Good day, ladies and gentlemen, and welcome to the Third Quarter Fiscal 2014 Earnings Call. At this time, all participants are in a listen-only mode. Later, we will conduct a question-and-answer session and instructions will follow at that time. (Operator Instructions). As a reminder, this conference call is being recorded. I would now like to turn the call over to Kathleen Powers, Vice President, Treasurer and Investor Relations. You may begin.

Thank you for joining us today for Modine’s third quarter fiscal 2014 earnings call. With me today are Modine’s President and CEO, Tom Burke; and Mick Lucareli, our Vice President of Finance and Chief Financial Officer. We will be using slides for today’s presentation. Those links are available through both the webcast link as well as a PDF file posted on the Investor Relations section of our company website modine.com. Also, should you need to exit the call prior to its conclusion a replay will be available through our website beginning approximately two hours after the call concludes. On slide two is an outline for today’s call. Tom and Mick will provide comments on our third quarter results and update our revenue and earnings guidance for fiscal 2014. At the end of the call, there will be a question-and-answer session. On slide three is our notice regarding forward-looking statements. I want to remind you that this call may contain forward-looking statements as outlined in today’s earnings release as well as in our company’s filings with the Securities and Exchange Commission. With that, it is my pleasure to turn the call over to Tom Burke.

Thank you, Kathy, and good morning, everyone. I am pleased to report for the third consecutive quarter that Modine has reported year-over-year growth of revenue, earnings and cash flow. We delivered adjusted earnings per share for the quarter of $0.16, up 14% from the prior year and our revenues were up 6% primarily driven by sales increases in Europe and Asia along with strong North American heating product sales in our commercial product segment. Excluding the impact from lost sales due to the Airedale fire in the UK, sales would have been up nearly 9%. We provide updates on our end markets for the calendar year 2014 on this call. Looking forward we will provide our initial outlook for 2015 fiscal year during our yearend earnings call in late May. Turning to page six. Revenue was up 1% in North America with higher sales to commercial vehicle and automotive customers, offsetting the decrease in sales to off- highway customers. In North America off-highway segment continues to be pressured by the weak demand particularly for agricultural and mining equipment. Construction markets appear to be stabilizing and in some cases show signs of improvement. Automotive and light-duty orders remain steady and we are pursuing additional opportunities in this area, (inaudible) standards continue to drive the need for additional engine and power trucking, heat transfer technology. Looking forward we expect mixed market conditions in North America to continue during calendar 2014. We expect heavy truck production to be flat to up 5%, medium truck production to be up 3% to 8%, and the overall off-highway markets to be flat to down 5% versus the prior year. We anticipate in particular that the agriculture equipment segment of the off-highway market will remain a challenge in calendar 2014. Please turn to page seven. Our Europe…

Thanks, Tom. Good morning, everyone. Please turn to slide 12, and I’ll review the income statement. As Tom mentioned, we had another strong quarter with a 6% rise in sales. I’m pleased to report that the gross margin increased by 160 basis points to 16.4%. Four of our five business segments delivered higher gross margins. The most significant drivers were the highest sales volume combined with favorable raw material costs. SG&A was up 5% or $2 million year-over-year, we had declined 20 basis points as a percentage of sales. As noted in the last quarter, we are accruing for higher incentive compensation expenses, which is up $4 million year-over-year, beyond that SG&A spending is down. Please note that during the quarter we have recorded the $11.4 million in restructuring related items to support the final phase of our European restructuring. As Tom explained the decision was made during the quarter to combine two manufacturing facilities in Germany into one manufacturing facility. The largest piece is $9.4 million related to the employee severance costs. And then there is an additional asset impairment charge of $2 million related to this program. There is an appendix in this presentation along with more details in our public filings regarding the restructuring costs and the adjusted earnings calculations. I would like to point out that the tax expense with lower as foreign tax law changes lower to the cash related [ph] liability. This resulted in a positive impact of about $2.5 million or $0.05 per share. So, on a GAAP loss per share for the quarter was $0.08 and our adjusted EPS was $0.16. This represents a significant improvement over the $0.02 last year. Turning to slide 13. For the first nine months free cash flow was $51 million. There is a $43 million improvement…

Thanks, Mick. You can turn to page 18. I’m pleased with results for the third quarter particularly with our third consecutive quarter of free cash flow generation. Overall, most of our end markets continue to hold steady and we anticipate flat-to-moderate growth for the foreseeable future. Our European team continues to improve the manufacturing process this is impacting margin on our truck program launches in the region. And we will be focused on the consolidation of our German manufacturing footprint, which will be the final phase of our restructuring program. Our Airedale business is up and running at our temporary facilities and continues to fill the order request despite the longer lead times. As Mick mentioned, it is great to see the business converting the increase in sales at such a strong rate. Given the current strength for balance sheet in our position to evaluate options for growth and we are doing just that. We hope to close on Barkell acquisition in the fourth quarter and we report other initiatives as they evolve. And with that, we’ll take your questions.

(Operator Instructions). Our first question comes from line of Mike Shlisky of JPMorgan. Your line is open. Michael D. Shlisky – JPMorgan Securities LLC: Good morning. Hello.

Hi Mike.

Hey Mike. Michael D. Shlisky – JPMorgan Securities LLC: Hey just want to kick it off quickly with the EPS number. Looking at your release, is the $0.05 tax benefit included in the $0.16 or is that?

In the guidance range we just gave the $0.65 to $0.70 that include the tax benefit that so our tax is in net number. Michael D. Shlisky – JPMorgan Securities LLC: Okay, thanks. And then touching on China real quick, you had mentioned plans to really expand into the commercial vehicle business over there. You had some launches planned. How is that going for you so far and can you give us a little more color on the outlook as to how many more programs might be on the way there?

First half in China we are really pleased to see the market come back on the off-highway business, which is very important as we head [ph] down. In addition we have the oil cooler business is coming online and launching and is really strong in the next fiscal year that’s about $2.8 million oil coolers we will be launching over a period of time. This kind of really help to diversify that business. In addition to your question we are really looking to diversifying the business and looking opportunities to push in to commercial truck business and so on. We obviously have landed some business already and we received cooler opportunities for more. So, all areas are aggressively pushing for growth, but clearly Asia has great opportunity and we are pushing that heavily. Michael D. Shlisky – JPMorgan Securities LLC: Great. And then in South America, you had mentioned a production increase in the next quarter. Was that a year-over-year increase or was that sequential?

A sequential. That will be sequential increase obviously we saw tough third quarter for us, calendar fourth quarter for the reasons I mentioned on year-over-year basis. But we are starting to see as we came back from the standard shutdown, the strength of orders coming back in place both on the aftermarket side, our commercial vehicle customer we are talking about strengthening through the year coming out and in the calendar year. So, we anticipate that zero to 5% increase on the commercial vehicle side in growth. Michael D. Shlisky – JPMorgan Securities LLC: Great. If I can just throw one last one in there on North America Ag. Could you maybe give us a little flavor as to how your orders looked in the quarter compared to the prior year or maybe how your backlog looks at this time of the year versus the same time last year?

Well, I think first we have described as we have had downtime or orders cut from our end customer. So, I mean that’s really a best way to describe it obviously a year ago at this time the Ag was running very strong so this was some of the first signs of market weakness we’ve seen in the past quarter. So, with commodity prices as they are anticipating the fact that probably going to continue a while we think it’s going to be a challenging year for Ag in North America. Michael D. Shlisky – JPMorgan Securities LLC: Okay, great guys. Thank you so much.

Yes thanks.

Thank you. Our next question comes from the line of David Leiker from Baird. Your line is open. David Leiker – Robert W. Baird & Co. Equity Capital Markets: Good Morning every one.

David, good morning. David Leiker – Robert W. Baird & Co. Equity Capital Markets: Couple of things, start with Europe here first off, your month into the first calendar quarter, any insight you can give us in terms of how much downtime your customers are taking as we go through this transition from Euro 5 to Euro 6?

What we’re seeing David right now is, we saw some extended downtime taking around the holidays, and the volume were actually reducing releases and pushing them out, we’re not saying they’re coming out, we are just pushing the orders out. So the ramp-up rate that was projected is the slope is decreasing, but we’re not taking the orders out so we’re kind of snow piling it forward. We have not seen a direct downtime although we’ve [spurred] speculation that there may be some down effect coming up but we have not seen any yet. David Leiker – Robert W. Baird & Co. Equity Capital Markets: And then are you in production, are you seeing your Euro 6 production volumes increase sequentially here or are you still -- I know there is still Euro 5 that is going to be going for export markets but what does that mix look like?

Yes so, well I think we said about – of the increase in commercial truck for the last quarter by quarter that was increased in Euro 5 because (inaudible), but we are seeing increases, the ramp-up is happening just not at the rate that we talked about. So Euro 6 volumes were coming we are just at a let’s say, a reduced level of [carrying and employing on Ford], but we are ramping up to a levels probably somewhere in the, something less than and then, may be 50% to 75% of our projected volumes we’re going to be at this time, the key points we’re are not pulling the orders but pushing them out. David Leiker – Robert W. Baird & Co. Equity Capital Markets: So we are not seeing a repeat of what we saw in Brazil?

Yes. That’s not yet. David Leiker – Robert W. Baird & Co. Equity Capital Markets: And then Scania talked about that they think it is the impact of this on the other side is going to impact calendar Q1 and calendar Q2 production. Are you seeing any of that?

Well it’s the snowfall effect to see if that’s keep going through the quarter right now, we’re pushing them into the next quarter from what we see in this quarter. So, we are assuming that some of that’s going to come true how much is going to be the question. So that is a pretty good indicator from that we’d have, we’re close to our customers and we’re clearly watching this because filling the pipeline for them is very important and so they are not taking their foot off the pedal at all. They’re just kind of saying we are just pushing them out. David Leiker – Robert W. Baird & Co. Equity Capital Markets: Okay, and then in Asia, it was a great progress and you can really see what you have done there on the cost side there. What do you think as incremental volume comes through here what the contribution margin is? I am guessing this year-over-year number we are seeing here is a little bit distorted but any sense as to what you can give us there, Mick?

Yes I think we’ve been quite happy with this 25% type conversion on incremental volume David. David Leiker – Robert W. Baird & Co. Equity Capital Markets: And then just lastly in terms of consolidating the German plants, any detail, is this moving one plant into the other plant or putting up a new plant to replace the two or just what your thoughts are and what the strategy is?

This is consolidating two existing plants into one existing plant. So, this has been a long time in the making and as you know we have been working on this. I was able to give a lot of credit to European team and their partners in negotiating this, but it has been a very positive end result that we are very pretty pleased with. And it is going to take a while to get through 18 months, but it is starting right away. And so it is going to be a -- again it is going to be delivered right on top of all the other things we’ve committed in that region. They’ve delivered both on SG&A reduction, asset reduction and consolidation of the tech center and this is the last peg we got to put in to the system here to tie down the restructuring. So, I’m very pleased with it. David Leiker – Robert W. Baird & Co. Equity Capital Markets: It has been a long journey and you have done great managing it. So it is good to see that come to an end.

The team has done a great job. David Leiker – Robert W. Baird & Co. Equity Capital Markets: What fiscal are you consolidating in to?

Well, I better not give specifics at this point, but it’s an existing facility in the German local network and again it’s a real good – it’s a good move overall as far as it gives us a little more flexibility of things we need to do because of the size of the facility and it’s a very good work force has been finished established here, so we are very pleased. David Leiker – Robert W. Baird & Co. Equity Capital Markets: Okay great. Thank you very much.

(Operator Instructions). Our next question comes from the line of Walter Liptak of Global Hunter. Your line is open. Walter S. Liptak – Global Hunter Securities LLC: Hi, thanks. Good morning.

Good morning Walt. Walter S. Liptak – Global Hunter Securities LLC: Just to try the question on those two plants in Germany again and just thinking about the transition from Euro 5 to Euro 6. What kind of products are getting moved out of the facility that is closing and is the timing such that you don't get much disruption?

Any transfer of production is a critical transfer and it’s going to be in the aluminum product consolidation in which we have two aluminum plants that both doing what we call (inaudible) product both in off-highway and in automotive or consolidated [indiscernible] synergy because of that so that we are carefully, carefully designed this to make sure that there is no risk of interruption and that’s why 18 months projection of time we are getting it done at some port. So, it will be by the end of this very much consolidated higher synergistic, but look with higher scale in the manufacturing or just manufacturing over that [ph]. Walter S. Liptak – Global Hunter Securities LLC: Okay, great. I will try one on the HVAC part of the business. The 17% heating increase looks really good. I wonder if you could talk about the weather impacts versus any new facilities that are going in, is this pent-up demand that was triggered by the extreme cold or how do you view this?

Well, the majority of our sales in the heating business is replacement business going into greenhouse and investor warehouses and the like of large let’s say [garage] facilities and that type of thing. So, by far there is going to be a replacement market till the weather is driving that. But I think this is kind of years into it again. Our teams have come out and put leading product out there from an efficiency standpoint, reliability standpoint. And I think, I can’t give enough credit to our distribution network and manufacturing facilities are able to respond to the short-term orders. That’s a lot of time to have the replacement business. We go with the replacement they needed on-time with the large installed base and we have their works start to advantage. So, this is one of the times when we tipped the weather and it lined up well with pushing demand we are able to catch up. Walter S. Liptak – Global Hunter Securities LLC: Okay. And this is, the demand is continuing into January?

Yes, we are seeing strong demand through January of this quarter and that’s a great for us because typically we will start stocking, okay for the stocking with the distributors in March and we are going to be pushing in to that pretty soon. We think it’s going to be ready in February from outlook. So, it’s going to great season. Walter S. Liptak – Global Hunter Securities LLC: Okay great. Thank you.

(Operator Instructions). I’m not showing any further questions. I would like to turn the call back over to Kathleen Powers for closing remarks.

Thank you. This concludes today’s call. Thank you for joining us this morning and thanks for your interest in Modine. Goodbye.