FORWARD-LOOKING STATEMENTS
Some of the statements in this document and any documents incorporated by
reference, including any statements as to operational and financial projections,
constitute "forward-looking statements" within the meaning of Section 21E of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"). These
statements relate to future events or our future financial performance and
involve known and unknown risks, uncertainties and other factors that may cause
our businesses' or our industries' actual results, levels of activity,
performance or achievements to be materially different from those expressed or
implied by any forward-looking statements. Such statements may address our
plans, our strategies, our prospects, or changes and trends in our business and
the markets in which we operate under the heading "Management's Discussion and
Analysis of Financial Condition and Results of Operations" ("MD&A") or in other
sections of this document. In some cases, you can identify forward-looking
statements by terminology such as "may," "could," "would," "should," "expect,"
"plan," "anticipate," "intend," "believe," "estimate," "predict," "project,"
"potential" or "continue" or the negative of those terms or similar expressions.
These statements are only predictions. Actual events or results may differ
materially because of market conditions in our industries or other factors, and
forward-looking statements should not be relied upon as a prediction of actual
results. Among other factors that may affect future performance are: the impact
of the global outbreak of COVID-19 and governmental and other actions taken in
response; cyclical changes and specific industry events in the company's
markets; changes in anticipated capital investment and maintenance expenditures
by customers; availability, limitations or cost increases of raw materials,
component products and/or commodities that cannot be recovered in product
pricing; overruns, the incurrence of delays, penalties or liquidated damages
with respect to long-term fixed-price contracts; international economic,
political, legal, accounting and business developments adversely affecting the
company's ability to do business in emerging markets; ability to identify
acceptable strategic acquisition targets; uncertainties surrounding timing,
successful completion or integration of acquisitions and similar transactions;
inadequate performance by third-party suppliers and subcontractors for
outsourced products; defects or errors in current or planned products; potential
labor disputes, extreme weather conditions and natural and other disasters;
compliance costs associated with environmental laws and regulations; threats
associated with and efforts to combat terrorism and cyber-security risks; global
competitive market conditions, including global reactions to U.S. trade
policies, and resulting effects on sales and pricing; and global economic
factors, including currency exchange rates, difficulties entering new markets
and general economic conditions such as inflation, deflation, interest rates and
credit availability. In addition, management's estimates of future operating
results are based on our current complement of continuing operations, which is
subject to change as management selects strategic markets.
All the forward-looking statements in this document are qualified in their
entirety by reference to the factors discussed herein and under the heading
"Risk Factors" in our 2020 Annual Report on Form 10-K and in any other documents
subsequently filed by us under the Exchange Act that describe risks and factors
that could cause results to differ materially from those projected in these
forward-looking statements. We caution you that these risk factors may not be
exhaustive. We operate in a continually changing business environment and
frequently enter into new businesses and product lines. We cannot predict these
new risk factors, and we cannot assess the impact, if any, of these new risk
factors on our businesses or the extent to which any factor, or combination of
factors, may cause actual results to differ materially from those projected in
any forward-looking statements. Accordingly, you should not rely on
forward-looking statements as a prediction of actual results. We undertake no
obligation to update or publicly revise any forward-looking statements to
reflect events or circumstances that arise after the date of this document.
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EXECUTIVE OVERVIEW
Impact of the COVID-19 Pandemic
As further discussed below, the COVID-19 pandemic had an adverse impact on our
condensed consolidated financial results for the three and nine months ended
October 2, 2021. These adverse impacts are expected to continue, to a lesser
degree, in the fourth quarter of 2021, and possibly longer, but we are unable to
determine the extent, duration, or nature at this time. Although certain of our
product lines (e.g., shorter-cycle product lines within our Precision Solutions
reportable segment) have been impacted more than others in our portfolio, we
believe that our diverse set of products, along with our strong balance sheet
position and available liquidity, position us well to mitigate further potential
adverse impacts of the COVID-19 pandemic. For example, because we serve
customers that produce food, beverages, personal care items, cleaning products,
pharmaceuticals, and specialty chemicals, and serve critical infrastructure and
industrial enablement functions, a majority, but not all, of our products,
services and operations have been classified as "essential" under various
governmental orders restricting business activities implemented in response to
the COVID-19 pandemic. While we have temporarily closed certain of our offices
and engineering, service and manufacturing centers during 2020 and 2021, and may
be required to close additional facilities in the future in response to
governmental orders, other COVID-19 pandemic safety-related concerns or in
response to market conditions affected by COVID-19, our manufacturing facilities
have not experienced significant interruptions in operations to date.
In terms of liquidity, as of October 2, 2021, we had over $310 of cash and
equivalents on hand and, as discussed in   Note 10   to the accompanying
condensed consolidated financial statements, approximately $495 of borrowing
capacity under our revolving credit facilities and debt repayments of $20 due
annually under primary debt obligations until August 2026. During the past year,
we have taken actions to manage costs and cash flows, including reducing
discretionary spending, and will continue to assess the actual and expected
impacts of the COVID-19 pandemic and any requirements for further actions.
Discontinued Operations
  On May 2, 2019, the Company announced that its Board of Directors had
initiated a process to divest a substantial portion of the Company's former
Power and Energy reportable segment, excluding the Bran+Luebbe product line
(collectively, the "Disposal Group"). In connection with this announcement and
the continued development of the divestiture process thereafter, we reported the
Disposal Group as "held-for-sale", and as discontinued operations, initially as
of the end of our second quarter of 2019.
In November 2019, we entered into a Purchase and Sale Agreement (the "Sale
Agreement") with an affiliate of Apollo Global Management, LLC (the "Buyer"),
pursuant to which the Company agreed, indirectly through certain of its
subsidiaries, to sell the businesses reflected as discontinued operations in the
accompanying condensed consolidated financial statements to the Buyer for a
gross purchase price of $475.0 (the "Transaction"). The gross purchase price of
$475.0 was subject to (i) reductions based upon the level of certain deductions
of the Disposal Group at the closing date, and (ii) certain adjustments based
upon the level of net working capital, cash and debt of the Disposal Group at
the closing date. The deductions included, for example, components of the
"Contract Liabilities" and certain other current and long-term liabilities of
the Disposal Group, as well as deductions for budgeted but un-incurred capital
expenditures and other business infrastructure costs measured over periods
defined in the Sale Agreement, but in all cases which expired at the closing
date. On March 30, 2020, we completed the sale of substantially all Disposal
Group businesses and received proceeds from the Buyer of $406.2, based on an
estimate of certain adjustments to the gross purchase price as of the closing
date and as discussed further above and, to a lesser extent, certain fees.
  Unless otherwise indicated, amounts provided in MD&A below pertain to
continuing operations only.
Our Business
SPX FLOW operates in two reportable segments: the Nutrition and Health segment
and the Precision Solutions segment. During the first quarter of 2021, the
Company renamed its former "Food and Beverage" segment to the "Nutrition and
Health" segment and, during the second quarter of 2021, the Company renamed its
former "Industrial" segment to the "Precision Solutions" segment. Accordingly,
all current and comparative period financial information for these segments has
been presented as the Nutrition and Health segment and the Precision Solutions
segment in this MD&A. Other than the changes in name, there were no changes to
the segments and there has been no change to prior-period financial information
of the segments.

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Based in Charlotte, North Carolina, SPX FLOW improves the world through
innovative and sustainable solutions. The product offering of the Company's
continuing operations is concentrated in process technologies that perform
mixing, blending, fluid handling, separation, thermal heat transfer and other
activities that are integral to processes performed across a wide variety of
nutrition, health and precision solution markets. SPX FLOW had approximately
$1.4 billion in 2020 annual revenues, with approximately 36%, 37% and 27% from
sales into the Americas, EMEA and Asia Pacific regions, respectively, and has
continuing operations in more than 30 countries and sales in more than 140
countries.
Our product portfolio of pumps, valves, mixers, filters, air dryers, hydraulic
tools, homogenizers, separators and heat exchangers, along with the related
aftermarket parts and services, supports global industries, including nutrition
and health, chemical processing, compressed air and mining. From an end-market
perspective, in 2020, approximately 47% of our revenues were from sales into the
nutrition and health end markets and approximately 53% were from sales into the
precision solutions end markets. Our core strengths include expertise in
rotating, actuating and hydraulic equipment, a highly skilled workforce, global
capabilities, product breadth, and a deep application knowledge that enables us
to optimize configuration and create custom-engineered solutions for diverse
processes.
The following summary describes the products and services offered by our
reportable segments:
Nutrition and Health: The Nutrition and Health reportable segment operates in a
regulated, global industry with customers who demand highly engineered process
solutions. Key demand drivers include dairy consumption, emerging market
capacity expansion, sustainability and productivity initiatives, customer
product innovation and food safety. Key products for the segment include
homogenizers, pumps, valves, separators and heat exchangers. We also design and
assemble process systems that integrate many of these products for our
customers. Key brands include APV, Gerstenberg Schroeder, Seital and Waukesha
Cherry-Burrell. The segment's primary competitors are Alfa Laval AB, Fristam
Pumps, GEA Group AG, Krones AG, Südmo, Tetra Pak International S.A. and various
regional companies.
Precision Solutions: The Precision Solutions reportable segment primarily serves
customers in the chemical, air treatment, mining, pharmaceutical, marine,
infrastructure construction, general industrial and water treatment industries.
Key demand drivers of this segment are tied to macroeconomic conditions and
growth in the respective end markets we serve. Key products for the segment are
air dryers, filtration equipment, mixers, pumps, hydraulic technologies and heat
exchangers. Key brands include Airpel, APV, Bolting Systems, Bran+Luebbe,
Deltech, Hankison, Jamix, Jemaco, Johnson Pump, LIGHTNIN, Philadelphia Mixing
Solutions, POSI LOCK, Power Team, Stelzer, Stone and Uutechnic. The segment's
primary competitors are Alfa Laval AB, Chemineer Inc., EKATO, Enerpac, IDEX
Viking Pump, KSB AG, Lewa, Milton Roy, Parker Domnick Hunter, Prominent and
various regional companies.
Summary of Operating Results
Non-GAAP Measures - Throughout the following segment discussion, we use organic
revenue growth (decline) to facilitate explanation of the operating performance
of our segments. Organic revenue growth (decline) is a non-GAAP financial
measure, and is not a substitute for net revenue growth (decline). Refer to the
explanation of this measure and purpose of use by management under "Results of
Continuing Operations-Non-GAAP Measures."
The financial information discussed below and included in this Quarterly Report
on Form 10-Q may not necessarily reflect what our financial condition, results
of operations and cash flows may be in the future.
The following summary is intended to provide certain highlights of the
discussion and analysis that follows (all comparisons are to the related period
in the prior year):
Revenues - For the three and nine months ended October 2, 2021, revenues
increased $32.7 (9.2%) and $180.5 (18.9%), respectively. For the three months
ended October 2, 2021, the increase in revenues, compared to the respective 2020
period, was driven primarily by (i) revenues associated with businesses acquired
in the first and second quarters of 2021, (ii) an increase in organic revenue,
and, to a lesser extent, (iii) the weakening of the U.S. dollar against various
foreign currencies during the periods. The increase in organic revenue was
driven primarily by higher volumes of revenue from (i) Nutrition and Health
segment components and aftermarket products and, to a lesser extent, systems,
and (ii) broad-based strengthening across most short-cycle Precision Solutions
segment product lines, attributable primarily to increased demand due to reduced
adverse effects of the COVID-19 pandemic.
For the nine months ended October 2, 2021, the increase in revenues, compared to
the respective 2020 period, was driven primarily by (i) an increase in organic
revenue and, to a lesser extent, (ii) the weakening of the U.S. dollar against
                                       35
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various foreign currencies during the periods and (iii) revenues associated with
businesses acquired in the third quarter of 2020 and first and second quarters
of 2021. The increase in organic revenue was driven primarily by higher volumes
of revenue from (i) Nutrition and Health segment components and aftermarket
products and, to a lesser extent, systems, and (ii) broad-based strengthening
across most short-cycle Precision Solutions segment product lines, attributable
primarily to increased demand due to reduced adverse effects of the COVID-19
pandemic.
Income before Income Taxes - Income before income taxes increased $14.7 (84.5%)
and $58.7 (217.4%) in the three and nine months ended October 2, 2021,
respectively. The increase in pre-tax income for the three months ended
October 2, 2021, compared to the respective 2020 period, included primarily the
effects of increases in other income, net (including primarily a gain on sale of
a product line during the third quarter of 2021) and in segment income, combined
with reductions in interest expense and corporate expense.
The increase in pre-tax income for the nine months ended October 2, 2021,
compared to the respective 2020 period, included primarily the effects of an
increase in segment income and, to a lesser extent, reductions in interest
expense and corporate expense, as well as the benefits of an increase in gains
on sales of certain assets (including the gain on sale of a product line as
noted above).
Cash Flows from Operations - For the nine months ended October 2, 2021, cash
flows from operations increased to $42.0 from $31.6 in the comparable prior year
period, primarily as a result of increased cash flows from higher segment
income.
RESULTS OF OPERATIONS
The unaudited information included in this Quarterly Report on Form 10-Q should
be read in conjunction with our annual consolidated financial statements
included in our 2020 Annual Report on Form 10-K. Interim results are not
necessarily indicative of results for a full year. We establish actual interim
closing dates using a fiscal calendar, which requires our businesses to close
their books on the Saturday closest to the end of the first calendar quarter,
with the second and third quarters being 91 days in length. Our fourth quarter
ends on December 31. The interim closing dates for the first, second and third
quarters of 2021 were April 3, July 3, and October 2, compared to the respective
March 28, June 27, and September 26, 2020 dates. We had five more days in the
first quarter of 2021 and will have six fewer days in the fourth quarter of 2021
than in the respective 2020 periods. It is not practicable to estimate the
impact of the differential in number of days on our changes in revenues for the
nine-month period ended October 2, 2021 compared to the prior-year period.
Cyclicality of End Markets, Seasonality and Competition - The financial results
of many of our businesses closely follow changes in the industries and end
markets they serve.
In our Nutrition and Health reportable segment, system revenues are highly
correlated to timing on capital projects, which may cause significant
fluctuations in our financial performance from period to period. Fluctuations in
dairy commodity prices and production of dairy related products, particularly
those aimed at serving the China market, can influence the timing of capital
spending by many end customers in our Nutrition and Health reportable segment.
Although our businesses operate in highly competitive markets, our competitive
position cannot be determined accurately in the aggregate or by segment since
our competitors do not offer all the same product lines or serve all the same
markets. In addition, specific reliable comparative figures are not available
for many of our competitors. In most product groups, competition comes from
numerous concerns, both large and small. The principal methods of competition
are service, product performance, technical innovation and price. These methods
vary with the type of product sold. We believe we compete effectively on the
basis of each of these factors. See "Executive Overview - Our Business" for a
discussion of our competitors.
                                       36
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Non-GAAP Measures - Organic revenue growth (decline) presented herein is defined
as revenue growth (decline) excluding the effects of foreign currency
fluctuations and business acquisitions which occurred in the third quarter of
2020 and first and second quarters of 2021. We believe this metric is a useful
financial measure for investors in evaluating our operating performance for the
periods presented as, when read in conjunction with our revenues, it presents a
tool to evaluate our ongoing operations and provides investors with a metric
they can use to evaluate our management of assets held from period to period. In
addition, organic revenue growth (decline) is one of the factors we use in
internal evaluations of the overall performance of our business. This metric,
however, is not a measure of financial performance under accounting principles
generally accepted in the United States ("GAAP"), should not be considered a
substitute for net revenue growth (decline) as determined in accordance with
GAAP and may not be comparable to similarly titled measures reported by other
companies.
The following table provides selected financial information for the three and
nine months ended October 2, 2021 and September 26, 2020, respectively,
including the reconciliation of organic revenue growth to net revenue growth:
                                                          Three months ended                                               Nine months ended
                                                               September 26,                                                   September 26,
                                        October 2, 2021            2020              % Change           October 2, 2021            2020              % Change
Revenues                               $        389.6          $    356.9               9.2            $      1,135.0          $    954.5              18.9
Gross profit                                    139.0               126.1              10.2                     399.2               340.7              17.2
% of revenues                                    35.7  %             35.3  %                                     35.2  %             35.7  %
Selling, general and administrative              93.3                89.9               3.8                     277.5               265.9               4.4
% of revenues                                    23.9  %             25.2  %                                     24.4  %             27.9  %
Intangible amortization                           5.9                 2.8             110.7                      13.6                 8.5              60.0
Asset impairment charges                            -                 0.5            (100.0)                        -                 3.2            (100.0)
Restructuring and other related
charges                                           0.6                 1.3             (53.8)                     14.1                 8.7              62.1
Other income, net                                 9.5                 4.2             126.2                      18.1                 8.5             112.9
Interest expense, net                            (4.2)               (7.4)            (43.2)                    (14.0)              (24.9)            (43.8)
Loss on early extinguishment of debt            (12.4)              (11.0)             12.7                     (12.4)              (11.0)             

12.7


Income from continuing operations
before income taxes                              32.1                17.4              84.5                      85.7                27.0                      *
Income tax provision                             (8.6)               (0.7)                     *                (31.6)               (3.7)                     *
Income from continuing operations                23.5                16.7              40.7                      54.1                23.3             

132.2


Income (loss) from discontinued
operations, net of tax                            0.1                (4.2)           (102.4)                     (0.8)              (40.9)            (98.0)
Net income (loss)                                23.6                12.5              88.8                      53.3               (17.6)                     *
Less: Net income attributable to
noncontrolling interests                          0.1                 0.4             (75.0)                      0.4                 0.7             

(42.9)


Net income (loss) attributable to SPX
FLOW, Inc.                                       23.5                12.1              94.2                      52.9               (18.3)              

*



Components of consolidated revenue growth:
Organic increase                                                                        3.3                                                            11.4
Foreign currency                                                                        1.6                                                             3.9
Business combinations                                                                   4.3                                                             3.6
Net revenue increase                                                                    9.2                                                            18.9
* Not meaningful for comparison
purposes


Revenues - For the three months ended October 2, 2021, the increase in revenues,
compared to the respective 2020 period, was driven primarily by (i) revenues
associated with businesses acquired in the first and second quarters of 2021,
(ii) an increase in organic revenue, and, to a lesser extent, (iii) the
weakening of the U.S. dollar against various foreign currencies during the
periods. The increase in organic revenue was driven primarily by higher volumes
of revenue from (i) Nutrition and Health segment components and aftermarket
products and, to a lesser extent, systems, and (ii) broad-based strengthening
across most short-cycle Precision Solutions segment product lines, attributable
primarily to increased demand due to reduced adverse effects of the COVID-19
pandemic.
                                       37
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For the nine months ended October 2, 2021, the increase in revenues, compared to
the respective 2020 period, was driven primarily by (i) an increase in organic
revenue and, to a lesser extent, (ii) the weakening of the U.S. dollar against
various foreign currencies during the periods and (iii) revenues associated with
businesses acquired in the third quarter of 2020 and first and second quarters
of 2021. The increase in organic revenue was driven primarily by higher volumes
of revenue from (i) Nutrition and Health segment components and aftermarket
products and, to a lesser extent, systems, and (ii) broad-based strengthening
across most short-cycle Precision Solutions segment product lines, attributable
primarily to increased demand due to reduced adverse effects of the COVID-19
pandemic.
See "Results of Reportable Segments" for additional details.
Gross Profit - The increases in gross profit for the three and nine months ended
October 2, 2021, compared to the respective 2020 periods, were driven primarily
by the increased revenues as noted above, along with favorable price
realization.
The increase in gross margin for the three months ended October 2, 2021,
compared to the respective 2020 period, was driven primarily by the favorable
impact on operating leverage of the higher volume of revenues, the benefits of
favorable price realization, and an improved mix of higher-quality revenue in
our Nutrition and Health segment, the effects of which were partially offset by
inflationary pressures in certain operational areas such as freight and certain
types of labor costs.
The decrease in gross margin for the nine months ended October 2, 2021, compared
to the respective 2020 period, was primarily attributable to inflationary
pressures in certain operational areas such as freight and certain types of
labor costs, the effects of which were partially mitigated by the favorable
impact on operating leverage of the higher volumes of revenues, favorable price
realization, and an improved mix of higher-quality revenue in our Nutrition and
Health segment.
See "Results of Reportable Segments" for additional details.
Selling, General and Administrative ("SG&A") Expense - For the three and nine
months ended October 2, 2021, the increases in SG&A expense, compared to the
respective 2020 periods, were due primarily to the weakening of the U.S. dollar
against various foreign currencies during the periods and, to a lesser extent,
increases in variable incentive compensation. These increases in costs were
partially offset by savings from (i) reductions in force associated with
restructuring actions taken in 2020 as well as in connection with our global
cost productivity program, initiated during the first quarter of 2021, and (ii)
reductions in discretionary spending.
Intangible Amortization - The increases in intangible amortization for the three
and nine months ended October 2, 2021, compared to the respective 2020 periods,
were primarily due to amortization of intangible assets acquired in the POSI
LOCK, UTG Mixing Group and Philadelphia Mixing acquisitions closed in the third
quarter of 2020 and first and second quarters of 2021, respectively.
Asset Impairment Charges - Charges for the three months ended September 26, 2020
resulted from further management evaluation of certain assets during the third
quarter of 2020 which were impacted by management's decision during the second
quarter of 2020 to consolidate and relocate the operations of a U.S.
manufacturing facility within the Precision Solutions segment to existing
facilities in the U.S. as well as in our EMEA and Asia Pacific regions. Charges
for the nine months ended September 26, 2020 included these charges, $0.8 of
charges recorded during the second quarter related to this action and charges of
$1.9 which resulted from management's decision, during the first quarter of
2020, to discontinue a product line within the Precision Solutions segment.
Restructuring and Other Related Charges - Charges for the three and nine months
ended October 2, 2021 related to a global cost productivity program initiated
during the first quarter of 2021. Such charges related primarily to severance
and other costs associated with commercial, engineering and certain operational
employees across both segments and across each region in which our segments
operate, as well as certain functional support employees across most of our
corporate functions.
See   Note 6   to our condensed consolidated financial statements for further
details of actions taken during the three and nine months ended October 2, 2021
and September 26, 2020.
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Other Income, net - Other income, net, for the three months ended October 2,
2021 was composed of a gain on the sale of a product line of $5.6, other net
gains on asset sales of $1.9, investment-related gains of $1.6, foreign currency
("FX") gains of $0.3, and income from a transition services agreement (the
"TSA") entered into in connection with the sale of our former Power and Energy
segment of $0.2, partially offset by non-service-related pension and
postretirement costs of $0.1.   See Note 3   to the condensed consolidated
financial statements for additional details regarding the sale of the product
line, as well as the TSA. The investment-related gains related to an increase in
the net asset value of our investment in an equity security (see   Note 15  

for


additional details).
Other income, net, for the three months ended September 26, 2020 was composed of
investment-related gains of $2.1, income from the TSA of $1.3, and net gains on
asset sales and other of $1.3, partially offset by FX losses of $0.4 and
non-service-related pension and postretirement costs of $0.1.
Other income, net, for the nine months ended October 2, 2021 was composed
primarily of investment-related gains of $9.1, the gain on sale of a product
line of $5.6, net gains on assets sales and other of $2.2, income from the TSA
of $1.7, partially offset by FX losses of $0.3 and non-service-related pension
and postretirement costs of $0.3.
Other income, net, for the nine months ended September 26, 2020 was composed of
investment-related gains of $7.4, income from the TSA of $2.8, and net gains on
asset sales and other of $0.9, partially offset by FX losses of $2.2 and
non-service-related pension and postretirement costs of $0.4.
Interest Expense, net - Interest expense, net, for the three and nine months
ended October 2, 2021 and September 26, 2020, was composed primarily of interest
expense related to our senior credit facilities and former senior notes and, to
a lesser extent, finance lease obligations and miscellaneous lines of credit,
partially offset by interest income on cash and cash equivalents.
  Interest expense, net, included interest expense of $4.9 and $8.3, and
interest income of $0.7 and $0.9, respectively, during the three months ended
October 2, 2021 and September 26, 2020. Interest expense, net, included interest
expense of $16.7 and $27.9, and interest income of $2.7 and $3.0, respectively,
during the nine months ended October 2, 2021 and September 26, 2020. The
decreases in interest expense in 2021, compared to 2020, were due primarily to
the early redemption of our 5.625% senior notes in August 2020 and 5.875% senior
notes in September 2021.
  See   Note 10   to our condensed consolidated financial statements for
additional details on our third-party debt and   Note 3   for additional details
regarding our allocation of certain interest expense to discontinued operations.
Loss on Early Extinguishment of Debt - On September 2, 2021, with a cash
payment, we redeemed our 5.875% senior notes due in August 2026 (the "2026
Notes") in full, pursuant to the redemption provisions of the indenture
governing the 2026 Notes. As a result of the redemption, we recorded a charge of
$11.3 during the three and nine months ended October 2, 2021, which related to
premiums paid to redeem the 2026 Notes of $8.8 and the write-off of unamortized
deferred financing fees of $2.5. In addition, on August 3, 2021, we amended and
restated our senior credit facilities, and recorded a charge of $1.1 during the
three and nine months ended October 2, 2021, which related primarily to the
write-off of unamortized deferred financing fees associated with the former
senior credit facilities.
On August 15, 2020, with a cash payment, we redeemed our 5.625% senior notes due
in August 2024 (the "2024 Notes) in full, pursuant to the redemption provisions
of the indenture governing the 2024 Notes. As a result of the redemption, we
recorded a charge of $11.0 during the three and nine months ended September 26,
2020, which related to premiums paid to redeem the 2024 Notes of $8.4, the
write-off of unamortized deferred financing fees of $2.5, and other costs
associated with the extinguishment of $0.1.
Income Tax Provision - During the three months ended October 2, 2021, we
recorded an income tax provision of $8.6 on $32.1 of pre-tax income, resulting
in an effective tax rate of 26.8%. This compares to an income tax provision for
the three months ended September 26, 2020 of $0.7 on $17.4 of pre-tax income,
resulting in an effective tax rate of 4.0%
The effective tax rate for the third quarter of 2020 was impacted by income tax
benefits of (i) $2.5 resulting from the benefit of the reduction to the
forecasted annual effective tax rate in the third quarter of 2020 applied to
income in the first half of 2020, (ii) $1.6 related to the timing of the pre-tax
results in certain jurisdictions where the tax expense is not expected to be
realized due to the loss carryforward position, and (iii) $1.3 resulting from
adjustments to the U.S tax liability for prior years.
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During the nine months ended October 2, 2021, we recorded an income tax
provision of $31.6 on $85.7 of pre-tax income, resulting in an effective tax
rate of 36.9%. This compares to an income tax provision for the nine months
ended September 26, 2020 of $3.7 on $27.0 of pre-tax income, resulting in an
effective tax rate of 13.7%. The effective tax rate for the first nine months of
2021 was impacted by income tax charges of (i) $4.5 resulting from the
disallowance of tax year 2020 interest deductions pursuant to the German Act
Implementing the EU Anti-Tax Avoidance Directive, enacted June 30, 2021, (ii)
$3.2 resulting from losses occurring in the first nine months of 2021 in certain
jurisdictions where the tax benefit of those losses is not expected to be
realized, and (iii) $1.0 related to transfer pricing adjustments.
The effective tax rate for the first nine months of 2020 was impacted by income
tax benefits of (i) $7.2 resulting from adjustments to the deemed repatriation
tax and certain additional foreign credits from the recharacterization of a
prior outbound transfer of an affiliate to non-U.S. entities, (ii) $1.2
resulting from tax return adjustments for certain of the Company's subsidiaries,
and (iii) $1.2 resulting from adjustments to the U.S. tax liability for prior
years, which were partially offset by income tax charges of (i) $4.8 resulting
from losses occurring in the first nine months of 2020 in certain jurisdictions
where the tax benefit of those losses is not expected to be realized and (ii)
$1.6 related to the change in valuation allowance related to certain
jurisdictions where the benefit of losses are no longer expected to be realized.
Our future effective tax rate may vary, particularly during the first quarter of
each year, based on tax charges or benefits that could result from potential
future vestings of restricted stock shares and restricted stock units.
Income (Loss) from Discontinued Operations, Net of Tax - For the three and nine
months ended October 2, 2021, the income (loss) from discontinued operations,
net of tax, of $0.1 and $(0.8), respectively, related to certain trailing
benefits realized (costs incurred) related to the sale of the Disposal Group.
For the three months ended September 26, 2020, the loss from discontinued
operations, net of tax, of $4.2, was composed of an income tax provision of $2.5
on a pre-tax loss of $1.7. The pre-tax loss included a Loss on Disposal Group of
$1.6, primarily related to the finalization of the purchase price with the
Buyer. The income tax provision for the third quarter of 2020 was primarily
impacted by income tax charges of (i) $1.7 related to a reduction in the benefit
related to the loss for global intangible low-taxed income purposes and (ii)
$0.4 resulting from adjustments to the U.S. tax liability for prior years.
For the nine months ended September 26, 2020, the loss from discontinued
operations, net of tax, of $40.9, was composed of a pre-tax loss of $10.3 and an
income tax provision of $30.6. The pre-tax loss included a Loss on Disposal
Group of $12.1 to reduce the carrying value of the Disposal Group to our
estimate, and the final negotiated amount, of the net proceeds to be realized
upon finalization of the purchase price with the Buyer. The income tax provision
for the first nine months of 2020 was impacted primarily by income tax charges
of (i) $32.1 composed of the U.S. tax expense on the tax gain on sale of
Disposal Group entities sold by the U.S. parent, (ii) $1.4 in reduction of the
benefit to be realized through the disposition of held-for-sale assets and (iii)
$0.4 resulting from adjustments to the U.S. tax liability for prior years, which
were partially offset by an income tax benefit of $3.1 related to a loss for
global intangible low-taxed income purposes on the sale of certain non-U.S.
entities. The significant non-U.S. sales of Disposal Group entities were in
locations where local law did not require any gain to be taxed or permit any
loss to result in a future benefit. In addition to these, the income tax
provision for the nine months ended September 26, 2020 also included the effect
from the first quarter of 2020 where the majority of the pre-tax loss on
Disposal Group was not deductible in the various jurisdictions where the sale of
the Disposal Group was to be recognized. As such, only $1.2 of a tax benefit was
recognized on the $10.3 pre-tax loss on Disposal Group.
                                       40
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RESULTS OF REPORTABLE SEGMENTS
The following information should be read in conjunction with our condensed
consolidated financial statements and related notes.
Nutrition and Health
                                           As of and for the three months ended                         As of and for the nine months ended
                                                         September 26,            %                                  September 26,            %
                                   October 2, 2021           2020              Change          October 2, 2021           2020              Change
Backlog                            $    262.0            $    269.2             (2.7)          $    262.0            $    269.2             (2.7)
Orders                                  160.2                 159.0              0.8                504.0                 435.1             15.8

Revenues                                170.1                 160.6              5.9                510.0                 443.1             15.1
Income                                   24.6                  24.2              1.7                 79.6                  62.7             27.0
% of revenues                            14.5    %             15.1  %                               15.6    %             14.2  %
Components of revenue growth:
Organic increase                                                                 4.5                                                        11.0
Foreign currency                                                                 1.4                                                         4.1
Net revenue growth                                                               5.9                                                        15.1


Revenues - For the three and nine months ended October 2, 2021, the increases in
revenues, compared to the respective 2020 periods, were driven primarily by
increases in organic revenue and, to a lesser extent, a weakening of the U.S.
dollar during the periods against various foreign currencies. The increases in
organic revenue were due to higher volumes of components and aftermarket
revenues and, to a lesser degree, of systems revenues, partially attributable to
reduced adverse effects of the COVID-19 pandemic.
Income - For the three months ended October 2, 2021, income increased, compared
to the respective 2020 period, driven primarily by higher volumes of revenues as
discussed above and cost savings realized from our global cost productivity
program announced during the first quarter of 2021. The decrease in margin in
the three months ended October 2, 2021, compared to the respective 2020 period,
primarily resulted from the effects of inflationary pressures in certain
operational areas such as freight and certain types of labor costs, which more
than offset the benefits of operating leverage on volume increases and cost
savings from restructuring initiatives as previously noted.
For the nine months ended October 2, 2021, income and margin increased, compared
to the respective 2020 period, driven primarily by the favorable impact on
operating leverage of higher volumes of revenues, an improved mix of
higher-quality revenue and cost savings from the global cost productivity
program noted above, partially offset by the effects of inflationary pressures
in certain operational areas such as freight and certain types of labor costs as
noted above.
Backlog - The segment had backlog of $262.0 and $269.2 as of October 2, 2021 and
September 26, 2020, respectively. Of the $7.2 year-over-year decrease in
backlog, $11.6 resulted from an organic decline primarily due to the timing of
systems orders received as well as increased revenue levels realized in the nine
months ended October 2, 2021 which resulted partially from the reduced adverse
effects of the COVID-19 pandemic, partially offset by an increase of $4.4
attributable to the favorable impact of fluctuations in foreign currencies
relative to the U.S. dollar.
                                       41
--------------------------------------------------------------------------------


Precision Solutions
                                              As of and for the three months ended                         As of and for the nine months ended
                                                           September 26,                                                September 26,
                                     October 2, 2021           2020              % Change         October 2, 2021           2020              % Change
Backlog                              $    335.8            $    261.2             28.6            $    335.8            $    261.2             28.6
Orders                                    223.9                 168.6             32.8                 656.6                 529.9             23.9

Revenues                                  219.5                 196.3             11.8                 625.0                 511.4             22.2
Income                                     31.4                  28.6              9.8                  76.4                  57.9             32.0
% of revenues                              14.3    %             14.6  %                                12.2    %             11.3  %

Components of revenue growth:
Organic increase                                                                   2.3                                                         11.7
Business combinations                                                              7.9                                                          6.8
Foreign currency                                                                   1.6                                                          3.7
Net revenue growth                                                                11.8                                                         22.2


Revenues - For the three months ended October 2, 2021, the increase in revenues,
compared to the respective 2020 period, was driven primarily by (i) revenues
associated with businesses acquired in the first and second quarters of 2021
and, to a lesser extent, (ii) an increase in organic revenue, and (iii) a
weakening of the U.S. dollar during the periods against various foreign
currencies. For the nine months ended October 2, 2021, the increase in revenues,
compared to the respective 2020 period, was driven primarily by (i) an increase
in organic revenue and, to a lesser extent, (ii) revenues associated with
businesses acquired in the third quarter of 2020 and first and second quarters
of 2021, and (iii) a weakening of the U.S. dollar during the periods against
various foreign currencies. The increases in organic revenue were driven
primarily by increased shipments across substantially all of our short-cycle
Precision Solutions segment product lines and end markets, primarily associated
with reduced adverse effects of the COVID-19 pandemic, partially offset by a
decline in heat exchanger shipments due in part to an increased selectivity of
heat exchanger orders accepted by the Company.
Income - For the three and nine months ended October 2, 2021, income increased,
compared to the respective 2020 periods, driven primarily by higher volumes of
revenues as discussed above, favorable impacts of price realization, and cost
savings realized from our global cost productivity program announced during the
first quarter of 2021.
For the three months ended October 2, 2021, margin decreased, compared to the
respective 2020 period, primarily due to the effects of (i) inflationary
pressures in certain operational areas such as elevated freight costs, incurred
to support key customers, and in certain types of labor costs due to a large
number of new employees, and (ii) increased intangible amortization expense as
well as the amortization of fair value adjustments to inventory, directly
attributable to the Company's acquisition strategy, which more than offset the
benefits of improved operating leverage on volume increases, favorable impacts
of price realization, and cost savings from restructuring initiatives as
previously noted.
For the nine months ended October 2, 2021, margin increased, compared to the
respective 2020 period, primarily driven by the improved operating leverage on
higher volumes of revenues, favorable impacts of price realization, and cost
savings from restructuring initiatives noted above, partially offset by the
effects of cost increases in certain operational areas such as freight and
certain types of labor costs, increased intangible amortization expense and
amortization of fair value adjustments to inventory noted above.
Backlog - The segment had backlog of $335.8 and $261.2 as of October 2, 2021 and
September 26, 2020, respectively. The $74.6 year-over-year increase in backlog
was attributable to (i) a $42.1 increase in backlog associated with acquired
businesses, (ii) a $25.1 increase in backlog related to legacy operations,
reflecting organic order growth across substantially all of our short-cycle
Precision Solutions segment product lines (partially offset by a decline in heat
exchanger orders due in part to an increased selectivity of such orders accepted
by the Company), and (iii) a $7.4 favorable impact of fluctuations in foreign
currencies relative to the U.S. Dollar.
                                       42
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CORPORATE EXPENSE AND PENSION AND POSTRETIREMENT SERVICE COSTS


                                                   Three months ended                                             Nine months ended
                                                         September 26,            %                                    September 26,            %
                                  October 2, 2021            2020              Change           October 2, 2021            2020               Change

Total consolidated revenues $ 389.6 $ 356.9

      9.2           $      1,135.0          $    954.5              18.9
Corporate expense                          16.0                19.2            (16.7)                    47.3                53.7             (11.9)
% of revenues                               4.1  %              5.4  %                                    4.2  %              5.6  %
Pension and postretirement
service costs                               0.2                 0.2                -                      0.6                 0.6                 -


Corporate Expense - Corporate expense generally relates to the cost of our
Charlotte, North Carolina corporate headquarters and our Asia Pacific center in
Shanghai, China. Corporate expense also reflects stock-based compensation costs
associated with corporate employees.
The decreases in corporate expense for the three and nine months ended
October 2, 2021, compared to the respective 2020 periods, were due primarily to
actions taken to manage costs on a year-over-year basis, including (i)
reductions in force of certain functional support employees across most of our
corporate functions and (ii) reductions in discretionary spending, related to
our global cost productivity program announced during the first quarter of 2021,
as well as in response to the ongoing effects of the COVID-19 pandemic.
See   Note 12   to our condensed consolidated financial statements for further
details regarding our stock-based compensation awards.
Pension and Postretirement Service Costs - SPX FLOW sponsors a number of defined
benefit pension plans and a postretirement plan. For all of these plans, changes
in the fair value of plan assets and actuarial gains and losses are recognized
to earnings in the fourth quarter of each year as a component of net periodic
benefit expense, unless earlier remeasurement is required. The remaining
components of pension and postretirement expense, primarily service and interest
costs and expected return on plan assets, are recorded on a quarterly basis.
Non-service-related pension and postretirement costs are reported in "Other
income, net."

See Note 9 to our condensed consolidated financial statements for further details regarding our pension and postretirement plans.

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