UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 19, 2020

NORDSON CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Registrant’s Telephone Number, including Area Code: 440-892-1580

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 \(see General Instruction A.2. below\):

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

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

On February 19, 2020, Nordson Corporation issued a press release relating to its results of operations for the first quarter of fiscal 2020.  A copy is attached as Exhibit 99.1.

(d) Exhibits.

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, hereunto duly authorized.

Exhibit 99.1

Nordson Corporation Reports Fiscal Year 2020 First Quarter Results

- Sales were $495 million - Operating profit was $75 million, or 15 percent of sales - EBITDA was $101 million, or 20 percent of sales - GAAP diluted EPS was $0.89

WESTLAKE, Ohio--(BUSINESS WIRE)--February 19, 2020--Nordson Corporation **** (Nasdaq: NDSN) today reported results for the first quarter of fiscal year 2020. For the quarter ended January 31, 2020, sales were $495 million, a 1 percent decrease compared to the prior year’s first quarter sales of $498 million. This change in first quarter 2020 sales included a decrease in organic volume of less than 1 percent, growth from the first year effect of acquisitions of less than 1 percent, and a decrease related to the unfavorable effect of currency translation as compared to the prior year’s first quarter of approximately 1 percent.

In the first quarter of fiscal year 2020, reported operating profit was $75 million, net income was $52 million, and GAAP diluted earnings per share were $0.89, inclusive of $0.04 per share charge related to restructuring and a $0.04 per share benefit related to discrete tax items. Prior year first quarter sales, operating profit, net income and GAAP diluted earnings per share were $498 million, $84 million, $49 million and $0.83, respectively. A reconciliation of GAAP diluted earnings per share to adjusted diluted earnings per share and calculations for EBITDA and free cash flow before dividends are included in the attached financial exhibits.

First Quarter Segment Results

Adhesive Dispensing Systems sales decreased 2 percent compared to the prior year’s first quarter, inclusive of a decrease in organic volume of 1 percent and a decrease of 1 percent related to the unfavorable effects of currency translation as compared to the prior year. Reported operating margin in the segment was 23 percent in the quarter.

Advanced Technology Systems sales decreased approximately 1 percent compared to the prior year’s first quarter, inclusive of a decrease in organic volume of 2 percent, an increase of 1 percent related to the first year effect of acquisitions, and a decrease of less than 1 percent related to the unfavorable effects of currency translation as compared to the prior year. The first quarter’s acquisitive growth includes the fiscal 2019 acquisition of Optical Control GmbH. Reported operating margin in the segment was 14 percent in the quarter, or 15 percent when excluding approximately $3 million of restructuring charges.

Industrial Coating Systems sales increased 9 percent compared to the prior year’s first quarter, inclusive of organic volume growth of 9 percent and a decrease of less than 1 percent related to the unfavorable effect of currency translation as compared to the prior year. Reported operating margin in the segment was 14 percent in the quarter.

Detailed results by operating segment and geography are included in the attached financial exhibits.

Commenting on the company’s fiscal first quarter 2020 results, Sundaram Nagarajan, Nordson President and Chief Executive Officer, said, “Our first quarter performance for both sales and operating margin was in line with expectations and reflects our normal seasonality. Our spending is generally consistent throughout the year due to our direct sales model and strong customer focus, resulting in lower operating margin in our first fiscal quarter.”

Backlog

Backlog for the quarter ended January 31, 2020 was approximately $430 million, a decrease of 1 percent compared to the same period a year ago. Impact from the fiscal 2019 acquisition of Optical Control GmbH was not significant. Backlog amounts are calculated at January 31, 2020 exchange rates.

Commenting on the company’s fiscal 2020 outlook, Nagarajan said, “We remain on track with fiscal 2020 guidance, where we expect organic sales growth in the range of 1 to 3 percent compared to fiscal 2019. With our typical seasonality, we expect our second half of the fiscal year to drive this growth.”

Nordson management will provide additional commentary on these results and outlook during a conference call Thursday, February 20, 2020 at 8:30 a.m. eastern time which can be accessed at https://investors.nordson.com. For persons unable to listen to the live broadcast, a replay will be available for 14 days after the event. Information about Nordson’s investor relations and shareholder services is available from Lara Mahoney, Vice President, Investor Relations and Corporate Communications at (440) 414-5639 or lara.mahoney@nordson.com.

Except for historical information and comparisons contained herein, statements included in this release may constitute “forward-looking statements,” as defined by the Private Securities Litigation Reform Act of 1995. These statements involve a number of risks, uncertainties and other factors, as discussed in the company’s filing with the Securities and Exchange Commission that could cause actual results to differ.

Nordson Corporation engineers, manufactures and markets differentiated products and systems used for the precision dispensing of adhesives, coatings, sealants, biomaterials, polymers, plastics and other materials, fluid management, test and inspection, UV curing and plasma surface treatment, all supported by application expertise and direct global sales and service. Nordson serves a wide variety of consumer non-durable, durable and technology end markets including packaging, nonwovens, electronics, medical, appliances, energy, transportation, construction, and general product assembly and finishing. Founded in 1954 and headquartered in Westlake, Ohio, the company has operations and support offices in more than 35 countries. Visit Nordson on the web at http://www.nordson.com, @Nordson_Corp, or www.facebook.com/nordson.

Contacts

Nordson Corporation

          Lara Mahoney 

          Vice President, 

          Investor Relations & Corporate Communications 

          440.414.5639 

          Lara.Mahoney@nordson.com