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

Form 10-Q

(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2019, OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ____________ TO ________________
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2020, 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, OH 43240
and
Im Langacher, P.O. Box MT-100
CH 8606 Greifensee, Swizterland
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)

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

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

Indicate by checkmark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 No     
Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer. Accelerated filer Non-accelerated filer Smaller reporting company Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not 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

The Registrant had 24,354,20123,971,265 shares of Common Stock outstanding at SeptemberJune 30, 20192020.
 




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

  PAGE
  
   
 
   
  
   
 
   
 
   
 
   
 
   
 
   
 
Notes to the Interim Consolidated Financial Statements at SeptemberJune 30, 20192020                                                                                                                                                                                                                                                                                                                                                                             
   
   
   
   
  
   
   
   
   
   
   
   


PART I. FINANCIAL INFORMATION
Item 1.Financial Statements

METTLER-TOLEDO INTERNATIONAL INC.
INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
Three months ended SeptemberJune 30, 20192020 and 20182019
(In thousands, except share data)
(unaudited)

September 30,
2019
 September 30,
2018
June 30,
2020
 June 30,
2019
Net sales      
Products$586,756
 $576,340
$537,113
 $565,927
Service167,110
 158,506
153,560
 165,439
Total net sales753,866
 734,846
690,673
 731,366
Cost of sales      
Products233,369
 232,851
217,008
 226,816
Service85,441
 82,741
75,695
 85,012
Gross profit435,056
 419,254
397,970
 419,538
Research and development36,015
 34,838
31,193
 36,582
Selling, general and administrative202,826
 202,451
190,134
 205,215
Amortization12,329
 11,856
13,889
 12,326
Interest expense9,800
 9,003
9,582
 8,882
Restructuring charges6,732
 2,222
860
 2,891
Other charges (income), net(2,005) (1,479)(2,943) (1,574)
Earnings before taxes169,359
 160,363
155,255
 155,216
Provision for taxes39,964
 33,710
28,693
 28,056
Net earnings$129,395
 $126,653
$126,562
 $127,160


  

  
Basic earnings per common share:      
Net earnings$5.28
 $5.04
$5.29
 $5.15
Weighted average number of common shares24,487,268
 25,126,061
23,940,278
 24,698,032
      
Diluted earnings per common share:      
Net earnings$5.20
 $4.93
$5.22
 $5.06
Weighted average number of common and common equivalent shares24,880,179
 25,683,365
24,228,989
 25,118,352
      
Comprehensive income, net of tax (Note 10)$115,842
 $108,845
Comprehensive income, net of tax (Note 9)$128,658
 $115,481


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

METTLER-TOLEDO INTERNATIONAL INC.
INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
NineSix months ended SeptemberJune 30, 20192020 and 20182019
(In thousands, except share data)
(unaudited)

September 30,
2019
 September 30,
2018
June 30,
2020
 June 30,
2019
Net sales      
Products$1,677,030
 $1,649,762
$1,026,447
 $1,090,274
Service487,654
 467,901
313,388
 320,544
Total net sales2,164,684
 2,117,663
1,339,835
 1,410,818
Cost of sales      
Products670,401
 657,167
408,631
 437,032
Service251,370
 253,684
158,825
 165,929
Gross profit1,242,913
 1,206,812
772,379
 807,857
Research and development108,650
 104,866
65,580
 72,635
Selling, general and administrative612,466
 611,149
388,878
 409,640
Amortization36,877
 35,561
27,887
 24,548
Interest expense27,776
 25,671
19,801
 17,976
Restructuring charges11,146
 13,956
2,765
 4,414
Other charges (income), net(4,253) (5,795)(6,286) (2,248)
Earnings before taxes450,251
 421,404
273,754
 280,892
Provision for taxes81,891
 89,979
49,077
 41,927
Net earnings$368,360
 $331,425
$224,677
 $238,965
      
Basic earnings per common share:      
Net earnings$14.93
 $13.10
$9.37
 $9.65
Weighted average number of common shares24,677,546
 25,296,680
23,984,055
 24,774,262
      
Diluted earnings per common share:      
Net earnings$14.67
 $12.81
$9.25
 $9.48
Weighted average number of common and common equivalent shares25,103,173
 25,877,979
24,291,321
 25,217,359
      
Comprehensive income, net of tax (Note 10)$355,788
 $313,302
Comprehensive income, net of tax (Note 9)$202,745
 $239,946


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

METTLER-TOLEDO INTERNATIONAL INC.
INTERIM CONSOLIDATED BALANCE SHEETS
As of SeptemberJune 30, 20192020 and December 31, 20182019
(In thousands, except share data)
(unaudited)

 September 30,
2019
 December 31,
2018
ASSETS
Current assets:   
Cash and cash equivalents$120,534
 $178,110
Trade accounts receivable, less allowances of $16,370 at September 30, 2019   
and $15,469 at December 31, 2018503,247
 535,528
Inventories280,978
 268,821
Other current assets and prepaid expenses59,049
 63,401
Total current assets963,808
 1,045,860
Property, plant and equipment, net722,592
 717,526
Goodwill531,224
 534,780
Other intangible assets, net209,371
 217,308
Deferred tax assets, net34,599
 35,066
Other non-current assets174,275
 68,307
Total assets$2,635,869
 $2,618,847
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:   
Trade accounts payable$148,220
 $196,641
Accrued and other liabilities158,009
 156,449
Accrued compensation and related items147,299
 152,516
Deferred revenue and customer prepayments126,925
 105,381
Taxes payable90,225
 73,777
Short-term borrowings and current maturities of long-term debt48,577
 49,670
Total current liabilities719,255
 734,434
Long-term debt1,124,279
 985,021
Deferred tax liabilities, net39,954
 48,818
Other non-current liabilities314,080
 260,511
Total liabilities2,197,568
 2,028,784
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;   
issued 44,786,011 and 44,786,011 shares; outstanding 24,354,201 and   
24,921,963 shares at September 30, 2019 and December 31, 2018, respectively448
 448
Additional paid-in capital778,868
 764,717
Treasury stock at cost (20,430,810 shares at September 30, 2019, and 19,864,048 shares at December 31, 2018)(4,335,747) (3,814,604)
Retained earnings4,309,718
 3,941,916
Accumulated other comprehensive loss(314,986) (302,414)
Total shareholders’ equity438,301
 590,063
Total liabilities and shareholders’ equity$2,635,869
 $2,618,847


 June 30,
2020
 December 31,
2019
ASSETS
Current assets:   
Cash and cash equivalents$127,277
 $207,785
Trade accounts receivable, less allowances of $17,537 at June 30, 2020   
and $17,009 at December 31, 2019490,429
 566,256
Inventories299,746
 274,285
Other current assets and prepaid expenses72,356
 61,321
Total current assets989,808
 1,109,647
Property, plant and equipment, net743,393
 748,657
Goodwill537,624
 535,979
Other intangible assets, net202,131
 206,242
Deferred tax assets, net35,777
 36,978
Other non-current assets170,914
 151,818
Total assets$2,679,647
 $2,789,321
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:   
Trade accounts payable$155,901
 $185,592
Accrued and other liabilities162,355
 166,118
Accrued compensation and related items109,480
 155,402
Deferred revenue and customer prepayments150,742
 122,489
Taxes payable70,766
 69,043
Short-term borrowings and current maturities of long-term debt53,585
 55,868
Total current liabilities702,829
 754,512
Long-term debt1,146,590
 1,235,350
Deferred tax liabilities, net44,926
 45,267
Other non-current liabilities335,209
 333,412
Total liabilities2,229,554
 2,368,541
Commitments and contingencies (Note 15)


 

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;   
issued 44,786,011 and 44,786,011 shares; outstanding 23,971,265 and   
24,125,317 shares at June 30, 2020 and December 31, 2019, respectively448
 448
Additional paid-in capital792,689
 783,871
Treasury stock at cost (20,814,746 shares at June 30, 2020, and 20,660,694 shares at December 31, 2019)(4,717,962) (4,539,154)
Retained earnings4,720,523
 4,499,288
Accumulated other comprehensive loss(345,605) (323,673)
Total shareholders’ equity450,093
 420,780
Total liabilities and shareholders’ equity$2,679,647
 $2,789,321
The accompanying notes are an integral part of these interim consolidated financial statements.

METTLER-TOLEDO INTERNATIONAL INC.
INTERIM CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
NineSix months ended SeptemberJune 30, 20192020 and 20182019
(In thousands, except share data)
(unaudited)

    Additional Paid-in Capital     Accumulated Other Comprehensive Income (Loss)      Additional Paid-in Capital     Accumulated Other Comprehensive Income (Loss)  
Common Stock Treasury Stock Retained Earnings  Common Stock Treasury Stock Retained Earnings  
Shares Amount TotalAccumulated Other Comprehensive Income (Loss)
Balance at December 31, 201725,541,393
 $448
 $747,138
 $(3,368,182) $3,433,282
 $(265,406) 
Exercise of stock options and restricted stock units39,362
 
 
 5,900
 (231) 
 
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
Exercise of stock options and restricted stock units29,291
 
 
 4,485
 (194) 
 4,291
Repurchases of common stock(208,338) 
 
 (118,749) 
 
 (118,749)
Share-based compensation
 
 3,882
 
 
 
 3,882
Net earnings
 
 
 
 111,468
 
 111,468
Other comprehensive income (loss), net of tax
 
 
 
 
 (29,205) (29,205)
Balance at June 30, 201825,213,828
 $448
 $755,374
 $(3,595,296) $3,637,629
 $(265,721) $532,434
Exercise of stock options and restricted stock units33,521
 
 
 5,241
 (424) 
 4,817
Repurchases of common stock(202,321) 
 
 (118,750) 
 
 (118,750)
Share-based compensation
 
 4,269
 
 
 
 4,269
Net earnings
 
 
 
 126,653
 
 126,653
Other comprehensive income (loss), net of tax
 
 
 
 
 (17,808) (17,808)
Balance at September 30, 201825,045,028
 $448
 $759,643
 $(3,708,805) $3,763,858
 $(283,529) $531,615
             Shares Amount Additional Paid-in Capital Treasury Stock Retained Earnings TotalAccumulated Other Comprehensive Income (Loss)
Balance at December 31, 201824,921,963
 $448
 $764,717
 $(3,814,604) $3,941,916
 $(302,414) $590,063
24,921,963
 $448
 $(302,414) 
Exercise of stock options and restricted stock units171,752
 
 751
 28,257
 (18) 
 28,990
171,752
 
 28,257
 (18) 
 
Repurchases of common stock(290,429) 
 
 (186,250) 
 
 (186,250)(290,429) 
 
 (186,250) 
 
 (186,250)
Share-based compensation
 
 4,482
 
 
 
 4,482

 
 4,482
 
 
 
 4,482
Net earnings
 
 
 
 111,805
 
 111,805

 
 
 
 111,805
 
 111,805
Other comprehensive income (loss), net of tax
 
 
 
 
 12,660
 12,660

 
 
 
 
 12,660
 12,660
Balance at March 31, 201924,803,286
 $448
 $769,950
 $(3,972,597) $4,053,703
 $(289,754) $561,750
24,803,286
 $448
 $769,950
 $(3,972,597) $4,053,703
 $(289,754) $561,750
Exercise of stock options and restricted stock units54,843
 
 
 9,307
 (540) 
 8,767
54,843
 
 
 9,307
 (540) 
 8,767
Repurchases of common stock(248,897) 
 
 (186,250) 
 
 (186,250)(248,897) 
 
 (186,250) 
 
 (186,250)
Share-based compensation
 
 4,338
 
 
 
 4,338

 
 4,338
 
 
 
 4,338
Net earnings
 
 
 
 127,160
 
 127,160

 
 
 
 127,160
 
 127,160
Other comprehensive income (loss), net of tax
 
 
 
 
 (11,679) (11,679)
 
 
 
 
 (11,679) (11,679)
Balance at June 30, 201924,609,232
 $448
 $774,288
 $(4,149,540) $4,180,323
 $(301,433) $504,086
24,609,232
 $448
 $774,288
 $(4,149,540) $4,180,323
 $(301,433) $504,086
             
Balance at December 31, 201924,125,317
 $448
 $783,871
 $(4,539,154) $4,499,288
 $(323,673) $420,780
Exercise of stock options and restricted stock units246
 
 117
 43
 
 
 160
50,372
 
 
 9,355
 (2,220) 
 7,135
Repurchases of common stock(255,277) 
 
 (186,250) 
 
 (186,250)(268,161) 
 
 (200,000) 
 
 (200,000)
Share-based compensation
 
 4,463
 
 
 
 4,463

 
 4,395
 
 
 
 4,395
Net earnings
 
 
 
 129,395
 
 129,395

 
 
 
 98,115
 
 98,115
Other comprehensive income (loss), net of tax
 
 
 
 
 (13,553) (13,553)
 
 
 
 
 (24,028) (24,028)
Balance at September 30, 201924,354,201
 $448
 $778,868
 $(4,335,747) $4,309,718
 $(314,986) $438,301
Balance at March 31, 202023,907,528
 $448
 $788,266
 $(4,729,799) $4,595,183
 $(347,701) $306,397
Exercise of stock options and restricted stock units63,737
 
 
 11,837
 (1,222) 
 10,615
Share-based compensation
 
 4,423
 
 
 
 4,423
Net earnings
 
 
 
 126,562
 
 126,562
Other comprehensive income (loss), net of tax
 
 
 
 
 2,096
 2,096
Balance at June 30, 202023,971,265
 $448
 $792,689
 $(4,717,962) $4,720,523
 $(345,605) $450,093

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

METTLER-TOLEDO INTERNATIONAL INC.
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
NineSix months ended SeptemberJune 30, 20192020 and 20182019
(In thousands)
(unaudited)

September 30,
2019
 September 30,
2018
June 30,
2020
 June 30,
2019
Cash flows from operating activities:      
Net earnings$368,360
 $331,425
$224,677
 $238,965
Adjustments to reconcile net earnings to net cash provided by operating activities:      
Depreciation29,348
 27,889
20,327
 19,390
Amortization36,877
 35,561
27,887
 24,548
Deferred tax benefit(17,963) (11,901)(4,570) (14,881)
Share-based compensation13,283
 12,505
8,818
 8,820
Other(28) (2,706)
Increase (decrease) in cash resulting from changes in:      
Trade accounts receivable, net23,096
 26,017
71,081
 36,674
Inventories(17,494) (26,224)(26,081) (16,848)
Other current assets(7,713) 863
(10,050) (9,748)
Trade accounts payable(45,659) (7,753)(28,136) (36,216)
Taxes payable16,658
 13,482
762
 (487)
Accruals and other2,976
 (32,725)(35,963) (24,352)
Net cash provided by operating activities401,741
 366,433
248,752
 225,865
Cash flows from investing activities:      
Proceeds from sale of property, plant and equipment1,248
 7,809
2,025
 1,216
Purchase of property, plant and equipment(71,627) (96,665)(37,089) (44,699)
Acquisitions(2,004) (4,962)(6,242) (504)
Net hedging settlements on intercompany loans(4,099) (780)(9,281) (1,226)
Net cash used in investing activities(76,482) (94,598)(50,587) (45,213)
Cash flows from financing activities:      
Proceeds from borrowings807,711
 772,274
1,076,098
 638,830
Repayments of borrowings(660,795) (703,704)(1,168,125) (532,729)
Proceeds from stock option exercises37,916
 14,777
17,750
 37,757
Repurchases of common stock(558,749) (356,249)(200,000) (372,500)
Acquisition contingent consideration payment(10,000) 

 (10,000)
Other financing activities1,753
 (1,664)(800) 1,753
Net cash used in financing activities(382,164) (274,566)(275,077) (236,889)
Effect of exchange rate changes on cash and cash equivalents(671) (8,508)(3,596) 2,566
Net (decrease) increase in cash and cash equivalents(57,576) (11,239)
Net decrease in cash and cash equivalents(80,508) (53,671)
Cash and cash equivalents:      
Beginning of period178,110
 148,687
207,785
 178,110
End of period$120,534
 $137,448
$127,277
 $124,439


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

- 7 -

Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (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, 20182019.
The accompanying interim consolidated financial statements reflect all adjustments which, in the opinion of management, are necessary for a fair statement of the results of the interim periods presented. Operating results for the three and ninesix months ended SeptemberJune 30, 20192020 are not necessarily indicative of the results to be expected for the full year ending December 31, 2019.2020.
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.estimates due to the uncertainty around the magnitude and duration of the COVID-19 pandemic, as well as other factors. 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, 2018.2019.
All intercompany transactions and balances have been eliminated.
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 accountsexpected credit losses represents the Company’s best estimate based on historical information, current information, and reasonable and supportable forecasts of probable credit losses in its existing trade accounts receivable. The Company determines the allowance based upon a review of both specific accounts for collectionfuture events and the age of the accounts receivable portfolio.circumstances.

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Table of Contents
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
(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:
September 30,
2019
 December 31,
2018
June 30,
2020
 December 31,
2019
Raw materials and parts$128,371
 $122,945
$143,603
 $129,294
Work-in-progress45,843
 47,098
49,867
 43,202
Finished goods106,764
 98,778
106,276
 101,789
$280,978
 $268,821
$299,746
 $274,285

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 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 of benefit. 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 "Intangible - Goodwill and Other" and ASC 360 "Property, Plant and Equipment".
Other intangible assets consisted of the following:
September 30, 2019 December 31, 2018June 30, 2020 December 31, 2019
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$197,467
 $(56,508) $140,959
 $197,942
 $(49,887) $148,055
$200,104
 $(63,108) $136,996
 $197,764
 $(58,851) $138,913
Proven technology and patents75,482
 (46,076) 29,406
 73,880
 (42,750) 31,130
75,857
 (48,797) 27,060
 75,170
 (46,532) 28,638
Tradenames (finite life)4,482
 (2,981) 1,501
 4,504
 (2,874) 1,630
4,556
 (3,149) 1,407
 4,594
 (3,124) 1,470
Tradenames (indefinite life)35,442
 
 35,442
 35,500
 
 35,500
35,474
 
 35,474
 35,474
 
 35,474
Other5,455
 (3,392) 2,063
 3,684
 (2,691) 993
5,705
 (4,511) 1,194
 5,462
 (3,715) 1,747
$318,328
 $(108,957) $209,371
 $315,510
 $(98,202) $217,308
$321,696
 $(119,565) $202,131
 $318,464
 $(112,222) $206,242


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

The Company recognized amortization expense associated with the above intangible assets of $3.8$3.9 million and $3.6$3.7 million for the three months ended SeptemberJune 30, 20192020 and 2018,2019, respectively and $11.3$7.9 million and $10.7$7.4 million for the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively. The annual aggregate amortization expense based on the current balance of other intangible assets is estimated at $15.1 million for 2019, $15.4$15.8 million for 2020, $14.1$14.6 million for 2021, $13.2 million for 2022, $13.9 million for 2023, $12.7 million for 2022, $13.32024 and $11.6 million for 2023 and $11.7 million for 2024.2025. Purchased intangible amortization was $3.7 million, $2.8 million after tax, and $3.4$3.5 million, $2.5$2.6 million after tax, for the three months ended SeptemberJune 30, 20192020 and 2018,2019, respectively and $10.6$7.5 million, $8.0$5.6 million after tax, and $10.0$6.9 million, $7.5$5.2 million after tax, for the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively.
In addition to the above amortization, the Company recorded amortization expense associated with capitalized software of $8.4$9.9 million and $8.2$8.5 million for the three months ended SeptemberJune 30, 20192020 and 2018,2019, respectively and $25.4$19.9 million and $24.7$17.0 million for the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, 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 shipping terms. To the extent the Company’s arrangements 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 stand-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.


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

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 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 obligations are affected by product failure rates, material usage and service costs incurred in correcting a product failure.
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 other comprehensive income with a corresponding offset to additional paid-in capital in the consolidated balance sheet. The Company recorded $4.5$4.4 million and $13.3$8.8 million of share-based compensation expense for the three and ninesix months ended SeptemberJune 30, 2019,2020, respectively, compared to $4.3 million and $12.5$8.8 million for the corresponding periods in 2018.2019.

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

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

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
In June 2016, the FASB issued ASU 2016-13: Financial Instruments - Credit Losses. The ASU requires the allowance for doubtful accounts to be estimated based on an incurred loss model, which considers historical and forecasted conditions. The guidance became effective for the Company January 1, 2020 on a prospective basis and did not have an impact on the consolidated financial statements.

In August 2018, the FASB issued ASU 2018-14 "Compensation2018-14: Compensation - Retirement Benefit"Benefit which amends the current disclosure requirements for defined benefit pension plans and other post-retirement plans. The change in the disclosures will be applied retrospectively and becomebecomes effective December 15, 2020 with early adoption permitted. The Company is currently evaluating the impact of this guidance on the benefit plan disclosuresdisclosures.

In August 2018, the FASB issued ASU 2018-15: Internal-Use Software which clarifies the accounting for implementation costs associated with cloud-computing internal-use software arrangements. The implementation costs should be capitalized and expensed over the timingservice term, including options to extend, and recognized in selling, general, and administrative in the statement of adoption.
3.REVENUE
Onoperations. The guidance became effective January 1, 2018, the Company adopted ASC 606 "Revenue from Contracts with Customers"2020 and all the related amendments using the modified retrospective method, whereby theis applied on a prospective basis. The adoption does not impact any prior periods. The effect of adopting the new standardthis guidance did not require any cumulative effect adjustmenthave a material impact on the consolidated financial statements.

In December 2019, the FASB issued ASU 2019-12: Income Taxes which removes certain exceptions to retained earnings asthe general principles of January 1, 2018. There was no impactASC 740 related to our consolidated statementsintraperiod tax allocation exceptions, deferred tax liabilities related to outside basis differences, and year-to-date losses in interim periods. In addition, the ASU amends the interim guidance to clarify that all tax effects, both deferred and current, related to enactments of operationstax laws or rate changes should be accounted for in the interim period that includes the enactment date. The change is applied prospectively and comprehensive income, balance sheets, or statements of cash flows as of and for the period ended September 30, 2018.
becomes effective December 15, 2020 with early adoption permitted. The Company disaggregates revenue fromis currently evaluating the impact of this guidance on the consolidated financial statements.

In March 2020, the FASB issued ASU 2020-04: Reference Rate Reform which provides optional expedients and exceptions for applying GAAP to contracts, with customershedging relationships, and other transactions affected by product, service, timingdiscontinuance of revenue recognition and geography. A summary byLIBOR or another referenced rate. The guidance may be applied to any applicable contract entered into before December 31, 2022. The Company is currently evaluating the Company’s reportable segments forimpact of this guidance on the three and nine months ended September 30, 2019 and 2018 follows:
For the three months ended September 30, 2019U.S. Operations Swiss Operations Western European Operations Chinese Operations Other Operations Total
Product Revenue$203,291
 $26,114
 $120,510
 $129,163
 $107,678
 $586,756
Service Revenue:           
Point in time53,035
 5,191
 31,852
 10,111
 27,665
 127,854
Over time12,712
 2,110
 16,290
 3,018
 5,126
 39,256
Total$269,038
 $33,415
 $168,652
 $142,292
 $140,469
 $753,866
consolidated financial statements.

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

3.REVENUE
For the three months ended September 30, 2018U.S. Operations Swiss Operations Western European Operations Chinese Operations Other Operations Total
Product Revenue$195,554
 $24,791
 $124,412
 $127,050
 $104,533
 $576,340
Service Revenue:           
Point in time48,910
 4,663
 29,365
 10,200
 25,645
 118,783
Over time10,915
 2,009
 19,393
 2,848
 4,558
 39,723
Total$255,379
 $31,463
 $173,170
 $140,098
 $134,736
 $734,846

For the nine months ended September 30, 2019U.S. Operations Swiss Operations Western European Operations Chinese Operations Other Operations Total
Product Revenue$580,155
 $77,142
 $352,260
 $364,620
 $302,853
 $1,677,030
Service Revenue:           
Point in time156,221
 15,176
 97,182
 27,363
 80,324
 376,266
Over time35,202
 6,032
 48,798
 8,490
 12,866
 111,388
Total$771,578
 $98,350
 $498,240
 $400,473
 $396,043
 $2,164,684
For the nine months ended September 30, 2018U.S. Operations Swiss Operations Western European Operations Chinese Operations Other Operations Total
Product Revenue$559,566
 $75,520
 $365,680
 $351,052
 $297,944
 $1,649,762
Service Revenue:           
Point in time146,515
 14,410
 92,331
 28,212
 74,853
 356,321
Over time30,517
 6,152
 54,303
 8,037
 12,571
 111,580
Total$736,598
 $96,082
 $512,314
 $387,301
 $385,368
 $2,117,663
The Company disaggregates revenue from contracts with customers by product, service, timing of revenue recognition and geography. A summary of revenue by major geographic destinationthe Company’s reportable segments for the three and ninesix months ended SeptemberJune 30, 2020 and 2019 follows:
For the three months ended June 30, 2020U.S. Operations Swiss Operations Western European Operations Chinese Operations Other Operations Total
Product Revenue$188,363
 $22,012
 $104,458
 $128,151
 $94,129
 $537,113
Service Revenue:           
Point in time46,342
 4,726
 27,945
 9,784
 23,490
 112,287
Over time14,635
 2,210
 16,648
 2,972
 4,808
 41,273
Total$249,340
 $28,948
 $149,051
 $140,907
 $122,427
 $690,673
For the three months ended June 30, 2019U.S. Operations Swiss Operations Western European Operations Chinese Operations Other Operations Total
Product Revenue$202,608
 $24,362
 $115,195
 $124,042
 $99,720
 $565,927
Service Revenue:           
Point in time53,054
 5,035
 32,553
 9,548
 27,800
 127,990
Over time12,227
 1,961
 15,933
 2,869
 4,459
 37,449
Total$267,889
 $31,358
 $163,681
 $136,459
 $131,979
 $731,366

 Three Months Ended Nine Months Ended
 2019 2018 2019 2018
Americas$298,304
 $280,512
 $849,282
 $807,119
Europe212,736
 216,956
 629,600
 643,514
Asia / Rest of World242,826
 237,378
 685,802
 667,030
Total$753,866
 $734,846
 $2,164,684
 $2,117,663
For the six months ended June 30, 2020U.S. Operations Swiss Operations Western European Operations Chinese Operations Other Operations Total
Product Revenue$365,799
 $46,288
 $210,335
 $218,472
 $185,553
 $1,026,447
Service Revenue:           
Point in time96,577
 10,282
 59,336
 16,890
 49,166
 232,251
Over time28,374
 4,274
 32,705
 6,144
 9,640
 81,137
Total$490,750
 $60,844
 $302,376
 $241,506
 $244,359
 $1,339,835
For the six months ended June 30, 2019U.S. Operations Swiss Operations Western European Operations Chinese Operations Other Operations Total
Product Revenue$376,864
 $51,027
 $231,751
 $235,457
 $195,175
 $1,090,274
Service Revenue:           
Point in time102,707
 9,985
 65,328
 17,252
 52,660
 247,932
Over time22,969
 3,923
 32,508
 5,472
 7,740
 72,612
Total$502,540
 $64,935
 $329,587
 $258,181
 $255,575
 $1,410,818

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

A summary of revenue by major geographic destination for the three and six months ended June 30 follows:
 Three Months Ended Six Months Ended
 2020 2019 2020 2019
Americas$270,291
 $292,345
 $535,124
 $550,978
Europe194,165
 207,309
 388,992
 416,864
Asia / Rest of World226,217
 231,712
 415,719
 442,976
Total$690,673
 $731,366
 $1,339,835
 $1,410,818
The Company's global revenue mix by product category is comprised of laboratory (52%(54% of sales), industrial (41%(40% of sales) and retail (7%(6% 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 summary of the Company’s revenue by product category for the three and ninesix months ended SeptemberJune 30 is as follows:
Three Months Ended Nine Months EndedThree Months Ended Six Months Ended
2019 2018 2019 20182020 2019 2020 2019
Laboratory$388,441
 $368,967
 $1,127,833
 $1,075,853
$359,471
 $379,659
 $716,562
 $739,392
Industrial315,337
 305,248
 889,716
 873,181
288,824
 303,059
 541,179
 574,379
Retail50,088
 60,631
 147,135
 168,629
42,378
 48,648
 82,094
 97,047
Total$753,866
 $734,846
 $2,164,684
 $2,117,663
$690,673
 $731,366
 $1,339,835
 $1,410,818


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 customer. Unbilled revenue as of SeptemberJune 30, 20192020 and December 31, 20182019 was $21.6$24.8 million and $12.4$17.4 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 six month periods ended Septemberending June 30, 20192020 and 2018:2019:
 2019 2018 2020 2019
Beginning balances as of January 1 $105,381
 $107,166
 $122,489
 $105,381
Customer pre-payments/deferred revenue 466,617
 469,173
 278,015
 306,667
Revenue recognized (442,904) (450,312) (251,462) (283,508)
Foreign currency translation (2,169) (2,501) 1,700
 164
Ending balance as of September 30 $126,925
 $123,526
Ending balance as of June 30 $150,742
 $128,704

The Company generally expenses sales commissions when incurred because the amortization 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 prepayments and deferred revenue above as most contracts have an expected length of one year or less and amounts greater than one year are immaterial.
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 is amortized on a straight-line basis over 10 years 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 $10.0 million which was paid in the first quarter of 2019.

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

5.4.     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 portion of the cash flow hedges, also see Note 65 and Note 109 to the interim consolidated financial statements. As also mentioned in Note 8,7, the Company has designated its euro-denominated debt as a hedge of a portion of its net investment in euro-denominated foreign subsidiary.
Cash Flow Hedges
In June 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 0.82%. The swap began in June 2019 and matures in June 2023.
In June 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 0.95%. The swap began in June 2019 and matures in June 2021.
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 matured 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 of borrowings under the Company's credit agreement to a fixed obligation of 2.25% beginning in February 2017 and matures in February 2022.
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 of borrowings under the Company’s credit facility 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 SeptemberJune 30, 20192020 and December 31, 2018,2019, respectively. A derivative gainloss of $2.7$0.5 million based upon interest rates and foreign currency rates at SeptemberJune 30, 2019,2020, is expected to be reclassified from other comprehensive income (loss) to earnings in the next twelve months. The cash flow hedges remain effective as of June 30, 2020.
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

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

comprehensive income (loss) to earnings in the next twelve months. Through September 30, 2019, no hedge ineffectiveness has occurred in relation to the cash flow hedges.
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 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 SeptemberJune 30, 20192020 and December 31, 2018,2019, respectively, and disclosed in Note 6.5. The Company recognized in other charges (income), related to these instruments, a net gain of $0.3 million and a net loss of $3.7 million and $4.4$9.2 million during the three months ended SeptemberJune 30, 20192020 and 2018,2019, respectively, and a net loss of $8.2$7.0 million and $0.2$4.5 million during the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively. The gains and losses are primarily offset by the underlying transaction gains and losses on the related intercompany balances. At SeptemberJune 30, 20192020 and December 31, 2018,2019, these contracts had a notional value of $446.2$478.2 million and $436.7$494.6 million, respectively.    
6.5.    FAIR VALUE MEASUREMENTS
At SeptemberJune 30, 20192020 and December 31, 2018,2019, the Company had derivative assets totaling $0.6$1.4 million and $3.2$1.6 million respectively, and derivative liabilities totaling $5.6$14.8 million and $1.1$9.0 million, respectively. The Company has limited involvement with derivative financial instruments and therefore does not need to present all the required disclosures in tabular format. The fair values of the interest rate swap agreements, the cross-currency swap agreements and foreign currency forward contracts that economically hedge short-term intercompany balances are estimated based upon inputs from current valuation information obtained from dealer quotes and priced with observable market assumptions and appropriate valuation adjustments for credit risk. The Company has evaluated the valuation methodologies used to develop the fair values by dealers in order to 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 SeptemberJune 30, 20192020 and December 31, 2018.2019.
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

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

The following table presents the Company's assets and liabilities, which are all categorized as Level 2, andthat are measured at fair value on a recurring basisbasis.
  June 30, 2020 December 31, 2019 Balance Sheet Classification
Foreign currency forward contracts not designated as hedging instruments $1,426
 $1,568
 Other current assets and prepaid expenses
Total derivative assets $1,426
 $1,568
  
       
Foreign currency forward contracts not designated as hedging instruments $2,701
 $2,392
 Accrued and other liabilities
Cash Flow Hedges:      
Interest rate swap agreements 398
 371
 Accrued and other liabilities
Cross currency swap agreement 5,606
 
 Accrued and other liabilities
Interest rate swap agreements 3,580
 1,548
 Other non-current liabilities
Cross currency swap agreement 2,519
 4,706
 Other non-current liabilities
Total derivative liabilities $14,804
 $9,017
  

The Company had $14.8 million and $8.2 million of cash equivalents at SeptemberJune 30, 20192020 and December 31, 2018. The Company does not have any assets or liabilities that are categorized as Level 1 or Level 3.
  September 30, 2019 December 31, 2018 Balance Sheet Location
Foreign currency forward contracts not designated as hedging instruments $558
 $1,534
 Other current assets and prepaid expenses
Cash Flow Hedges:      
Interest rate swap agreements 
 545
 Other non-current assets
Cross currency swap agreement 
 1,154
 Other current assets and prepaid expenses
Total derivative assets $558
 $3,233
  
       
Foreign currency forward contracts not designated as hedging instruments $2,254
 $1,059
 Accrued and other liabilities
Cash Flow Hedges:      
Interest rate swap agreements 2,444
 27
 Other non-current liabilities
Cross currency swap agreement 885
 
 Other non-current liabilities
Total derivative liabilities $5,583
 $1,086
  

At September 30, 2019, and December 31, 2018, the Company had $12.8 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 debt exceeds the carrying value by approximately $31.5$35.6 million as of SeptemberJune 30, 2019.2020. 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.
7.6.    INCOME TAXES
The Company's reported tax rate was 23.6%18.5% and 21%18.1% during the three months ended SeptemberJune 30, 20192020 and 2018,2019, respectively and 18.2%17.9% and 21.4%14.9% during the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively. The provision for taxes is based upon using the Company's projected annual effective tax rate of 20%20.5% and 21.5%20.0% before non-recurring discrete tax items during 20192020 and 2018,2019, respectively. The difference between the Company's projected annual effective tax rate and the reported tax rate is primarily related to the timing of excess tax benefits associated with stock option exercises.
In May 2019, a public referendum was held in Switzerland that approved Swiss federal tax reform proposals previously approved by Swiss Parliament. The changes in Swiss federal tax had an immaterial effect on the Company's financial statements. Additional changes in Swiss cantonal law were enacted in October 2019. The Company expects it will recognize a discrete non-cash deferred tax benefit as a result of the enactment of the cantonal law in the fourth quarter; however we are currently unable to reasonably estimate such amount as the Swiss authorities are still providing interpretive guidance on the new law and related transitional methodology.

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

On December 22, 2017, the Tax Cuts and Jobs Act (the "Act") significantly revised U.S. corporate income tax law. The Company's accounting for the above items was based upon reasonable estimates of the tax effects of the Act, and its evaluation of recently issued regulatory guidance. In January 2019, further interpretive guidance was issued related to Transition Tax. The Company has completed its analysis of this recently issued guidance and concluded there is no additional impact to its financial position, results of operations, or cash flows.
8.7.    DEBT
Debt consisted of the following at SeptemberJune 30, 2019:2020:
 September 30, 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
3.91% $75 million Senior Notes due June 25 202975,000
 
 75,000
1.47% EUR 125 million Senior Notes due June 17, 2030
 136,747
 136,747
Debt issuance costs, net(1,111) (307) (1,418)
Total Senior Notes423,889
 136,440
 560,329
$1.1 billion Credit Agreement, interest at LIBOR plus 87.5 basis points485,016
 78,934
 563,950
Other local arrangements1,058
 47,519
 48,577
Total debt909,963
 262,893
 1,172,856
Less: current portion(1,058) (47,519) (48,577)
Total long-term debt$908,905
 $215,374
 $1,124,279
 June 30, 2020
 U.S. Dollar Other Principal Trading Currencies Total
3.67% $50 million ten-year Senior Notes due December 17, 2022$50,000
 $
 $50,000
4.10% $50 million ten-year Senior Notes due September 19, 202350,000
 
 50,000
3.84% $125 million ten-year Senior Notes due September 19, 2024125,000
 
 125,000
4.24% $125 million ten-year Senior Notes due June 25, 2025125,000
 
 125,000
3.91% $75 million ten-year Senior Notes due June 25, 202975,000
 
 75,000
3.19% $50 million fifteen-year Senior Notes due January 24, 203550,000
 
 50,000
1.47% Euro 125 million fifteen-year Senior Notes due June 17, 2030
 140,245
 140,245
1.30% Euro 135 million fifteen-year Senior Notes due November 6, 2034
 151,464
 151,464
Debt issuance costs, net(1,051) (1,105) (2,156)
Total Senior Notes473,949
 290,604
 764,553
$1.1 billion Credit Agreement, interest at LIBOR plus 97.5 basis points299,997
 81,080
 381,077
Other local arrangements2,723
 51,822
 54,545
Total debt776,669
 423,506
 1,200,175
Less: current portion(1,763) (51,822) (53,585)
Total long-term debt$774,906
 $371,684
 $1,146,590

As of SeptemberJune 30, 2019,2020, the Company had $529.2$712.1 million of availability remainingadditional borrowings available under its Credit Agreement.
1.30% Euro-Senior NotesAgreement, and 3.19% Senior Notes
In November 2019, the Company entered into an agreement to issue and sell EUR 135maintained $127.3 million of fifteen years 1.30% Euro-Senior Notes ("1.30% Senior Notes")cash and cash equivalents.
On January 24, 2020, the Company issued $50 million of fifteen years 3.19%fifteen-year Senior Notes ("3.19% Senior Notes") in a private placement. The proceeds will be used to repay outstanding amounts on the Company's credit facility and fund operational expenses. The Company also entered into a forward contract to receive $149.9 million at the time of issuing the EUR 135 million Euro-Senior Notes.
The Company issued the 1.30% Euro-Senior Notesnotes with a fixed interest rate of 1.30% in November 2019. The 1.30% Euro-Senior Notes are unsecured obligations of the Company and3.19%, which will mature in November 1, 2034. Interest onJanuary 24, 2035. The terms of the 1.30% Euro-Senior Notes is payable semi-annually in April and November of each year.
The Company will issue the 3.19% Senior Notes with a fixed interest rate of 3.19% in January 2020. The 3.19% Senior Notes are unsecured obligationsconsistent with the previously issued Senior Notes as described in the Company's Annual Report on Form 10-K for the year ended December 31, 2019. The Company used the proceeds from the sale of the Companynotes to refinance existing indebtedness and will mature in January 1, 2035. Interest on the 3.19% Senior Notes is payable semi-annually in January and July of each year.

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

for other general corporate purposes. The Company will designate the 1.30% Euro-Senior Notes as a hedge of a portion ofwas in compliance with its net investment in euro-denominated foreign subsidiaries to reduce foreign currency risk associated with the net investment in these operations. Changes in the fair value of this debt resulting from fluctuations in the euro to U.S. dollar exchange rates will be recorded as foreign currency translation adjustments within other comprehensive income (loss). The Company maycovenants at any time prepay the Senior Notes, in whole or in part, at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest, and if applicable a "make-whole" prepayment premium and a swap related currency loss.
3.91% Senior Notes
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 issued 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 proceeds were used to repay outstanding amounts on the Company's credit facility.
The 3.91% Senior Notes, the 1.30% Euro-Senior Notes and the 3.19% Senior Notes contain customary affirmative and negative covenants for agreements of this type that are substantially similar to those contained in previously issued debt of the Company. The 3.91% Senior Notes, 1.30% Euro-Senior Notes and the 3.19% Senior Notes also contain customary events of default with customer grace periods, as applicable.

1.47% Euro Senior Notes30, 2020.
The Company has designated the EUR 125 million 1.47% EuroSenior Notes and the EUR 135 million 1.30% Senior Notes as a hedge of a portion of its net investment in euro-denominated foreign subsidiaries to reduce foreign currency risk associated with the net investment in these operations.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 gain (loss)Company recorded in other comprehensive income (loss) related to this net investment hedge was a gainan unrealized loss of $5.3$2.1 million and a loss of $1.8$1.3 million for the three months ended SeptemberJune 30, 20192020 and 2018,2019, respectively, and a gainan unrealized loss of $6.3$0.1 million and $2.8an unrealized gain $1.0 million for the ninesix month periods ended SeptemberJune 30, 20192020 and 2018,2019, respectively. The Company has a gainloss of $5.0$1.6 million recorded in accumulated other comprehensive income (loss) as of SeptemberJune 30, 2019.2020.

Other Local Arrangements
In April 2018, two of the Company's non-U.S. pension plans issued loans totaling $39.6 million (Swiss franc 38 million) to a wholly owned subsidiary of the Company. The loans have the same terms

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

and conditions, which include an interest rate of Swiss franc LIBOR plus 87.5 basis points. The loans were renewed for one year in April 2019 and, as such, are classified as short-term debt on the Company's consolidated balance sheet.2020.

9.8.    SHARE REPURCHASE PROGRAM AND TREASURY STOCK
In November 2018, the Company's Board of Directors authorized an additional $2 billion to the share repurchase program, which has $1.5$1.1 billion of remaining availability as of SeptemberJune 30, 2019.2020. 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 did not repurchase any shares in the three month period ended June 30, 2020 and has purchased 28.9 million shares since the inception of the program in 2004 through June 30, 2020. During the six months ended June 30, 2020 and 2019, the Company spent $200 million and $372.5 million on the repurchase of 268,161 shares and 539,326 shares at an average price per share of $745.80 and $690.66, respectively. The Company also reissued 114,109 shares and 226,595 shares held in treasury upon the exercise of stock options and vesting of restricted stock units during the six months ended June 30, 2020 and 2019, respectively.
9.    ACCUMULATED OTHER COMPREHENSIVE INCOME
Comprehensive income (loss), net of tax consisted of the following as of June 30:
 Three Months Ended Six Months Ended
 2020 2019 2020 2019
Net earnings$126,562
 $127,160
 $224,677
 $238,965
Other comprehensive income (loss), net of tax2,096
 (11,679) (21,932) 981
Comprehensive income, net of tax$128,658
 $115,481
 $202,745
 $239,946

The following table presents changes in accumulated other comprehensive income by component for the six months ended June 30, 2020 and 2019:
 Currency Translation Adjustment, Net of Tax 
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, 2019$(61,015) $(1,222) $(261,436) $(323,673)
Other comprehensive income (loss), net of tax:       
Unrealized gains (losses) cash flow hedging arrangements
 (3,951) 
 (3,951)
Foreign currency translation adjustment(21,326) 
 (5,949) (27,275)
Amounts recognized from accumulated other comprehensive income (loss), net of tax
 2,195
 7,099
 9,294
Net change in other comprehensive income (loss), net of tax(21,326) (1,756) 1,150
 (21,932)
Balance at June 30, 2020$(82,341) $(2,978) $(260,286) $(345,605)


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

The Company has purchased 28.3 million shares since the inception of the program in 2004 through September 30, 2019. During the nine months ended September 30, 2019 and 2018, the Company spent $558.7 million and $356.2 million on the repurchase of 794,603 shares and 598,539 shares at an average price per share of $703.16 and $595.18, respectively. The Company also reissued 226,841 shares and 102,174 shares held in treasury for the exercise of stock options and restricted stock units during the nine months ended September 30, 2019 and 2018, respectively.
10.    ACCUMULATED OTHER COMPREHENSIVE INCOME
Comprehensive income (loss), net of tax consisted of the following as of September 30:
 Three Months Ended Nine Months Ended
 2019 2018 2019 2018
Net earnings$129,395
 $126,653
 $368,360
 $331,425
Other comprehensive income (loss), net of tax(13,553) (17,808) (12,572) (18,123)
Comprehensive income, net of tax$115,842
 $108,845
 $355,788
 $313,302
 Currency Translation Adjustment, Net of Tax 
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
 (2,957) 
 (2,957)
Foreign currency translation adjustment(685) 
 (1,114) (1,799)
Amounts recognized from accumulated other comprehensive income (loss), net of tax
 (268) 6,005
 5,737
Net change in other comprehensive income (loss), net of tax(685) (3,225) 4,891
 981
Balance at June 30, 2019$(64,598) $(2,523) $(234,312) $(301,433)

The following table presents changes inamounts recognized from accumulated other comprehensive income by component(loss) for the nine monthsthree and six month periods ended September 30, 2019 and 2018:June 30:
 Currency Translation Adjustment, Net of Tax 
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
 1,170
 
 1,170
Foreign currency translation adjustment(21,854) 
 2,677
 (19,177)
Amounts recognized from accumulated other comprehensive income (loss), net of tax
 (3,586) 9,021
 5,435
Net change in other comprehensive income (loss), net of tax(21,854) (2,416) 11,698
 (12,572)
Balance at September 30, 2019$(85,767) $(1,714) $(227,505) $(314,986)
  Three Months Ended June 30,  
  2020 2019 Location of Amounts Recognized in Earnings
Effective portion of (gains) / losses on cash flow hedging arrangements:      
Interest rate swap agreements $692
 $(50) Interest expense
Cross currency swap agreement 34
 1,455
 (a)
Total before taxes 726
 1,405
  
Provision for taxes 179
 100
 Provision for taxes
Total, net of taxes $547
 $1,305
  
       
Recognition of defined benefit pension and post-retirement items:      
Recognition of actuarial losses and prior service cost, before taxes $4,596
 $3,860
 (b)
Provision for taxes 1,000
 869
 Provision for taxes
Total, net of taxes $3,596
 $2,991
  

(a) The cross currency swap reflects an unrealized loss of $0.6 million recorded in other charges (income) that was offset by the underlying unrealized gain on the hedged debt. The cross currency swap also reflects a realized gain of $0.5 million recorded in interest expense.
 Currency Translation Adjustment, Net of Tax 
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
 6,523
 
 6,523
Foreign currency translation adjustment(32,206) 
 (749) (32,955)
Amounts recognized from accumulated other comprehensive income (loss), net of tax
 (2,528) 10,837
 8,309
Net change in other comprehensive income (loss), net of tax(32,206) 3,995
 10,088
 (18,123)
Balance at September 30, 2018$(63,546) $2,914
 $(222,897) $(283,529)

(b) These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension and post-retirement cost. See Note 11 for additional details for the three months ended June 30, 2020 and 2019.

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

The following table presents amounts recognized from accumulated other comprehensive income (loss) for the three and nine month periods ended September 30:
  Three Months Ended September 30,  
  2019 2018 Location of Amounts Recognized in Earnings
Effective portion of (gains) / losses on cash flow hedging arrangements:      
Interest rate swap agreements $31
 $97
 Interest expense
Cross currency swap agreement (3,621) (3,559) (a)
Total before taxes (3,590) (3,462)  
Provision for taxes (275) (252) Provision for taxes
Total, net of taxes $(3,315) $(3,210)  
       
Recognition of defined benefit pension and post-retirement items:      
Recognition of actuarial losses and prior service cost, before taxes $3,890
 $4,651
 (b)
Provision for taxes 874
 1,064
 Provision for taxes
Total, net of taxes $3,016
 $3,587
  

  Six Months Ended June 30,  
  2020 2019 Location of Amounts Recognized in Earnings
Effective portion of (gains) / losses on cash flow hedging arrangements:      
Interest rate swap agreements $940
 $(113) Interest expense
Cross currency swap agreement 1,620
 (199) (a)
Total before taxes 2,560
 (312)  
Provision for taxes 365
 (44) Provision for taxes
Total, net of taxes $2,195
 $(268)  
       
Recognition of defined benefit pension and post-retirement items:      
Recognition of actuarial losses and prior service cost, before taxes $9,089
 $7,749
 (b)
Provision for taxes 1,990
 1,744
 Provision for taxes
Total, net of taxes $7,099
 $6,005
  
(a) The cross currency swap reflects an unrealized gainloss of $2.4$3.1 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 $1.2$1.5 million recorded in interest expense.
(b) These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension and post-retirement cost. See Note 1211 for additional details for the threesix months ended SeptemberJune 30, 20192020 and 2018.2019.

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 and six months ended June 30, relating to outstanding stock options and restricted stock units:
  Nine Months Ended September 30,  
  2019 2018 Location of Amounts Recognized in Earnings
Effective portion of (gains) / losses on cash flow hedging arrangements:      
Interest rate swap agreements $(82) $531
 Interest expense
Cross currency swap agreement (3,823) (3,171) (a)
Total before taxes (3,905) (2,640)  
Provision for taxes (319) (112) Provision for taxes
Total, net of taxes $(3,586) $(2,528)  
       
Recognition of defined benefit pension and post-retirement items:      
Recognition of actuarial losses and prior service cost, before taxes $11,639
 $14,150
 (b)
Provision for taxes 2,618
 3,313
 Provision for taxes
Total, net of taxes $9,021
 $10,837
  
  2020 2019
Three months ended 288,711
 420,320
Six months ended 307,265
 443,097
(a) The cross currency swap reflects an unrealized gainOutstanding options and restricted stock units to purchase or receive 88,032 and 64,269 shares of $0.3 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 $3.5 million recorded in interest expense.
(b) These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension and post-retirement cost. See Note 12 for additional detailscommon stock for the nine monthsthree month period ended SeptemberJune 30, 2020 and 2019, respectively, have been excluded from the calculation of diluted weighted average number of common and 2018.common equivalent shares as such options and restricted stock units would be anti-dilutive. Options and restricted stock units to purchase or receive 88,261 and 75,026 for the six month period ended June 30, 2020 and 2019, respectively, have been excluded from the calculation of diluted weighted average of common and common equivalent shares as such options and restricted stock units would be anti-dilutive.

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

11.    EARNINGS PER COMMON SHARE
In accordance with the treasury stock method, the Company has included the following common equivalent shares in the calculation of diluted weighted average number of common shares outstanding for the three and nine months ended September 30, relating to outstanding stock options and restricted stock units:
  2019 2018
Three months ended 392,911
 557,304
Nine months ended 425,627
 581,299
Outstanding options and restricted stock units to purchase or receive 55,568 and 54,708 shares of common stock for the three month period ended September 30, 2019 and 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. Options and restricted stock units to purchase or receive 64,649 and 55,775 for the nine month period ended September 30, 2019 and 2018, respectively, have been excluded from the calculation of diluted weighted average of common and common equivalent shares as such options and restricted stock units would be anti-dilutive.
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 SeptemberJune 30:
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
2019 2018 2019 2018 2019 2018 2019 20182020 2019 2020 2019 2020 2019 2020 2019
Service cost, net$266
 $273
 $3,788
 $3,752
 $
 $
 4,054
 4,025
$326
 $266
 $4,528
 $3,799
 $
 $
 4,854
 4,065
Interest cost on projected benefit obligations1,146
 1,060
 2,547
 2,180
 16
 16
 3,709
 3,256
889
 1,146
 1,097
 2,520
 7
 16
 1,993
 3,682
Expected return on plan assets(1,472) (1,733) (7,342) (7,733) 
 
 (8,814) (9,466)(1,524) (1,472) (8,017) (7,218) 
 
 (9,541) (8,690)
Recognition of prior service cost
 
 (1,679) (1,727) 
 (93) (1,679) (1,820)
 
 (1,735) (1,637) (19) 
 (1,754) (1,637)
Recognition of actuarial losses/(gains)593
 1,451
 5,149
 5,331
 (173) (311) 5,569
 6,471
645
 593
 5,712
 5,062
 (7) (173) 6,350
 5,482
Net periodic pension cost/(credit)$533
 $1,051
 $2,463
 $1,803
 $(157) $(388) $2,839
 $2,466
$336
 $533
 $1,585
 $2,526
 $(19) $(157) $1,902
 $2,902


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 ninesix months ended SeptemberJune 30:
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
2019 2018 2019 2018 2019 2018 2019 20182020 2019 2020 2019 2020 2019 2020 2019
Service cost, net$797
 $817
 $11,290
 $11,416
 $
 $
 12,087
 12,233
$652
 $532
 $9,045
 $7,500
 $
 $
 9,697
 8,032
Interest cost on projected benefit obligations3,438
 3,182
 7,595
 6,534
 48
 48
 11,081
 9,764
1,778
 2,292
 2,332
 5,063
 14
 32
 4,124
 7,387
Expected return on plan assets(4,415) (5,197) (21,846) (23,408) 
 
 (26,261) (28,605)(3,048) (2,944) (16,104) (14,519) 
 
 (19,152) (17,463)
Recognition of prior service cost
 
 (5,033) (5,248) 
 (279) (5,033) (5,527)
 
 (3,460) (3,339) (38) 
 (3,498) (3,339)
Recognition of actuarial losses/(gains)1,780
 4,353
 15,410
 16,261
 (518) (937) 16,672
 19,677
1,290
 1,187
 11,311
 10,247
 (14) (346) 12,587
 11,088
Net periodic pension cost/(credit)$1,600
 $3,155
 $7,416
 $5,555
 $(470) $(1,168) $8,546
 $7,542
$672
 $1,067
 $3,124
 $4,952
 $(38) $(314) $3,758
 $5,705


As previously disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, the Company expects to make employer contributions of approximately $25.6 million to its non-U.S. pension plans during the year ended December 31, 2020. This estimate may change based upon several factors, including fluctuations in currency exchange rates, actual returns on plan assets and changes in legal requirements.


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

As previously disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2018, the Company expects to make employer contributions of approximately $25.3 million to its non-U.S. pension plans during the year ended December 31, 2019. This estimate may change based upon several factors, including fluctuations in currency exchange rates, actual returns on plan assets and changes in legal requirements.

13.12.    RESTRUCTURING CHARGES
For the three and ninesix months ended SeptemberJune 30, 2019,2020, the Company has incurred $6.7$0.9 million and $11.1$2.8 million of restructuring expenses, respectively, which primarily relates to employee related costs. Liabilities related to restructuring activities are included in accrued and other liabilities in the consolidated balance sheet. A rollforward of the Company’s accrual for restructuring activities for the ninesix months ended SeptemberJune 30, 20192020 is as follows:
 Total Total
Balance at December 31, 2018 $7,972
Balance at December 31, 2019 $6,701
Restructuring charges 11,146
 2,765
Cash payments and utilization (9,450) (4,627)
Impact of foreign currency (243) (10)
Balance at September 30, 2019 $9,425
Balance at June 30, 2020 $4,829


14.13.    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 SeptemberJune 30, 2020 and 2019 and 2018 were $1.2$3.0 million and $1.6$1.2 million, respectively and $3.5$5.9 million and $4.7$2.3 million for the ninesix months ended SeptemberJune 30, 2020 and 2019, and 2018, respectively.


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

15.14.    SEGMENT REPORTING
As disclosed in Note 1719 to the Company's consolidated financial statements for the year ended December 31, 2018,2019, 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 operating segments:
Net Sales to Net Sales to     As of September 30,Net Sales to Net Sales to     As of June 30,
For the three months endedExternal Other Total Net Segment 2019External Other Total Net Segment 2020
September 30, 2019Customers Segments Sales Profit Goodwill
June 30, 2020Customers Segments Sales Profit Goodwill
U.S. Operations$269,038
 $28,075
 $297,113
 $54,628
 $410,021
$249,340
 $27,515
 $276,855
 $52,581
 $414,370
Swiss Operations33,415
 160,736
 194,151
 54,226
 21,803
28,948
 142,487
 171,435
 48,248
 22,830
Western European Operations168,652
 42,794
 211,446
 29,888
 83,971
149,051
 39,699
 188,750
 30,345
 84,975
Chinese Operations142,292
 60,710
 203,002
 72,745
 615
140,907
 45,731
 186,638
 63,955
 621
Other (a)140,469
 1,513
 141,982
 17,938
 14,814
122,427
 875
 123,302
 13,122
 14,828
Eliminations and Corporate (b)
 (293,828) (293,828) (33,210) 

 (256,307) (256,307) (31,608) 
Total$753,866
 $
 $753,866
 $196,215
 $531,224
$690,673
 $
 $690,673
 $176,643
 $537,624


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

Net Sales to Net Sales to     Net Sales to Net Sales to     
For the nine months endedExternal Other Total Net Segment 
September 30, 2019Customers Segments Sales Profit 
For the six months endedExternal Other Total Net Segment 
June 30, 2020Customers Segments Sales Profit 
U.S. Operations$771,578
 $80,791
 $852,369
 $146,599
 $490,750
 $53,904
 $544,654
 $97,519
 
Swiss Operations98,350
 466,398
 564,748
 156,361
 60,844
 295,336
 356,180
 102,158
 
Western European Operations498,240
 126,050
 624,290
 77,842
 302,376
 81,413
 383,789
 54,452
 
Chinese Operations400,473
 170,135
 570,608
 197,718
 241,506
 94,480
 335,986
 109,505
 
Other (a)396,043
 4,108
 400,151
 45,425
 244,359
 1,771
 246,130
 24,148
 
Eliminations and Corporate (b)
 (847,482) (847,482) (102,148) 
 (526,904) (526,904) (69,861) 
Total$2,164,684
 $
 $2,164,684
 $521,797
 $1,339,835
 $
 $1,339,835
 $317,921
 

(a)Other includes reporting units in Eastern Europe, Latin America, Southeast Asia 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.
 Net Sales to Net Sales to     As of June 30,
For the three months endedExternal Other Total Net Segment 2019
June 30, 2019Customers Segments Sales Profit Goodwill
U.S. Operations$267,889
 $26,571
 $294,460
 $53,986
 $410,021
Swiss Operations31,358
 151,931
 183,289
 48,613
 22,157
Western European Operations163,681
 39,212
 202,893
 22,229
 86,749
Chinese Operations136,459
 52,568
 189,027
 65,489
 643
Other (a)131,979
 1,334
 133,313
 14,300
 14,987
Eliminations and Corporate (b)
 (271,616) (271,616) (26,876) 
Total$731,366
 $
 $731,366
 $177,741
 $534,557

 Net Sales to Net Sales to      
For the six months endedExternal Other Total Net Segment  
June 30, 2019Customers Segments Sales Profit  
U.S. Operations$502,540
 $52,716
 $555,256
 $91,971
  
Swiss Operations64,935
 305,662
 370,597
 102,135
  
Western European Operations329,587
 83,257
 412,844
 47,954
  
Chinese Operations258,181
 109,425
 367,606
 124,973
  
Other (a)255,575
 2,595
 258,170
 27,487
  
Eliminations and Corporate (b)
 (553,655) (553,655) (68,938)  
Total$1,410,818
 $
 $1,410,818
 $325,582
  

(a)Other includes reporting units in Eastern Europe, Latin America, Southeast Asia 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.

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

 Net Sales to Net Sales to     As of September 30,
For the three months endedExternal Other Total Net Segment 2018
September 30, 2018Customers Segments Sales Profit Goodwill
U.S. Operations$255,379
 $25,050
 $280,429
 $41,890
 $410,022
Swiss Operations31,463
 148,418
 179,881
 44,542
 22,404
Western European Operations173,170
 41,923
 215,093
 30,046
 89,915
Chinese Operations140,098
 64,079
 204,177
 75,762
 644
Other (a)134,736
 1,334
 136,070
 19,179
 14,877
Eliminations and Corporate (b)
 (280,804) (280,804) (29,454) 
Total$734,846
 $
 $734,846
 $181,965
 $537,862

 Net Sales to Net Sales to      
For the nine months endedExternal Other Total Net Segment  
September 30, 2018Customers Segments Sales Profit  
U.S. Operations$736,598
 $72,203
 $808,801
 $118,141
  
Swiss Operations96,082
 440,959
 537,041
 138,254
  
Western European Operations512,314
 128,076
 640,390
 75,661
  
Chinese Operations387,301
 183,074
 570,375
 201,199
  
Other (a)385,368
 4,436
 389,804
 50,702
  
Eliminations and Corporate (b)
 (828,748) (828,748) (93,160)  
Total$2,117,663
 $
 $2,117,663
 $490,797
  

(a)Other includes reporting units in Eastern Europe, Latin America, Southeast Asia 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.
A reconciliation of earnings before taxes to segment profit for the three and ninesix month periods ended SeptemberJune 30 follows:

Three Months Ended Nine Months EndedThree Months Ended Six Months Ended
2019 2018 2019 20182020 2019 2020 2019
Earnings before taxes$169,359
 $160,363
 $450,251
 $421,404
$155,255
 $155,216
 $273,754
 $280,892
Amortization12,329
 11,856
 36,877
 35,561
13,889
 12,326
 27,887
 24,548
Interest expense9,800
 9,003
 27,776
 25,671
9,582
 8,882
 19,801
 17,976
Restructuring charges6,732
 2,222
 11,146
 13,956
860
 2,891
 2,765
 4,414
Other charges (income), net(2,005) (1,479) (4,253) (5,795)(2,943) (1,574) (6,286) (2,248)
Segment profit$196,215
 $181,965
 $521,797
 $490,797
$176,643
 $177,741
 $317,921
 $325,582


During the three months ended SeptemberJune 30, 2019,2020, restructuring charges of $6.7$0.9 million were recognized, of which $2.0$0.3 million, $0.3 million, $0.1 million and $0.2 million related to the Company’s U.S., Western European, Chinese and Other Operations, respectively. Restructuring charges of $2.9 million $1.7were recognized during the three months ended June 30, 2019, of which $1.1 million, $0.3 million, $1.1 million, and $0.1$0.4 million, related to the Company’s U.S., Swiss, Western European, and Chinese Operations, respectively. Restructuring charges of $2.2$2.8 million were recognized during the threesix months ended SeptemberJune 30, 2018,2020, of which $0.6 million, $0.7 million, $0.7$1.1 million, $0.1 million and $0.1$0.3 million related to the Company’s U.S., Swiss, Western European, Chinese and Other Operations, respectively. Restructuring charges of $11.1$4.4 million were recognized during the ninesix months ended SeptemberJune 30, 2019, of which $3.6$1.6 million, $3.2$0.3 million, $3.8$2.1 million, and $0.5$0.4 million and related to the Company’s U.S., Swiss, Western European, and Chinese

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

Operations, respectively. Restructuring charges of $14.0 million were recognized during the nine months ended September 30, 2018, of which $10.6 million, $1.5 million, $1.6 million, $0.1 million and $0.2 million related to the Company’s U.S., Swiss, Western European, Chinese and Other Operations, respectively.

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 September 30:
 2019 Balance Sheet Location
Right-of-use assets, net$88,201
 Other non-current assets
    
Current lease liability$26,861
 Accrued and other liabilities
Non-current lease liability62,043 Other non-current liabilities
Total operating lease liability$88,904
  


The lease right-of-use asset, net increased total assets as of September 30, 2019 for U.S. Operations by $38.9 million, Swiss Operations by $1.1 million, Western European Operations by $19.3 million, Chinese Operations by $3.4 million, Other by $23.7 million, and Eliminations and Corporate by $1.8 million.
As of September 30, 2019, the Company has entered into additional real estate operating leases of $7.4 million that are expected to commence in 2019 and 2020.
For the three and nine months ended September 30, 2019 the Company had the following recorded in selling, general and administrative associated with leasing arrangements:
  Three Months Ended Nine Months Ended
Operating lease expense $8,004
 $24,634
Variable lease expense 1,118
 2,746
Short-term lease expense 196
 1,016
Total lease expense $9,318
 $28,396
     
Weighted average remaining lease term   6.5 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 $22.8 million, offset by a change in the lease liability of $22.4 million for the nine months ended September 30, 2019. Lease payments within operating activities were $24.4 million for the nine months ended September 30, 2019. The Company also had non-cash lease right-of-use assets in exchange for lease liabilities of $18.5 million for the nine months ended September 30, 2019.

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

The following is a maturity analysis of the annual undiscounted cash flows for the annual periods ended September 30:
2020 $29,151
2021 21,637
2022 13,102
2023 8,548
2024 4,949
Thereafter 21,748
Total lease payments 99,135
Less imputed interest (10,231)
Total operating lease liability $88,904
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


17.15.    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.


- 27 -


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 and ninesix months ended SeptemberJune 30, 20192020 are not necessarily indicative of the results to be expected for the full year ending December 31, 2019.2020.
Changes in local currency 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.
COVID-19
The 2019 Coronavirus (COVID-19) pandemic has resulted in millions of confirmed cases throughout the world and in all countries where we conduct business. The outbreak has caused many governments to implement stay-at-home orders, quarantines and significant restrictions on travel. Several governments have also implemented work restrictions that prohibit many employees from going to their customary work locations and which require these employees to work remotely if possible. The quarantines, travel bans, work and other restrictions were initially put in place on a national level in China in January 2020, and with the global spread of the virus, subsequently adopted in other countries and regions during the first quarter of 2020 with many restrictions commencing in Asia Pacific, Europe, North America, and South America. Many of these restrictions remained in place during the second quarter of 2020.
The health and safety of our employees and business partners has been our highest priority throughout the COVID-19 pandemic, and we have implemented several preventative and protective measures relating to social distancing, hygiene, health monitoring, personal protective equipment, split shifts and remote work. We have also implemented business continuity plans and have been able to continue to support our customers with their essential businesses such as in life sciences, food manufacturing, chemicals (e.g. sanitizers, disinfectants, soaps etc.), food retail and transportation and logistics. Our production and logistics facilities are currently operational, and our office-based employees have been able to work remotely in adherence to applicable jurisdictional stay-at-home orders. Our supply chain is currently continuing with minimal interruption, and we currently maintain adequate product inventory levels and safety stock for certain components. We quickly adapted to leverage our digital and remote sales and service capabilities, while also meeting delivery requirements with our global supply chain. Our service organization also continues to provide on-site and remote customer support to facilitate uptime, productivity and regulatory compliance.
We have also implemented various temporary cost containment measures related to workforce management and discretionary spending. Our workforce management measures

primarily include reduced work hours, salary freezes, and voluntary senior leadership salary reductions.
We maintain adequate liquidity consisting of approximately $712.1 million of additional borrowings available under our Credit Agreement, and $127.3 million of cash and cash equivalents as of June 30, 2020.
As further described in the Risk Factors section of this Form 10-Q, COVID-19 presents several risks to our business. For example, businesses can be shutdown, supply chains can be interrupted, slowed, or rendered inoperable, and individuals can become ill, quarantined, or otherwise unable to work and/or travel due to health reasons or governmental restrictions. COVID-19 also interferes with general commercial activity related to our supply chain and customer base. In addition, it is expected that COVID-19 will negatively affect the global economy and our customers' businesses, which will likely result in delayed or reduced purchases from us. Some customers may also have difficulty meeting their payment obligations to us, resulting in late payments or an inability of some customers to make payments at all.
During the six months ended June 30, 2020, COVID-19 had a negative impact on our business, primarily related to reduced customer demand in all regions. We remain cautious as uncertainties related to COVID-19 and the resulting impact to the economy continues in all regions of the world and market conditions may also change quickly. With the global spread of the virus and related negative impact to the global economy, we expect reduced global sales volume due to lower customer demand in future quarters. The longer-term effects on our business will be impacted by the global economy and any recession implications in different regions of the world. While it is extremely difficult to estimate the extent and duration of any COVID-19 implications, the effects on our business, results of operations and financial condition could be material.
Results of Operations – Consolidated
The following tables set forth certain items from our interim consolidated statements of operations for the three and ninesix month periods ended SeptemberJune 30, 20192020 and 20182019 (amounts in thousands).
Three months ended September 30, Nine months ended September 30,Three months ended June 30, Six months ended June 30,
2019 2018 2019 20182020 2019 2020 2019
(unaudited) % (unaudited) % (unaudited) % (unaudited) %(unaudited) % (unaudited) % (unaudited) % (unaudited) %
Net sales$753,866
 100.0
 $734,846
 100.0
 $2,164,684
 100.0
 $2,117,663
 100.0
$690,673
 100.0
 $731,366
 100.0
 $1,339,835
 100.0
 $1,410,818
 100.0
Cost of sales318,810
 42.3
 315,592
 42.9
 921,771
 42.6
 910,851
 43.0
292,703
 42.4
 311,828
 42.6
 567,456
 42.4
 602,961
 42.7
Gross profit435,056
 57.7
 419,254
 57.1
 1,242,913
 57.4
 1,206,812
 57.0
397,970
 57.6
 419,538
 57.4
 772,379
 57.6
 807,857
 57.3
Research and development36,015
 4.8
 34,838
 4.7
 108,650
 5.0
 104,866
 5.0
31,193
 4.5
 36,582
 5.0
 65,580
 4.9
 72,635
 5.1
Selling, general and administrative202,826
 26.9
 202,451
 27.6
 612,466
 28.3
 611,149
 28.9
190,134
 27.5
 205,215
 28.1
 388,878
 29.0
 409,640
 29.0
Amortization12,329
 1.6
 11,856
 1.6
 36,877
 1.7
 35,561
 1.7
13,889
 2.0
 12,326
 1.7
 27,887
 2.1
 24,548
 1.7
Interest expense9,800
 1.3
 9,003
 1.2
 27,776
 1.3
 25,671
 1.2
9,582
 1.4
 8,882
 1.2
 19,801
 1.5
 17,976
 1.4
Restructuring charges6,732
 0.9
 2,222
 0.3
 11,146
 0.5
 13,956
 0.6
860
 0.1
 2,891
 0.4
 2,765
 0.2
 4,414
 0.3
Other charges (income), net(2,005) (0.3) (1,479) (0.1) (4,253) (0.2) (5,795) (0.3)(2,943) (0.4) (1,574) (0.2) (6,286) (0.5) (2,248) (0.1)
Earnings before taxes169,359
 22.5
 160,363
 21.8
 450,251
 20.8
 421,404
 19.9
155,255
 22.5
 155,216
 21.2
 273,754
 20.4
 280,892
 19.9
Provision for taxes39,964
 5.3
 33,710
 4.6
 81,891
 3.8
 89,979
 4.2
28,693
 4.2
 28,056
 3.8
 49,077
 3.7
 41,927
 3.0
Net earnings$129,395
 17.2
 $126,653
 17.2
 $368,360
 17.0
 $331,425
 15.7
$126,562
 18.3
 $127,160
 17.4
 $224,677
 16.8
 $238,965
 16.9

Net sales
Net sales were $753.9$690.7 million and $734.8$731.4 million for the three months ended SeptemberJune 30, 2020, and 2019, and 2018, and $2.2$1.3 billion and $2.1$1.4 billion for the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively. This represents an increasea decrease of 3%6% and 2%5% in U.S. dollars for the three and ninesix months ended SeptemberJune 30, 2019.2020. Excluding the effect of currency exchange ratesrate fluctuations, or in local currencies, net sales increaseddecreased 4% and 5%3% for the three and ninesix months ended SeptemberJune 30, 2019.2020. Net sales for the six months ended June 30, 2020 were reducednegatively impacted by 2%the COVID-19 pandemic

and related reduction in bothglobal customer demand on our operations. While we saw increased business activity in China during the three months ended June 30, 2020 that benefited from increased customer demand and nine month periods

ended September 30, 2019 related tothe easing of governmental restrictions as a significant decline in food retailing as further explained below. Global market conditions were generally favorable during the first nine monthsresult of 2019 and we continue to benefit from the execution of our global sales and marketing programs, our innovative product portfolio, and investments in our field resources. However,COVID-19, we remain cautious dueas uncertainties relating to greater uncertainty inCOVID-19 and the global macroeconomic environment. Economiceconomy continue and market conditions can alsomay change quickly, particularlyquickly. We expect net sales in emerging markets. Welocal currencies will also face more difficult prior year comparisons inbe adversely affected by the fourth quarter of 2019COVID-19 pandemic related to our strong previous year growth.unfavorable economic conditions and reduced customer demand in future quarters.
Net sales by geographic destination for the three and ninesix months ended SeptemberJune 30, 20192020 in U.S. dollars increaseddecreased in the Americas 8% and 3%, in Europe 6% and 5%,7% and in Asia/Rest of World 2% and 3% and decreased in Europe 2% for both periods,6%, respectively. Our net sales by geographic destination for the three and nine months ended SeptemberJune 30, 20192020 in local currencies increaseddecreased in the Americas 7% and 5%, in Europe 2%5% and 3%increased 1% in Asia/Rest of World, respectively. Net sales by geographic destination for the six months ended June 30, 2020 in local currencies decreased in the Americas 2%, in Europe 5% and in Asia/Rest of World 4% and 7%3%, respectively. Net sales in the Americas was reduced by 2% and 3% andAsia/Rest of World in Europe by 2% and 1%local currency for the three and nine months ended SeptemberJune 30, 2019 related to a significant decline2020 includes local currency growth in food retailing sales primarily due to unfavorable market conditionsChina of 8% that benefited from increased customer demand and the timingeasing of project activity.governmental restrictions as a result of COVID-19. A discussion of sales by operating segment is included below.
As described in Note 1819 to our consolidated financial statements for the year ended December 31, 2018,2019, 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 increaseddecreased 5% in U.S. dollars and 3% in local currencies for the three months ended June 30, 2020 and decreased 6% in U.S. dollars and 4% in local currencies for the six months ended June 30, 2020, compared to the corresponding periods in 2019. Service revenue (including spare parts) decreased by 7% in U.S. dollars and 6% in local currencies for the three months ended June 30, 2020 and decreased 2% in U.S. dollars and 1% in local currencies for the six months ended June 30, 2020, compared to the corresponding periods in 2019.
Net sales of our laboratory products and services, which represented approximately 54% of our total net sales decreased 5% in U.S. dollars and 4% in local currencies for the three months ended SeptemberJune 30, 20192020, and increased 2%decreased 3% in U.S. dollars and 5%2% in local currencies for the ninesix months ended SeptemberJune 30, 2019, compared to the corresponding periods in 2018. Service revenue (including spare parts) increased by 5% in U.S. dollars and 7% in local currencies for the three months ended September 30, 2019 and increased 4% in U.S. dollars and 7% in local currencies for the nine months ended September 30, 2019, compared to the corresponding periods in 2018.
Net sales of our laboratory products and services, which represented approximately 52% of our total net sales increased 5% in U.S. dollars and 7% in local currencies for both the three and nine months ended September 30, 2019.2020. The local currency increasedecrease in net sales of our laboratory-related products for the three and nine months ended September 30, 2019 includes solidreflects reduced customer demand, which was negatively impacted by laboratory closures due to COVID-19, offset in part by growth in most product categories, especially analytical instruments, pipettesprocess analytics, automated chemistry and process analytics.pipettes.
Net sales of our industrial products and services, which represented approximately 41%40% of our total net sales decreased 3%5% in U.S. dollars and increased 5%3% in local currencies for the three months ended SeptemberJune 30, 2019,2020, and increased 2%decreased 6% in U.S. dollars and 5%4% in local currencies for the ninesix months ended SeptemberJune 30, 2019.2020. The local currency increasedecrease in net sales of our industrial-related products for the three and ninesix months ended SeptemberJune 30, 2019 included2020 includes declines in product inspection and certain core industrial product categories, offset in part by strong growth in core industrial products.transportation and logistics project activity. China also experienced increased business activity that benefited from increased customer demand and the easing of governmental restrictions as a result of COVID-19.
Net sales in our food retailing products and services, which represented approximately 7%6% of our total net sales decreased 17%13% in U.S. dollars and 15%11% in local currencies for the three months ended SeptemberJune 30, 2019,2020, and decreased 13%15% in U.S. dollars and 10%14% in local currencies for the ninesix months ended SeptemberJune 30, 2019.2020. The decline in food retailing is primarily due to unfavorablechallenging market conditions and the timing of project activity.conditions.
Gross profit
Gross profit as a percentage of net sales was 57.7%57.6% and 57.1%57.4% for the three months ended SeptemberJune 30, 2020 and 2019, respectively and 2018,57.6% and 57.4% and 57.0%57.3% for the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively.

Gross profit as a percentage of net sales for products was 60.2%59.6% and 59.6%59.9% for the three months ended SeptemberJune 30, 20192020 and 2018,2019, respectively, and 60.0%60.2% and 60.2%59.9% for the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively.
Gross profit as a percentage of net sales for services (including spare parts) was 48.9%50.7% and 47.8%48.6% for the three months ended SeptemberJune 30, 20192020 and 2018,2019, respectively, and 48.5%49.3% and 45.8%48.2% for the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively.
The increase in gross profit as a percentage of net sales for the three and ninesix months ended SeptemberJune 30, 20192020 primarily reflects benefits from temporary cost savings measures, favorable price realization productivity and business mix, partiallymaterial cost reductions, offset in part by tariffreduced sales volume, higher transportation costs and initial costs associated with new 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 implement various actions to mitigate the effects of these tariffs.unfavorable business mix.
Research and development and selling, general and administrative expenses
Research and development expenses as a percentage of net sales was 4.8%4.5% and 4.7%5.0% for the three months ended SeptemberJune 30, 2020 and 2019, and 2018,was 4.9% and was 5.0%5.1% for both the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively. Research and development expenses increased 3%decreased 15% in both U.S. dollars and 4% in local currencies for the three months ended SeptemberJune 30, 2019,2020, and increased 5%decreased 10% in both U.S. dollars and 7% in local currencies for the ninesix months ended SeptemberJune 30, 2019,2020, respectively, compared to the corresponding periods in 2018 relating2019. The decrease relates to increasedthe timing of project activity.activity and benefits from our temporary cost savings measures.
Selling, general and administrative expenses as a percentage of net sales were 26.9%27.5% and 27.6%28.1% for the three months ended SeptemberJune 30, 2020 and 2019, and 2018, and was 28.3% and 28.9%29.0% for both the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively. Selling, general and administrative expenses was flatdecreased 7% in both U.S. dollars and increased 2% in local currencies for the three months ended SeptemberJune 30, 2019,2020, and were flatdecreased 5% in U.S. dollars and increased 3%4% in local currencies for the ninesix months ended SeptemberJune 30, 2019.2020. The local currency increasedecrease includes investments in our field sales organization and growth initiatives, offset in part by benefits from our temporary and ongoing cost savings initiatives.initiatives and lower cash incentive expense.
Amortization, interest expense, other charges (income), net and taxes
Amortization expense was $12.3$13.9 million and $11.9$12.3 million for the three months ended SeptemberJune 30, 20192020 and 2018,2019, respectively, and $36.9$27.9 million and $35.6$24.5 million for the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively.
Interest expense was $9.8$9.6 million and $9.0$8.9 million for the three months ended SeptemberJune 30, 20192020 and 2018,2019, respectively, and $27.8$19.8 million and $25.7$18.0 million for the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively.
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. Nonservice pension benefits was $1.2$3.0 million and $1.6$1.2 million for the three months ended SeptemberJune 30, 20192020 and 2018,2019, respectively, and $3.5$5.9 million and $4.7$2.3 million and for the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively.
Our reported tax rate was 23.6%18.5% and 21.0%18.1% during the three months ended SeptemberJune 30, 20192020 and 2018,2019, respectively, and was 18.2%17.9% and 21.4%14.9% during the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively. The provision for taxes is based upon using our projected annual effective tax rate of 20%20.5% and 22%20.0% before non-recurring discrete tax items for the three and ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively. The difference between our projected annual effective tax rate and the reported tax rate is primarily related to the timing of excess tax benefits associated with stock option exercises.

In May 2019, a public referendum was held in Switzerland that approved Swiss federal tax reform proposals previously approved by Swiss Parliament. The changes in Swiss federal tax had an immaterial effect on our financial statements. Additional changes in Swiss cantonal law were enacted in October 2019. We expect to recognize a discrete non-cash deferred tax benefit as a result of the enactment of the cantonal law in the fourth quarter; however we are currently unable to reasonably estimate such amount as the Swiss authorities are still providing interpretive guidance on the new law and related transitional methodology.
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 1819 to our consolidated financial statements for the year ended December 31, 2018.2019.
U.S. Operations (amounts in thousands)
Three months ended September 30, Nine months ended September 30,Three months ended June 30, Six months ended June 30,
2019 2018 % 2019 2018 %2020 2019 % 2020 2019 %
Total net sales$297,113
 $280,429
 6% $852,369
 $808,801
 5%$276,855
 $294,460
 (6)% $544,654
 $555,256
 (2)%
Net sales to external customers$269,038
 $255,379
 5% $771,578
 $736,598
 5%$249,340
 $267,889
 (7)% $490,750
 $502,540
 (2)%
Segment profit$54,628
 $41,890
 30% $146,599
 $118,141
 24%$52,581
 $53,986
 (3)% $97,519
 $91,971
 6 %

Total net sales and net sales to external customers increaseddecreased 6% and 5%7% for the three months ended SeptemberJune 30, 20192020 compared with the corresponding period in 2018.2019. Total net sales and net sales to external customers both increased 5%decreased 2% for the ninesix months ended SeptemberJune 30, 20192020 compared with the corresponding period in 2018. The increase in total net sales and net2019. Net sales to external customers for the three and six months ended June 30, 2020 includes particularlydeclines in most product categories, especially food retailing, offset in part by strong growth in laboratory-related products, partially offset by a significant declinetransportation and logistics project activity. The decrease in food retailing primarily due to unfavorable market conditions and the timing of project activity which reduced total net sales and net sales to external customers by 3% and 2% for the three and nine months ended September 30, 2019, respectively. The increase during the three month period also included strong growth in core industrial products.reflects reduced customer demand as a result of COVID-19.
Segment profit increased $12.7decreased $1.4 million and $28.5increased $5.5 million for the three and ninesix months ended SeptemberJune 30, 2019,2020, respectively, compared to the corresponding periods in 2018. The segment2019. Segment profit increaseduring the six months ended June 30, 2020 includes higher net sales volume and benefits from our temporary cost savings measures and margin expansion and facility consolidation initiatives, offset in part by investmentslower net sales volume. Segment profit during the three months ended June 30, 2020 was negatively impacted by more significant declines in ournet sales and service organization and initial costs of new product introductions.volume.
Swiss Operations (amounts in thousands)
Three months ended September 30, Nine months ended September 30,Three months ended June 30, Six months ended June 30,
2019 2018 
%1)
 2019 2018 
%1)
2020 2019 
%1)
 2020 2019 
%1)
Total net sales$194,151
 $179,881
 8% $564,748
 $537,041
 5%$171,435
 $183,289
 (6)% $356,180
 $370,597
 (4)%
Net sales to external customers$33,415
 $31,463
 6% $98,350
 $96,082
 2%$28,948
 $31,358
 (8)% $60,844
 $64,935
 (6)%
Segment profit$54,226
 $44,542
 22% $156,361
 $138,254
 13%$48,248
 $48,613
 (1)% $102,158
 $102,135
  %
1)Represents U.S. dollar growth (decline) for net sales and segment profit.
    
Total net sales increased 8%decreased 6% in both U.S. dollars and 10% local currency for the three months ended SeptemberJune 30, 2019,2020, and increased 5%decreased 4% in U.S. dollars and 8%7% in local currency for the ninesix months ended SeptemberJune 30, 20192020 compared to the corresponding periods in 2018.2019. Net sales to external customers increased 6%decreased 8% in both U.S. dollars and 10% local currency for the three months ended SeptemberJune 30, 20192020 and increased 2%decreased 6% in U.S. dollars and 4%9% in local currency for the ninesix months ended SeptemberJune 30, 2019,2020, compared to the corresponding periods in 2018.2019. Local currency net

sales to external customers for the three and ninesix months ended SeptemberJune 30, 20192020 includes strong growthdeclines in industrial-related products.most product categories. The decrease in sales to external customers reflects reduced customer demand as a result of COVID-19.
Segment profit increased $9.7decreased $0.4 million and $18.1 millionwas flat for the three and ninesix month periods ended SeptemberJune 30, 2019,2020, compared to the corresponding periods in 2018.2019. Segment profit during the ninesix months ended SeptemberJune 30, 20192020 includes benefits from our increasedlower net sales volume and margin expansion and cost savings initiatives,unfavorable foreign currency translation, offset in part by unfavorable foreign currency translationbenefits from our temporary cost savings measures and higherthe timing of research and development activity.


Western European Operations (amounts in thousands)
Three months ended September 30, Nine months ended September 30,Three months ended June 30, Six months ended June 30,
2019 2018 
%1)
 2019 2018 
%1)
2020 2019 
%1)
 2020 2019 
%1)
Total net sales$211,446
 $215,093
 (2)% $624,290
 $640,390
 (3)%$188,750
 $202,893
 (7)% $383,789
 $412,844
 (7)%
Net sales to external customers$168,652
 $173,170
 (3)% $498,240
 $512,314
 (3)%$149,051
 $163,681
 (9)% $302,376
 $329,587
 (8)%
Segment profit$29,888
 $30,046
 (1)% $77,842
 $75,661
 3 %$30,345
 $22,229
 37 % $54,452
 $47,954
 14 %
1)Represents U.S. dollar growth (decline) for net sales and segment profit.

Total net sales decreased 2%7% in U.S. dollars and increased 3%5% in local currencies for the three months ended SeptemberJune 30, 20192020 and decreased 3%7% in U.S. dollars and increased 4% in local currencies for the ninesix months ended SeptemberJune 30, 2019,2020, compared to the corresponding periods in 2018.2019. Net sales to external customers decreased 3%9% in U.S. dollars and increased 2%7% in local currencies for the three months ended SeptemberJune 30, 2019,2020, and decreased 3%8% in U.S. dollars and increased 4%6% in local currencies for the ninesix months ended SeptemberJune 30, 2019,2020, compared to the corresponding periods in 2018.2019. Local currency net sales to external customers for the three and ninesix months ended SeptemberJune 30, 20192020 includes strong growthdeclines in core industrial products, pipettes and process analytics, offset in part bymost product categories related to lower customer demand as a decline in food retailing. The decline in food retailing reduced net sales by 2% and 1% for the three and nine months ended September 30, 2019, respectively.result of COVID-19.

Segment profit decreased $0.2increased $8.1 million and increased $2.2$6.5 million for the three and ninesix month periods ended SeptemberJune 30, 2019,2020, respectively, compared to the corresponding periods in 2018.2019. Segment profit forincreased during the three and ninesix months ended SeptemberJune 30, 2019 includes increased2020 primarily due to benefits from our temporary cost savings measures and margin expansion initiatives and timing of research and development and sales and marketing investments, initial costs associated with new product introductions and unfavorable currency translation,project activity, offset in part by higherthe decline in net sales and benefits from our margin expansion initiatives. Segment profit for the nine months ended September 30, 2018 also included Blue Ocean roll-in costs.sales.

Chinese Operations (amounts in thousands)
Three months ended September 30, Nine months ended September 30,Three months ended June 30, Six months ended June 30,
2019 2018 
%1)
 2019 2018 
%1)
2020 2019 
%1)
 2020 2019 
%1)
Total net sales$203,002
 $204,177
 (1)% $570,608
 $570,375
 0 %$186,638
 $189,027
 (1)% $335,986
 $367,606
 (9)%
Net sales to external customers$142,292
 $140,098
 2 % $400,473
 $387,301
 3 %$140,907
 $136,459
 3 % $241,506
 $258,181
 (6)%
Segment profit$72,745
 $75,762
 (4)% $197,718
 $201,199
 (2)%$63,955
 $65,489
 (2)% $109,505
 $124,973
 (12)%
1)Represents U.S. dollar growth for net sales and segment profit.

Total net sales decreased 1% in U.S. dollars and increased 2% in local currency for the three months ended SeptemberJune 30, 20192020 and were flat in U.S. dollars and increased 5% in local currency for the nine months ended September 30, 2019, compared to the corresponding periods in 2018. Net sales to external customers increased 2%decreased 9% in U.S. dollars and 5% in local currency for the threesix months ended SeptemberJune 30, 2019 and2020, compared to the corresponding periods in 2019. Net sales to external customers increased 3% in U.S. dollars and 9%7% in local currency by origin for the three months ended June 30, 2020 and decreased 6% in U.S. dollars and 3% in local currency during the ninesix months ended SeptemberJune 30, 2019,2020, compared to the corresponding periods in 2018.2019. The increase in local currency net sales to external customers during the three and nine months ended SeptemberJune 30, 20192020 reflects solid growth in industrial and laboratory related products that benefited from increased customer demand and core industrial products. Totalthe easing of COVID-19 governmental restrictions, while net sales to external customers for the threesix months ended SeptemberJune 30, 2019 is partially offset2020 were negatively impacted by reduced customer demand as a decline in food

retailing. While Chinese market conditions are currently favorable,result of COVID-19. Significant uncertainty remains relating to COVID-19 and the local Chinese economy, has historically been volatile and market conditions may change unfavorably due to various factors.quickly.

Segment profit decreased $3.0$1.5 million and $3.5$15.5 million for the three and ninesix month periods ended SeptemberJune 30, 2019,2020, respectively, compared to the corresponding periods in 2018.2019. The decrease in segment profit for the three and ninesix months ended SeptemberJune 30, 2019 includes2020 primarily reflects the decline in total net sales as well as unfavorable foreign currency translation, increased sales and service investments, and higher research and development activity, offset in part by increased sales volume and benefits from our margin expansion initiatives.temporary cost savings measures.


Other (amounts in thousands)
Three months ended September 30, Nine months ended September 30,Three months ended June 30, Six months ended June 30,
2019 2018 
%1)
 2019 2018 
%1)
2020 2019 
%1)
 2020 2019 
%1)
Total net sales$141,982
 $136,070
 4 % $400,151
 $389,804
 3 %$123,302
 $133,313
 (8)% $246,130
 $258,170
 (5)%
Net sales to external customers$140,469
 $134,736
 4 % $396,043
 $385,368
 3 %$122,427
 $131,979
 (7)% $244,359
 $255,575
 (4)%
Segment profit$17,938
 $19,179
 (6)% $45,425
 $50,702
 (10)%$13,122
 $14,300
 (8)% $24,148
 $27,487
 (12)%
1)Represents U.S. dollar growth for net sales and segment profit.

Total net sales and net sales to external customers increased 4%decreased 8% in U.S. dollars and 5%4% in local currencies for the three months ended SeptemberJune 30, 20192020 and increased 3%decreased 5% in U.S. dollars and 5%2% in local currencies for the ninesix months ended SeptemberJune 30, 2019,2020, compared to the corresponding periods in 2018. Local currency growth2019. Net sales to external customers decreased 7% in U.S. dollars and 4% in local currencies for the three months ended June 30, 2020 and decreased 4% in U.S. dollars and 2% in local currencies for the six months ended June 30, 2020, compared to the corresponding periods in 2019.The decrease in net sales to external customers included solid growth in most product categories.reflects reduced customer demand as a result of COVID-19.

Segment profit decreased $1.2 million and $5.3$3.3 million for the three and ninesix months ended SeptemberJune 30, 2019,2020, respectively, compared to the corresponding periods in 2018.2019. The decrease in segment profit isfor the three and six months ended June 30, 2020 primarily related to investmentsreflects the decline in fieldnet sales and service andas well as unfavorable foreign currency translation, offset in part by increased local currency net sales.our temporary cost savings measures.
Liquidity and Capital Resources
Liquidity is our ability to generate sufficient cash flows from operating activities to meet our obligations and commitments. In addition,Sources of liquidity includes, cash flows from operating activities, available borrowings under our Credit Agreement, the ability to obtain appropriate financing.financing and our cash and cash equivalent balances. Currently, our financing requirements are primarily driven by working capital requirements, capital expenditures, share repurchases and acquisitions.
Cash provided by operating activities totaled $401.7$248.8 million during the ninesix months ended SeptemberJune 30, 2019,2020, compared to $366.4$225.9 million in the corresponding period in 2018.2019. The increase in 2019 includes higher net earnings and lower cash incentive payments of $18 million, offset in part byfor the six months ended June 30, 2020 benefited from the timing of working capital outflows.including strong cash collections. This was partly offset by changes in inventories during the six months ended June 30, 2020 versus the prior year comparable period as we increased inventory levels given uncertainties related to potential COVID-19 implications on our global supply chain. Cash flows provided by operating activities were also reduced by our lower net earnings as compared to the prior year period.
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 $71.6$37.1 million for the ninesix months ended SeptemberJune 30, 20192020 compared to $96.7$44.7 million in the corresponding period in 2018. The decrease is primarily related to prior year investments in manufacturing facilities.2019. We expect to make net investments in new or expanded manufacturing facilities of $10$15 million to $15$20 million over the next two years.
We recorded charges of $3.6 million and $72 million in 2018 and 2017, respectively, for the estimated income tax effects of the Transition Tax associated with the Tax Cuts and Jobs Act of which $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 will be withholding taxes. All other undistributed earnings are considered to be permanently reinvested. We believe the ongoing 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 SeptemberJune 30, 2019:2020:
 September 30, 2019
 U.S. Dollar Other Principal Trading Currencies Total
3.67% $50 million Senior Notes due December 17, 202250,000
 
 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
3.91% $75 million Senior Notes due June 25 202975,000
 
 75,000
1.47% EUR 125 million Senior Notes due June 17, 2030
 136,747
 136,747
Debt issuance costs, net(1,111) (307) (1,418)
Total Senior Notes423,889
 136,440
 560,329
$1.1 billion Credit Agreement, interest at LIBOR plus 87.5 basis points485,016
 78,934
 563,950
Other local arrangements1,058
 47,519
 48,577
Total debt909,963
 262,893
 1,172,856
Less: current portion(1,058) (47,519) (48,577)
Total long-term debt$908,905
 $215,374
 $1,124,279
 June 30, 2020
 U.S. Dollar Other Principal Trading Currencies Total
3.67% $50 million ten-year Senior Notes due December 17, 2022$50,000
 $
 $50,000
4.10% $50 million ten-year Senior Notes due September 19, 202350,000
 
 50,000
3.84% $125 million ten-year Senior Notes due September 19, 2024125,000
 
 125,000
4.24% $125 million ten-year Senior Notes due June 25, 2025125,000
 
 125,000
3.91% $75 million ten-year Senior Notes due June 25, 202975,000
 
 75,000
3.19% $50 million fifteen-year Senior Notes due January 24, 203550,000
 
 50,000
1.47% Euro 125 million fifteen-year Senior Notes due June 17, 2030
 140,245
 140,245
1.30% Euro 135 million fifteen-year Senior Notes due November 6, 2034
 151,464
 151,464
Debt issuance costs, net(1,051) (1,105) (2,156)
Total Senior Notes473,949
 290,604
 764,553
$1.1 billion Credit Agreement, interest at LIBOR plus 97.5 basis points299,997
 81,080
 381,077
Other local arrangements2,723
 51,822
 54,545
Total debt776,669
 423,506
 1,200,175
Less: current portion(1,763) (51,822) (53,585)
Total long-term debt$774,906
 $371,684
 $1,146,590
As of SeptemberJune 30, 2019,2020, approximately $529.2$712.1 million of additional borrowings was available under theour Credit Agreement.Agreement, and we maintained $127.3 million of cash and cash equivalents. 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 related to ratings from rating agencies that would accelerate the maturity dates of our debt. We were in compliance with its debt covenants at June 30, 2020.
We currently believe that cash flow from operating activities, together with liquidity available under our credit facilityCredit Agreement and local working capital facilities and our cash balances, will be sufficient to fund currently anticipated working capital needs and capital spending requirements for at least the foreseeable future.
1.30% Euro-Senior Notes and 3.19% Senior Notes
We continue to explore potential acquisitions. In Novemberconnection with any acquisition, we may incur additional indebtedness. During the six month ended June 30, 2019, we entered into an agreementpaid $10 million related to issue and sell EUR 135 million of fifteen-year 1.30% Euro-Senior Notes ("1.30% Senior Notes") and $50 million of fifteen-year 3.19% Senior Notes ("3.19% Senior Notes") in a private placement. The proceeds will be used to repay outstanding amounts on our credit facility and fund operational expenses. We also entered into a forward contract to receive $149.9 million at the time of issuing the EUR 135 million Euro-Senior Notes.
We issued the 1.30% Euro-Senior Notes with a fixed interest rate of 1.30% in November 2019. The 1.30% Euro-Senior Notes are unsecured obligationssettlement of the Company and will matureBiotix acquisition contingent consideration as further described in November 2034. InterestNote 4 of our Annual Report on Form 10-K for the 1.30% Euro-Senior Notes is payable semi-annually in April and November of each year.
We will issue the 3.19% Senior Notes with a fixed interest rate of 3.19% in January 2020. The 3.19% Senior Notes are unsecured obligations of the Company and will mature in January 2035. Interest on the 3.19% Senior Notes is payable semi-annually in January and July of each year.
We will designate the 1.30% Euro-Senior Notes as a hedge of a portion of its net investment in euro-denominated foreign subsidiaries to reduce foreign currency risk associated with the net investment in these operations. Changes in the fair value of this debt resulting from fluctuations in the euro to U.S. dollar exchange rates will be recorded as foreign currency translation adjustments

within other comprehensive income (loss). We may at any time prepay the Senior Notes, in whole or in part, at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest, and if applicable a "make-whole" prepayment premium and a swap related currency loss.
3.91% Senior Notes
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 issued the Senior Notes with a fixed interest rate of 3.91% ("3.91% Senior Notes") in Juneyear ended December 31, 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 proceeds were used to repay outstanding amounts on the Company's credit facility.
The 3.91% Senior Notes, the 1.30% Euro-Senior Notes and the 3.19% Senior Notes contain customary affirmative and negative covenants for agreements of this type that are substantially similar to those contained in previously issued debt of the Company. The 3.91% Senior Notes, 1.30% Euro-Senior Notes and the 3.19% Senior Notes also contain customary events of default with customer grace periods, as applicable.

Other Local Arrangements
In April 2018, two of our non-U.S. pension plans issued loans totaling $39.6 million (Swiss franc 38 million) to a wholly owned subsidiary of the Company. The loans have the same terms and conditions which include an interest rate of Swiss franc LIBOR plus 87.5 basis points. The loans were renewed for one year in April 2019 and, as such are classified as short-term debt on our consolidated balance sheet.
We continue to explore potential acquisitions. In connection with any acquisition, we may incur additional indebtedness.2020.
Share Repurchase Program

We have aIn November 2018, the Company's Board of Directors authorized an additional $2.0 billion to the share repurchase program of which there was $1.5has $1.1 billion of remaining common shares to be repurchased under the program as of SeptemberJune 30, 2019.2020. 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 purchases will depend on business and market conditions, stock price, trading restrictions, the level of acquisition activity, and other factors.
We did not repurchase any shares in the three month period ended June 20, 2020, and have purchased 28.328.9 million shares since the inception of the program through SeptemberJune 30, 2019.2020. During the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, we spent $558.7$200 million and $356.2$372.5 million on the repurchase of 794,603268,161 and 598,539539,326 shares at an average price per share of $703.16$745.80 and $595.18,$690.66, respectively. We also reissued 226,841114,109 shares and 102,174226,595 shares held in treasury forupon the exercise of stock options and vesting of restricted stock units during the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively.

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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.decrease. 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.decreases. 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 $1.3$1.7 million to $1.5$1.9 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 SeptemberJune 30, 2019,2020, we estimate that a 10%5% weakening of the U.S. dollar against the currencies in which our debt is denominated would result in an increase of approximately $29.2$22.3 million in the reported U.S. dollar value of our debt.

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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. Youuncertainties, including statements about expected revenue growth and long-term impacts of the COVID-19 pandemic. In some cases, 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”.“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,customer demand, our competitive position, pricing, our supply chain, adequacy of our facilities, access to and the costs of raw materials, shipping and supplier costs, gross margins, customer demand, our competitive position ,planned research and development efforts and product introductions, capital expenditures, cash flow, tax-related matters, the impact of foreign currencies, compliance with laws, and effects of acquisitions.acquisitions, and the impact of the COVID-19 pandemic on our businesses.
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.statements, including the uncertain duration and severity of the COVID-19 pandemic. See in particular “Factors Affecting Our Future Operating Results” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” ofin our 2018 Annual Report on Form 10-K.10-K for the year ended December 31, 2019 and other reports filed with the SEC from time to time.

Item 3.Quantitative and Qualitative Disclosures About Market Risk
As of SeptemberJune 30, 20192020, 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, 2018.2019.

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 SeptemberJune 30, 20192020 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
 
    

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PART II. OTHER INFORMATION

Item 1.
Legal Proceedings. None
Item 1A.Risk Factors.
For the ninethree and six months ended SeptemberJune 30, 20192020 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, 2018.2019, except the following update.

The COVID-19 outbreak has and will likely continue to negatively affect various aspects of our business, including our workforce and supply chain, and make it more difficult and expensive to meet our obligations to our customers, and has and will likely continue to result in reduced demand from our customers as their businesses may also be negatively affected.

Our global operations are susceptible to global events that could have an adverse effect on our business results and financial condition.

For instance, we are susceptible to a widespread outbreak of an illness or other health issue, such as the ongoing 2019 Coronavirus outbreak ("COVID-19"), and which now has since spread globally, resulting in millions of confirmed cases throughout the world and in all countries where we conduct business. The outbreak has caused many governments to implement stay-at-home orders, quarantines and significant restrictions on travel. Several governments have also implemented work restrictions that prohibit many employees from going to their customary work locations and which require these employees to work remotely if possible. The quarantines, travel bans, work and other restrictions were initially put in place on a national level in China in January 2020, and with the global spread of the virus, subsequently adopted in many other countries and regions throughout the first half of 2020 with many restrictions commencing in Asia Pacific, Europe, North America and South America. Many of these restrictions remained in place during the second quarter of 2020.

As a result of pandemic outbreaks, including COVID-19, businesses can be shut down, supply chains can be interrupted, slowed, or rendered inoperable, and individuals can become ill, quarantined, or otherwise unable to work and/or travel due to health reasons or governmental restrictions. COVID-19 interferes with general commercial activity related to our supply chain and customer base. In addition, it is expected that COVID-19 will negatively affect the global economy and our customers' businesses, which will result in delayed or reduced purchases from us. Some customers may also have difficulty meeting their payment obligations to us, resulting in late payments or an inability of some customers to make payments at all.

During the three and six months ended June 30, 2020, COVID-19 had a negative impact on our business, primarily related to reduced global customer demand. We remain cautious as uncertainties related to COVID-19 and the resulting impact to the economy continues in all regions of the world and market conditions may also change quickly. With the global spread of the virus and related negative impact to the global economy, we expect reduced global sales volume from lower customer demand in future quarters. Our operations could be negatively affected further if our employees who are currently not subject to stay-at-home or work restriction orders are quarantined or become ill as a result of exposure to COVID-19, or if they become subject to governmental COVID-19 curfews or stay-at-home orders. The longer-term effects on our business will be impacted by the global economy and any recession implications in different regions of the world. While it is extremely difficult to estimate the extent and duration of any COVID-19 implications, the effects on our business, results of operations and financial condition could be material.


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
 
 
 July 1 to July 31, 201973,681
$828.63
73,681
$1,674,868
 August 1 to August 31, 201996,058
$688.00
96,058
$1,608,778
 September 1 to September 30, 201985,538
$690.95
85,538
$1,549,674
 Total255,277
$729.58
255,277
$1,549,674
  (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
 
 
 April 1 to April 30, 2020
$

$1,133,425
 May 1 to May 31, 2020
$

$1,133,425
 June 1 to June 30, 2020
$

$1,133,425
 Total
$

$1,133,425

The Company has a share repurchase program of which there is $1.5$1.1 billion of remaining to repurchase common shares as of SeptemberJune 30, 2019.2020. We have purchased 28.328.9 million shares since the inception of the program through SeptemberJune 30, 2019.2020.

We did not repurchase any shares in the three month period ended June 30, 2020. During the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, we spent $558.7$200 million and $356.2$372.5 million on the repurchase of 794,603268,161 and 598,539539,326 shares at an average price per share of $703.16$745.80 and $595.18,$690.66, respectively. We also reissued 226,841114,109 shares and 102,174226,595 shares held in treasury forupon the exercise of stock options and vesting of restricted stock units during the ninesix months ended SeptemberJune 30, 20192020 and 2018,2019, respectively.
Item 3.
Defaults Upon Senior Securities. None
Item 5.
Other information. None
Item 6.
Exhibits. See Exhibit Index below.

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EXHIBIT INDEX

Exhibit No. Description
    
 
    
 
    
 
    
 101.INS*XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL 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

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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:November 8, 2019July 31, 2020 By:  /s/ Shawn P. Vadala 
       
    Shawn P. Vadala 
    Chief Financial Officer  


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