the Americas primarily due to timing of project activity, partially offset by reduced net salesincreases in Europe due to difficult prior period comparisons.and Asia/Rest of World.
Gross profit
Gross profit as a percentage of net sales was 56.7%57.2% for the three months ended March 31, 20182019 compared to 57.8%56.7% for the corresponding period in 2017.2018.
Gross profit as a percentage of net sales for products was 60.4%59.9% and 61.7%60.4% for the three month periods ended March 31, 20182019 and 2017.2018.
Gross profit as a percentage of net sales for services (including spare parts) was 44.4%47.8% for the three months ended March 31, 20182019 compared to 44.7%44.4% for the corresponding period in 2017.2018.
The decreaseincrease in gross profit as a percentage of net sales for the three months ended March 31, 2018 was primarily due to2019 reflects favorable price realization and productivity, partially offset by the impact of foreign currency translation, unfavorable business mix

tariff costs and initial costs associated with new manufacturing facilities, offset in part by favorable price realization.product introductions.
In 2018, the U.S. government enacted tariffs on certain products imported from China. The tariffs became effective at various points during 2018. We estimate the associated annualized cost increase is approximately $25 million (assuming a 25% tariff rate). We continue to evaluate and implement various actions to mitigate the effects of these tariffs.

Research and development and selling, general and administrative expenses
Research and development expenses as a percentage of net sales was 5.3% for both the three months ended March 31, 20182019 and 2017,2018, respectively. Research and development expenses increased 12%4% in U.S. dollars and 5%9% in local currencies, during the three months ended March 31, 20182019 compared to the corresponding period in 20172018 relating to increased research and development project activity.
Selling, general and administrative expenses as a percentage of net sales were 30.4%30.1% for the three months ended March 31, 20182019 compared to 31.2%30.4% in the corresponding period during 2017.2018. Selling, general and administrative expenses increased 8%2% in U.S. dollars and 2%6% in local currencies, during the three months ended March 31, 20182019 compared to the corresponding period in 2017.2018. The local currency increase includes investments in our field sales organization and growth initiatives and higher cash incentive expense, offset in part by lower cash incentive expense compared with the expense relating to our strong previous year results and benefits from our cost savings initiatives.
Amortization, interest expense, other charges (income), net and taxes
Amortization expense was $11.7$12.2 million for the three months ended March 31, 20182019 and $10.0$11.7 million for the corresponding period in 2017.2018.
Interest expense was $8.4$9.1 million for the three months ended March 31, 20182019 and $7.7$8.4 million for the corresponding period in 2017.2018.
Other charges (income), net includes non-service pension costs (benefits), (gains) losses from foreign currency transactions and related hedging activities, interest income and other items. Non-service pension benefits for the three months ended March 31, 2019 and 2018 were $1.2 million and 2017 were $1.6 million, respectively.
Our reported tax rate was 11% and $0.8 million, respectively. Other charges (income), net for21% during the three months ended March 31, 2017 also includes a one-time gain of $3.4 million relating to the sale of a facility in Switzerland in connection with the our initiative to consolidate certain Swiss operations into a new facility.
2019 and 2018, respectively. The provision for taxes is based upon using our projected annual effective tax rate of 20.5% and 22% before non-recurring discrete tax items for the three month periodsmonths ended March 31, 2019 and 2018, and 2017.respectively. The difference between our projected annual effective tax rate of 22% and the Company's reported tax rate of 21% and 19% during the three months ending March 31, 2018 and 2017, respectively, is related to the timing of excess tax benefits associated with stock option exercises.

On December 22, 2017, the Tax Cuts and Jobs Act (the "Act") significantly revised U.S. corporate income tax law. The Act includes, among other things, a reduction in the U.S. federal corporate income tax rate from 35% to 21% effective for taxable years beginning after December 31, 2017, and the implementation of a modified territorial tax system that includes a one-time transition tax on deemed repatriated earnings of foreign subsidiaries ("Transition Tax") that is payable over a period of up to eight years.

Our accounting for the Act is based upon reasonable estimates, however, our estimates may change upon the finalization of the Act's implementation and additional interpretive guidance from regulatory authorities. Among other things, we need to complete our analysis of historical foreign earnings and related taxes paid and our analysis of foreign cash equivalents. In addition, we need to complete our analysis of deemed repatriation of deferred foreign income and related state tax effects. We will complete our accounting for the above tax effects of the Act during 2018 as provided in SAB 118 and will reflect any adjustments to our provisional amounts as an adjustment to the provision for taxes in the reporting period in which the amounts are finally determined.


Results of Operations – by Operating Segment

The following is a discussion of the financial results of our operating segments. We currently have five reportable segments: U.S. Operations, Swiss Operations, Western European Operations, Chinese Operations and Other. A more detailed description of these segments is outlined in Note 17 to our consolidated financial statements for the year ended December 31, 2017.2018.
U.S. Operations (amounts in thousands)
Three months ended March 31,Three months ended March 31,
2018 2017 %2019 2018 %
Total net sales$253,411
 $237,765
 7 %$260,795
 $253,411
 3%
Net sales to external customers$229,745
 $215,353
 7 %$234,650
 $229,745
 2%
Segment profit$34,245
 $38,822
 (12)%$37,985
 $34,245
 11%

Total net sales and net sales to external customers both increased 7%3% and 2%, respectively for the three months ended March 31, 20182019 compared with the corresponding period in 2017. Net sales to external customers in our U.S. Operations benefited approximately 4% from the Biotix acquisition for the three months ended March 31, 2018. The increase in total net sales and net sales to external customers also includes solid results in our laboratory products against a difficult prior year comparison. We also experienced strong growth in retaillaboratory-related products, partially offset by a significant decline in food retailing primarily due to the timing of project activity offset in partwhich reduced net sales by a decrease in product inspection related to particularly strong growth in the prior year period.3%.

Segment profit decreased $4.6increased $3.7 million for the three months ended March 31, 20182019 compared to the corresponding period in 2017 primarily due to initial costs associated with a new manufacturing facility2018 and continued investments in our field sales and service organization offset in part byincluded benefits from our margin expansion initiatives.and facility consolidation initiatives, offset in part by investments in our sales and service organization and initial costs of new product introductions.
Swiss Operations (amounts in thousands)
Three months ended March 31,Three months ended March 31,
2018 2017 
%1)
2019 2018 
%1)
Total net sales$176,048
 $157,300
 12%$187,308
 $176,048
 6%
Net sales to external customers$32,466
 $29,747
 9%$33,577
 $32,466
 3%
Segment profit$45,975
 $36,018
 28%$53,522
 $45,975
 16%
1) Represents U.S. dollar (decline) growth for net sales and segment profit.

Total net sales increased 12%6% in U.S. dollars and 6%12% in local currency for the three months ended March 31, 20182019 compared to the corresponding period in 2017.2018. Net sales to external customers increased 9%3% in U.S. dollars and 5%7% in local currency during the three months ended March 31, 20182019 compared to the corresponding period in 2017.2018. The increase in local currency net sales to external customers for the three month period ended March 31, 20182019 includes solidstrong growth in most product categories.
 
Segment profit increased $10.0$7.5 million for the three month period ended March 31, 20182019 compared to the corresponding period in 2017.2018. Segment profit during the three months ended March 31, 20182019 includes the benefit of increased net sales volume and our margin expansion initiatives, lower cash incentive expense and favorable foreign currency translation, offset in part by increases in research and development.

unfavorable foreign currency translation.
Western European Operations (amounts in thousands)
Three months ended March 31,Three months ended March 31,
2018 2017 
%1)
2019 2018 
%1)
Total net sales$206,384
 $190,265
 8 %$209,951
 $206,384
 2%
Net sales to external customers$165,372
 $147,323
 12 %$165,906
 $165,372
 0%
Segment profit$18,282
 $24,718
 (26)%$25,725
 $18,282
 41%
1) Represents U.S. dollar (decline) growth for net sales and segment profit.

Total net sales increased 8%2% in U.S. dollars and decreased 5%increased 10% in local currencies during the three month period ended March 31, 20182019 compared to the corresponding period in 2017.2018. Net sales to external customers increased 12%were flat in U.S. dollars and decreased 2%increased 9% in local currencies during the three month period ended March 31, 20182019 compared to the corresponding period in 2017.2018. The local currency decreaseincrease in net sales to external customers for the three months ended March 31, 20182019 includes a significant declinestrong growth in food retailing due to verymost product categories, with particularly strong project activitygrowth in the prior year period. The decline in local currency net sales also includes reduced inter-segment sales volume related to product transfers, as well as strong inter-segment product inspection sales in the previous year period.core industrial, laboratory balances, process analytics and analytical instruments.

Segment profit decreased $6.4increased $7.4 million for the three month period ended March 31, 20182019 compared to the corresponding period in 2017.2018. The decreaseincrease in segment profit includes a declinean increase in local currency net sales volume, (including inter-segment transfers),prior year Blue Ocean roll-in costs, associated withand benefits from our Blue Ocean program, increasesmargin expansion initiatives, offset in research and development, andpart by investments in our sales and service organization offset in part by benefits from our margin expansion initiatives, lower cash incentive expense and favorableunfavorable foreign currency translation.

Chinese Operations (amounts in thousands)
Three months ended March 31,Three months ended March 31,
2018 2017 
%1)
2019 2018 
%1)
Total net sales$174,337
 $143,713
 21%$178,580
 $174,337
 2%
Net sales to external customers$113,930
 $90,781
 25%$121,723
 $113,930
 7%
Segment profit$59,553
 $44,659
 33%$59,484
 $59,553
 %
1) Represents U.S. dollar (decline) growth for net sales and segment profit.

Total net sales increased 21%2% in U.S. dollars and 12%8% in local currency for the three months ended March 31, 20182019 compared to the corresponding period in 2017.2018. Net sales to external customers increased 25%7% in U.S. dollars and 17%13% in local currency during the three months ended March 31, 20182019 compared to the corresponding period in 2017.2018. The increase in local currency net sales to external customers during the three months ended March 31, 20182019 reflects strong growth in most product categories, especiallyboth laboratory and industrial products. While Chinese market conditions are currently favorable, we will face difficult prior period comparisons during the remainder of 2018 due to our strong performance in 2017. In addition to the tough comparisons the Chinese economy has historically been volatile and market conditions may deteriorate, especially in industrial markets.change unfavorably due to various factors.

Segment profit increased $14.9decreased $0.1 million for the three month period ended March 31, 20182019 compared to the corresponding period in 2017.2018. The increasedecrease in segment profit for the three month period ended March 31, 20182019 includes increased localsales and service investments, unfavorable foreign currency nettranslation, and higher research and development activity, offset by increased sales volume and benefits from our margin expansion and cost savings initiatives, and favorable foreign currency translation.

initiatives.
Other (amounts in thousands)
Three months ended March 31,Three months ended March 31,
2018 2017 
%1)
2019 2018 
%1)
Total net sales$120,948
 $112,960
 7%$124,857
 $120,948
 3 %
Net sales to external customers$119,308
 $111,363
 7%$123,596
 $119,308
 4 %
Segment profit$13,881
 $13,108
 6%$13,187
 $13,881
 (5)%
1) Represents U.S. dollar (decline) growth for net sales and segment profit.

Total net sales and net sales to external customers increased 7%3% and 4% respectively, in U.S. dollars and were flatboth increased 8% in local currencies during the three month period ended March 31, 20182019 compared to the corresponding period in 2017.2018. Local currency growth in laboratory products was offsetdriven by declinesstrong growth in food retailing andmost product inspection related to strong project activity in the prior year period.categories.

Segment profit increased $0.8 milliondecreased $0.7 for the three months ended March 31, 20182019 compared to the corresponding period in 2017.2018. The increasedecrease in segment profit is primarily duerelated to benefits from our margin expansion initiatives and favorableunfavorable foreign currency translation, offset in part by increased sales and service investments.local currency net sales.
Liquidity and Capital Resources
Liquidity is our ability to generate sufficient cash flows from operating activities to meet our obligations and commitments. In addition, liquidity includes the ability to obtain appropriate financing. Currently, our financing requirements are primarily driven by working capital requirements, capital expenditures, share repurchases and acquisitions.
Cash provided by operating activities totaled $76.6$98.8 million during the three months ended March 31, 2018,2019, compared to $67.6$76.6 million in the corresponding period in 2017.2018. The increase in 20182019 includes higher net earnings and a lower working capital outflow, which includes lower cash incentive payments of $7.5 million.$18 million that was partly offset by working capital timing.
Capital expenditures are made primarily for investments in information systems and technology, machinery, equipment and the purchase and expansion of facilities. Our capital expenditures totaled $29.8$22.4 million for the three months ended March 31, 20182019 compared to $21.0 $29.8

million in the corresponding period in 2017.2018. The increasedecrease is primarily related to prior year investments in manufacturing facilities. We expect to make net investments in new or expanded manufacturing facilities of $30$10 million to $40$15 million over the next two years.
InWe recorded charges of $3.6 million and $72 million in 2018 and 2017, we recorded a provisional one-time charge of $72 millionrespectively, for the estimated income tax effecteffects of the Transition Tax associated with the Tax Cuts and Jobs Act of which $59$62 million is expected to be paid over a period of up to eight years. We also plan to continue to repatriate earnings from China, Switzerland, Germany, the United Kingdom, and certain other countries in future years and expect the only additional cost associated with the repatriation of such foreign earnings outside the United States will be any applicable withholding taxes. All other undistributed earnings are considered to be permanently reinvested. As of March 31, 2018, we have an immaterial amount of cash and cash equivalents outsideWe believe the United States where undistributed earnings are considered permanently reinvested. Accordingly, we believe theongoing tax impact associated with repatriating our undistributed foreign earnings will not have a material effect on our liquidity.


Senior Notes and Credit Facility Agreement

Our debt consisted of the following at March 31, 2018:2019:
 March 31, 2018
 U.S. Dollar 
Other Principal
Trading
Currencies
 Total
$50 million Senior Notes, interest 3.67%, due December 17, 2022$50,000
 $
 $50,000
$50 million Senior Notes, interest 4.10%, due September 19, 202350,000
 
 50,000
$125 million Senior Notes, interest 3.84%, due September 19, 2024125,000
 
 125,000
$125 million Senior Notes, interest 4.24%, due June 25, 2025125,000
 
 125,000
Euro 125 million Senior Notes, interest 1.47%, due June 17, 2030
 155,260
 155,260
Debt issuance costs, net(1,038) (349) (1,387)
Total Senior Notes348,962
 154,911
 503,873
$800 million Credit Agreement, interest at LIBOR plus 87.5 basis points400,234
 74,608
 474,842
Other local arrangements16
 14,867
 14,883
Total debt749,212
 244,386
 993,598
Less: current portion(16) (14,867) (14,883)
Total long-term debt$749,196
 $229,519
 $978,715
 March 31, 2019
 U.S. Dollar 
Other Principal
Trading
Currencies
 Total
3.67% $50 million Senior Notes due December 17, 2022$50,000
 $
 $50,000
4.10% $50 million Senior Notes due September 19, 202350,000
 
 50,000
3.84% $125 million Senior Notes due September 19, 2024125,000
 
 125,000
4.24% $125 million Senior Notes due June 25, 2025125,000
 
 125,000
1.47% Euro 125 million Senior Notes due June 17, 2030
 140,750
 140,750
Senior notes debt issuance costs, net(862) (321) (1,183)
Total Senior Notes349,138
 140,429
 489,567
$1.1 billion Credit Agreement, interest at LIBOR plus 87.5 basis points440,532
 78,386
 518,918
Other local arrangements1,261
 52,537
 53,798
Total debt790,931
 271,352
 1,062,283
Less: current portion(1,261) (52,537) (53,798)
Total long-term debt$789,670
 $218,815
 $1,008,485

As of March 31, 2018,2019, approximately $319.7$575.2 million was available under our Credit Agreement. Changes in exchange rates between the currencies in which we generate cash flows and the currencies in which our borrowings are denominated affect our liquidity. In addition, because we borrow in a variety of currencies, our debt balances fluctuate due to changes in exchange rates. Further, we do not have any downgrade triggers relating to ratings from rating agencies that would accelerate the maturity dates of our debt.

We currently believe that cash flow from operating activities, together with liquidity available under our credit facilityCredit Agreement and local working capital facilities, will be sufficient to fund currently anticipated working capital needs and capital spending requirements for at least the foreseeable future.

In April 2019, the Company entered into an agreement to issue and sell $75 million of ten-year Senior Notes in a private placement. The Company will issue the Senior Notes with a fixed interest rate of 3.91% ("3.91% Senior Notes") in June 2019. The 3.91% Senior Notes are unsecured obligations of the Company and will mature in June 2029. Interest on the 3.91% Senior Notes is payable semi-annually in June and December of each year.

The 3.91% Senior Notes contain customary affirmative and negative covenants including, among others, limitations on the Company and its subsidiaries with respect to incurrence of liens and priority indebtedness, disposition of assets, mergers, and transactions with affiliates. The note

purchase agreement also requires the Company to maintain a consolidated interest coverage ratio of more than 3.5 to 1.0 and a consolidated leverage ratio of less than 3.5 to 1.0. The agreement contains customary events of defaults with customary grace periods, as applicable.

We continue to explore potential acquisitions. In connection with any acquisition, we may incur additional indebtedness. During the three months ended March 31, 2019, we paid $10 million related to the settlement of the Biotix acquisition contingent consideration as further described in Note 4 of our 2018 Consolidated Financial Statements.

In April 2018, two of our non-U.S. pension plans issued a loan ofloans totaling $39.6 million (Swiss franc 38 million) to aour wholly owned subsidiary ofsubsidiary. The loans have the Company. The loan hassame terms and conditions which include an interest rate of Swiss franc LIBOR plus 87.5 basis points and a maturity date of April 2019 and a one year renewal term and, as such, will beare classified as short-term debt on our
consolidated balance sheet. The proceeds were used to pay downrepay outstanding amounts outstanding on the existingour credit facility.

Share Repurchase Program
The Company has aIn November 2018, the Company's Board of Directors authorized an additional $2.0 billion to the share repurchase program which has $1.9 billion of which there was $464.7 million of common shares remaining to be repurchased under the programavailability as of March 31, 2018.2019. The share repurchases are expected to be funded from cash generated from operating activities, borrowings, and existing cash balances. Repurchases will be made through open market transactions, and the amount and timing of repurchasespurchases will depend on business and market conditions, the stock price, trading restrictions, the level of acquisition activity, and other factors.
We have purchased 26.927.8 million common shares since the inception of the program in 2004 through March 31, 2018.2019. During both the three months ended March 31, 20182019 and 2017,2018, we spent $118.8$186.3 million and $125.0$118.8 million on the repurchase of 187,880290,429 shares and 275,088187,880 shares at an average price per share of $632.03$641.27 and $454.37,$632.03, respectively. We reissued 39,362171,752 shares and 76,84939,362 shares held in treasury

for the exercise of stock options and restricted stock units during the three months ended March 31, 20182019 and 2017,2018, respectively.
Effect of Currency on Results of Operations
Our earnings are affected by changing exchange rates. We are most sensitive to changes in the exchange rates between the Swiss franc, euro, and U.S. dollar. We have more Swiss franc expenses than we do Swiss franc sales because we develop and manufacture products in Switzerland that we sell globally, and have a number of corporate functions located in Switzerland. When the Swiss franc strengthens against our other trading currencies, particularly the U.S. dollar and euro, our earnings go down. We also have significantly more sales in the euro than we do expenses. When the euro weakens against the U.S. dollar and Swiss franc, our earnings also go down. We estimate a 1% strengthening of the Swiss franc against the euro would reduce our earnings before tax by approximately $1.6 million to $1.8 million annually.
We also conduct business in many geographies throughout the world, including Asia Pacific, the United Kingdom, Eastern Europe, Latin America, and Canada. Fluctuations in these currency exchange rates against the U.S. dollar can also affect our operating results. The most significant of these currency exposures is the Chinese Renminbi. The impact on our earnings before tax of the Chinese Renminbi weakening 1% against the U.S. dollar is a reduction of approximately $1.0$1.5 million to $1.3$1.7 million annually.
In addition to the effects of exchange rate movements on operating profits, our debt levels can fluctuate due to changes in exchange rates, particularly between the U.S. dollar and the Swiss franc. Based on our outstanding debt at March 31, 2018,2019, we estimate that a 10% weakening of the U.S. dollar against the currencies in which our debt is denominated would result in an increase of approximately $27.2$30.2 million in the reported U.S. dollar value of our debt.



Forward-Looking Statements Disclaimer
You should not rely on forward-looking statements to predict our actual results. Our actual results or performance may be materially different than reflected in forward-looking statements because of various risks and uncertainties. You can identify forward-looking statements by terminology such as “may,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential” or “continue”.

We make forward-looking statements about future events or our future financial performance, including earnings and sales growth, earnings per share, strategic plans and contingency plans, growth opportunities or economic downturns, our ability to respond to changes in market conditions, planned research and development efforts and product introductions, adequacy of facilities, access to and the costs of raw materials, shipping and supplier costs, gross margins, customer demand, our competitive position , capital expenditures, cash flow, tax-related matters, compliance with laws, and effects of acquisitions.
Our forward-looking statements may not be accurate or complete, and we do not intend to update or revise them in light of actual results. New risks also periodically arise. Please consider the risks and factors that could cause our results to differ materially from what is described in our forward-looking statements. See in particular “Factors Affecting Our Future Operating Results” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our 20172018 Annual Report on Form 10-K.

Item 3.Quantitative and Qualitative Disclosures About Market Risk
As of March 31, 20182019, there was no material change in the information provided under Item 7A in the Company’s Annual Report on Form 10-K for the year ended December 31, 20172018.

Item 4.Controls and Procedures
Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that these disclosure controls and procedures are effective. There were no changes in our internal control over financial reporting during the quarter ended March 31, 20182019 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.


We adopted ASC 842 "Leases" on January 1, 2019. As a result of adopting this new accounting standard we have modified processes and controls included in our framework of internal controls over financial reporting (ICFR). Management has implemented an additional system, processes, and controls that were designed and operating effectively as part of the implementation process. Such additional system, processes and controls include but are not limited to (i) the development, review and approval of certain management judgments and estimates in evaluating contract terms, (ii) evaluating the significant inputs subject to the determination of completeness and accuracy of the lease liability and the related lease right-of-use asset, and (iii) the ongoing accounting and financial reporting in accordance with ASC 842.


PART II. OTHER INFORMATION

Item 1.
Legal Proceedings. None
Item 1A.Risk Factors.
For the three months ended March 31, 20182019 there were no material changes from risk factors disclosed in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2017.2018.

Item 2.Unregistered Sales of Equity Securities and Use of Proceeds.
Issuer Purchases of Equity Securities
  (a)(b)(c)(d)
 
Total Number of
Shares Purchased
Average Price Paid
per Share
Total Number of
Shares Purchased as Part of Publicly Announced Program
Approximate Dollar
Value (in thousands of Shares that may yet be Purchased under the Program)
 
 
 January 1 to January 31, 201859,520
$653.43
59,520
$544,529
 February 1 to February 28, 201860,892
$638.78
60,892
$505,631
 March 1 to March 31, 201867,468
$607.06
67,468
$464,672
 Total187,880
$632.03
187,880
$464,672
  (a)(b)(c)(d)
 
Total Number of
Shares Purchased
Average Price Paid
per Share
Total Number of
Shares Purchased as Part of Publicly Announced Program
Approximate Dollar
Value (in thousands of Shares that may yet be Purchased under the Program)
 
 
 January 1 to January 31, 2019105,963
$575.72
105,963
$2,047,416
 February 1 to February 28, 201992,362
$660.49
92,362
$1,986,410
 March 1 to March 31, 201992,104
$697.42
92,104
$1,922,173
 Total290,429
$641.27
290,429
$1,922,173

The Company has a share repurchase program of which there was $464.7 million$1.9 billion common shares remaining to be repurchased under the program as of March 31, 2018.2019. We have purchased 26.927.8 million shares since the inception of the program through March 31, 2018.2019.
During both the three months ended March 31, 20182019 and 2017,2018, we spent $118.8$186.3 million and $125.0$118.8 million on the repurchase of 187,880290,429 and 275,088187,880 shares at an average price per share of $632.03$641.27 and $454.37,$632.03, respectively. We reissued 39,362171,752 shares and 76,84939,362 shares held in treasury for the exercise of stock options and restricted stock units for the three months ended March 31, 20182019 and 2017,2018, respectively.
Item 3.
Defaults Upon Senior Securities. None
Item 5.
Other information. None
Item 6.
Exhibits. See Exhibit Index below.Index.

SIGNATURE

Pursuant to the requirements 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.
Mettler-Toledo International Inc.
Date:May 4, 2018By:  /s/ Shawn P. Vadala
Shawn P. Vadala
Chief Financial Officer 


EXHIBIT INDEX

Exhibit No. Description
    
 
    
 
    
 32*
    
 101.INS*XBRL Instance Document
    
 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
_______________________
*    Filed herewith

SIGNATURE

Pursuant to the requirements 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.
Mettler-Toledo International Inc.
Date:May 10, 2019By:  /s/ Shawn P. Vadala
Shawn P. Vadala
Chief Financial Officer 


- 3233 -