UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

 
FORM 8-K
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Act of 1934
 
Date of Report (Date of earliest event reported) April 25, 2006
 
CARLISLE COMPANIES INCORPORATED
(Exact name of registrant as specified in its charter)

Delaware	 	1-9278	 	31-1168055	
(State or other jurisdiction
of incorporation)	 	(Commission
File Number)	 	(IRS Employer
Identification No.)	
 
13925 Ballantyne Corporate Place, Suite 400, Charlotte, NC 28277
(Address of principal executive offices)
 
704-501-1100
(Registrant’s telephone number)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFS 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
INFORMATION TO BE INCLUDED IN THE REPORT
 
Item 2.02.               Results of Operations and Financial Condition .
 
See the attached press release reporting first quarter 2006 earnings of Carlisle Companies Incorporated (the “Company”) hereby furnished.
 
Item 9.01.               Financial Statements and Exhibits .

(d)	 	Exhibits	
 	 	 	
 	 	See Exhibit Index attached hereto.	
 
1

 
SIGNATURES
 
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: April 25, 2006	CARLISLE COMPANIES INCORPORATED	

 	By:	  /s/ Carol P. Lowe	 	
 	 	  Carol P. Lowe, Vice President	
 	 	    and Chief Financial Officer	
 
2

 
EXHIBIT INDEX

Exhibit
Number	 	Description	
 	 	 	
99.1	 	Press release reporting first quarter 2006 earnings of Carlisle Companies Incorporated.	
 
3

Exhibit 99.1

NEWS RELEASE	 		
 	 	 	
CSL006 007	 	04/25/06	
 
Carlisle Companies Reports a 36% Increase in First Quarter Income from Continuing Operations
 
CHARLOTTE, NORTH CAROLINA, April 25, 2006… Carlisle Companies Incorporated (NYSE:CSL) reported income from continuing operations of $39.1 million, or $1.26 per diluted share, for the quarter ended March 31, 2006, an increase of 36% above $28.8 million, or $0.92 per diluted share, for the first quarter 2005.   Income from continuing operations for the first quarter 2006 was positively impacted by an after-tax gain of $0.10 per diluted share related to proceeds from the favorable resolution of certain legal actions initiated by the Company. First quarter 2006 included a $0.04 per diluted share charge for the expensing of stock options. Earnings before interest and income taxes (“EBIT”) expressed as a percent of net sales increased to 10.1% for the first quarter 2006 from 8.6% for the first quarter 2005.
 
Net sales of $621.1 million in the first quarter 2006 were 16% above net sales of $537.7 million in the first quarter of 2005. All Carlisle segments grew organically with the strongest sales growth in the Construction Materials segment. Organic sales growth accounted for $71.9 million, or 86%, of the total quarter-over-quarter net sales growth while acquisitions in the Diversified Components segment contributed $11.5 million, or 14%.
 
Richmond McKinnish, Carlisle President and CEO commented, “We are satisfied with the first quarter results of our operating companies and maintain our optimism for strong performance in 2006. Our confidence in our end markets and management teams enables us to raise guidance for income from continuing operations for the full year 2006 to the range of $5.00 to $5.20 from the previous range of $4.85 to $5.05 per diluted share.”
 
Construction Materials:   Net sales of $228.0 million in the first quarter 2006 were 33% above the first quarter 2005 net sales of $171.5 million primarily due to very favorable weather conditions, a strong non-residential construction market and Carlisle’s expanded geographic reach and increased total system sales. Unseasonably warm weather conditions in a majority of Carlisle’s geographic markets resulted in strong sales volumes on robust construction activity during the quarter ended March 31, 2006. First quarter 2006 EBIT of $32.3 million was significantly above first quarter 2005 EBIT of $14.6 million and included a $4.7 million pre-tax gain for proceeds received from the settlement of the aforementioned legal actions. Segment EBIT also reflects a pre-tax loss for the first quarter 2006 and first quarter 2005 related to the Company’s equity share of losses at its European roofing joint venture, Icopal, of $2.9 million and $4.2 million, respectively.

 
Industrial Components:  Net sales of $224.1 million for the three months ended March 31, 2006 increased slightly over net sales of $222.0 million for the same period in 2005. EBIT of $21.8 million in the first quarter of 2006 was 12% below the $24.7 million reported in the first quarter of 2005. Earnings declined due to unfavorable product mix as the segment experienced lower volumes in the consumer lawn and garden, and styled wheels markets which were partially offset by increased volumes in the commercial lawn and garden, and high speed trailer markets. In addition to the unfavorable product mix, margins for the segment were also negatively impacted by increased utilities and freight costs.
 
Diversified Components:   Net sales of $169.0 million in the first quarter 2006 were 17% above $144.2 million for the same period of 2005 and first quarter 2006 EBIT of $17.7 million was 26% above $14.0 million reported for the same period in 2005. Strong demand in the specialty trailer business, higher volumes for the foodservice business and acquisitions in the two brake businesses accounted for most of the increase in net sales and EBIT. The Company’s refrigerated truck body business, Johnson Truck Bodies, also experienced favorable year-over-year comparisons in net sales and EBIT.
 
Discontinued Operations
 
In the fourth quarter 2005 the Company announced it was exiting the businesses of Carlisle Systems & Equipment which include Carlisle Process Systems and the Walker Group. On April 10, 2006, Carlisle announced it had signed a definitive agreement to sell Carlisle Process Systems to Tetra Pak, a division of the Tetra Laval Group, a private industrial group headquartered in Switzerland. The sale of the Carlisle Process Systems businesses is subject to regulatory approvals as well as other customary closing conditions. The Company is actively marketing the Walker Group businesses. The sale of Carlisle Process Systems and the Walker Group businesses are expected to be completed by December 31, 2006.
 
Income from discontinued operations, net of tax, in the first quarter 2006 was $2.1 million as compared to a loss, net of tax, of $0.5 million recorded in the first quarter 2005.
 
Net Income
 
Net income for the first quarter 2006 was $41.2 million, or $1.33 per diluted share, compared to $28.3 million, or $0.90 per diluted share, for the first quarter 2005. The increase in net income was primarily due to the increased net sales and earnings for the Construction Materials and Diversified Components segments driven by strong end market demand.
 
Cash Flow
 
Cash flow provided by continuing operations of $4.1 million for the three months ended March 31, 2006 was significantly stronger as compared with cash used by continuing operations of $39.3 million for the same period in 2005. Increased operating income and a reduction in cash required to fund working capital levels contributed to the significant improvement in operating cash flow for 2006. Cash used in investing activities was $23.6 million in 2006 compared to $23.0 million in 2005. Capital expenditures of $26.2 million were 12% above $23.4 million in 2005 as the Company continued the construction of its previously announced new production facilities in Utah and Pennsylvania for the Construction Materials segment. Cash flow provided

 
by financing activities of $7.5 million in 2006 decreased from $64.2 million in 2005 on reduced borrowings required to fund working capital and operating needs.
 
Backlog
 
Backlog from continuing operations at March 31, 2006 of $295.4 million was consistent with the backlog of $298.5 million at December 31, 2005 and slightly higher than the backlog of $288.7 million at March 31, 2005. Decreased backlog for the Construction Materials segment was more than offset by increased backlog in the Industrial Components segment and the specialty trailer and brake businesses of the Diversified Components segment on a year-over-year basis.
 
Conference Call and Webcast
 
The Company will discuss first quarter 2006 results on a conference call for investors on Tuesday, April 25, 2006 at 11:00 a.m. Eastern. The call may be accessed live at http://www.carlisle.com/investors/conference_call.html, or the taped call may be listened to shortly following the live call at the same website location until May 9, 2006. A PowerPoint presentation will also be available for viewing and/or printing at the same website location.
 
Forward-Looking Statements
 
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to changes in global economic, business, competitive, market and regulatory factors. More detailed information about these factors is contained in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no duty to update forward-looking statements.
 
Carlisle is a diversified global manufacturing company serving the construction materials, commercial roofing, specialty tire and wheel, power transmission, heavy-duty brake and friction, heavy-haul truck trailer, foodservice, and data transmission industries.

CONTACT:	 	Carol P. Lowe	
 	 	Vice President and Chief Financial Officer	
 	 	Carlisle Companies Incorporated	
 	 	(704) 501-1100	
 	 	http://www.carlisle.com	

 
CARLISLE COMPANIES INCORPORATED
Financial Results
For the periods ended March 31
(In millions, except per share data)

 	 	First Quarter	 	
 	 	2006	 	2005*	 	% Change	 	
Net sales	 	$	621.1	 	$	537.7	 	16	%	
 	 	 	 	 	 	 	 	
Income from continuing operations, net of tax	 	$	39.1	 	$	28.8	 	36	%	
 	 	 	 	 	 	 	 	
Income (loss) from discontinued operations, net of tax	 	2.1	 	(0.5	)	NM	 	
Net income	 	$	41.2	 	$	28.3	 	46	%	
 	 	 	 	 	 	 	 	
Basic earnings per share	 	 	 	 	 	 	 	
Continuing operations	 	$	1.28	 	$	0.93	 	38	%	
Discontinued operations	 	0.07	 	(0.02	)	NM	 	
Net income	 	$	1.35	 	$	0.91	 	48	%	
 	 	 	 	 	 	 	 	
Diluted earnings per share	 	 	 	 	 	 	 	
Continuing operations	 	$	1.26	 	$	0.92	 	37	%	
Discontinued operations	 	0.07	 	(0.02	)	NM	 	
Net income	 	$	1.33	 	$	0.90	 	48	%	
 
SEGMENT FINANCIAL DATA (Continuing Operations)
(In millions)

First Quarter	 	2006	 	2005*	 	
 	 	Sales	 	EBIT	 	% Sales	 	Sales	 	EBIT	 	% Sales	 	
Construction Materials	 	$	228.0	 	$	32.3	 	14.2	%	$	171.5	 	$	14.6	 	8.5	%	
Industrial Components	 	224.1	 	21.8	 	9.7	%	222.0	 	24.7	 	11.1	%	
Diversified Components	 	169.0	 	17.7	 	10.5	%	144.2	 	14.0	 	9.7	%	
Subtotal	 	621.1	 	71.8	 	11.6	%	537.7	 	53.3	 	9.9	%	
Corporate	 	—	 	(9.2	)	 	 	—	 	(7.1	)	 	 	
Total	 	$	621.1	 	$	62.6	 	10.1	%	$	537.7	 	$	46.2	 	8.6	%	

* 2005 figures have been revised to reflect discontinued operations and conform with the 2006 segment presentation.
NM = Not Meaningful

 
CARLISLE COMPANIES INCORPORATED
Consolidated Statement of Earnings
For the periods ended March 31
(In thousands except per share data)

 	 	First Quarter	 	
 	 	2006	 	2005*	 	% Change	 	
Net sales	 	$	621,105	 	$	537,738	 	15.5	%	
Cost and expenses:	 	 	 	 	 	 	 	
Cost of goods sold	 	493,725	 	427,571	 	15.5	%	
Selling and administrative expenses	 	61,359	 	55,015	 	11.5	%	
Research and development expenses	 	3,884	 	3,921	 	-0.9	%	
Other (income) expense, net	 	(455	)	5,045	 	NM	 	
 	 	 	 	 	 	 	 	
Earnings before interest & income taxes	 	62,592	 	46,186	 	35.5	%	
 	 	 	 	 	 	 	 	
Interest expense, net	 	4,256	 	3,905	 	9.0	%	
 	 	 	 	 	 	 	 	
Earnings before income taxes	 	58,336	 	42,281	 	38.0	%	
 	 	 	 	 	 	 	 	
Income taxes	 	19,252	 	13,524	 	42.4	%	
 	 	 	 	 	 	 	 	
Income from continuing operations, net of tax	 	39,084	 	28,757	 	35.9	%	
Percent of net sales	 	6.3	%	5.3	%	 	 	
 	 	 	 	 	 	 	 	
Income (loss) from discontinued operations, net of tax	 	2,092	 	(502	)	NM	 	
 	 	 	 	 	 	 	 	
Net income	 	$	41,176	 	$	28,255	 	45.7	%	
 	 	 	 	 	 	 	 	
Basic earnings per share	 	 	 	 	 	 	 	
Continuing operations	 	$	1.28	 	$	0.93	 	37.6	%	
Discontinued operations	 	0.07	 	(0.02	)	NM	 	
Basic earnings per share	 	$	1.35	 	$	0.91	 	48.4	%	
 	 	 	 	 	 	 	 	
Diluted earnings per share	 	 	 	 	 	 	 	
Continuing operations	 	$	1.26	 	$	0.92	 	37.0	%	
Discontinued operations	 	0.07	 	(0.02	)	NM	 	
Diluted earnings per share	 	$	1.33	 	$	0.90	 	47.8	%	
 	 	 	 	 	 	 	 	
Average shares outstanding (000’s) - basic	 	30,444	 	30,943	 	 	 	
Average shares outstanding (000’s) - diluted	 	30,977	 	31,331	 	 	 	
 	 	 	 	 	 	 	 	
Dividends	 	$	7,657	 	$	7,141	 	 	 	
Dividends per share	 	$	0.250	 	$	0.230	 	8.7	%	

* 2005 figures have been revised to reflect discontinued operations.
NM = Not Meaningful

 
CARLISLE COMPANIES INCORPORATED
Comparative Condensed Consolidated Balance Sheet
(In thousands)

 	 	March 31,	 	December 31,	 	
 	 	2006	 	2005	 	
Assets	 	 	 	 	 	
Current Assets	 	 	 	 	 	
Cash and cash equivalents	 	$	23,968	 	$	38,745	 	
Receivables	 	229,632	 	163,277	 	
Inventories	 	358,933	 	336,090	 	
Prepaid expenses and other	 	50,612	 	57,272	 	
Current assets held for sale	 	62,679	 	65,788	 	
Total current assets	 	725,824	 	661,172	 	
Property, plant and equipment, net	 	444,108	 	432,749	 	
Other assets	 	429,998	 	426,381	 	
Non-current assets held for sale	 	42,071	 	42,955	 	
 	 	$	1,642,001	 	$	1,563,257	 	
 	 	 	 	 	 	
Liabilities and Shareholders’ Equity	 	 	 	 	 	
Current Liabilities	 	 	 	 	 	
Short-term debt, including current maturities	 	$	61,513	 	$	57,993	 	
Accounts payable	 	141,642	 	127,698	 	
Accrued expenses	 	145,209	 	145,375	 	
Current liabilities associated with assets held for sale	 	43,196	 	41,645	 	
Total current liabilities	 	391,560	 	372,711	 	
Long-term debt	 	282,212	 	282,426	 	
Other liabilities	 	187,075	 	176,911	 	
Non-current liabilities associated with assets held for sale	 	1,045	 	970	 	
Shareholders’ equity	 	780,109	 	730,239	 	
 	 	$	1,642,001	 	$	1,563,257	 	

 
CARLISLE COMPANIES INCORPORATED
Comparative Condensed Consolidated Statement of Cash Flows
For the Three months ended March 31
(In thousands)

 	 	2006	 	2005*	 	
Operating activities	 	 	 	 	 	
Net income	 	$	41,176	 	$	28,255	 	
Reconciliation of net earnings to cash flows:	 	 	 	 	 	
(Income) loss from discontinued operations, net of tax	 	(2,092	)	502	 	
Depreciation and amortization	 	14,133	 	13,230	 	
Loss on equity investments	 	2,954	 	3,878	 	
Foreign exchange gain	 	693	 	398	 	
Deferred taxes	 	2,188	 	1,331	 	
Loss on investments, property and equipment, net	 	325	 	34	 	
Receivables under securitization program	 	(4,900	)	(10,000	)	
Working capital	 	(50,032	)	(75,691	)	
Other	 	(369	)	(1,222	)	
Net cash provided by (used in) operating activities	 	4,076	 	(39,285	)	
Investing activities	 	 	 	 	 	
Capital expenditures	 	(26,185	)	(23,353	)	
Proceeds from investments, property and equipment	 	2,374	 	29	 	
Other	 	224	 	312	 	
Net cash used in investing activities	 	(23,587	)	(23,012	)	
Financing activities	 	 	 	 	 	
Net change in short-term debt and revolving credit lines	 	4,654	 	67,331	 	
Reductions of long-term debt	 	—	 	(129	)	
Dividends	 	(7,657	)	(7,141	)	
Treasury shares and stock options, net	 	10,512	 	4,119	 	
Net cash provided by financing activities	 	7,509	 	64,180	 	
Net cash used in discontinued operations	 	(2,810	)	(717	)	
Effect of exchange rate changes on cash	 	35	 	323	 	
Change in cash and cash equivalents	 	(14,777	)	1,489	 	
Cash and cash equivalents	 	 	 	 	 	
Beginning of period	 	38,745	 	25,018	 	
End of period	 	$	23,968	 	$	26,507	 	

* 2005 figures have been revised to reflect discontinued operations.