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EX-99.2 - EXHIBIT 99.2 - JOHNSON CONTROLS INCjohnsonctrlsq314earnings.htm
8-K - 8-K - JOHNSON CONTROLS INCa8-kq3fy14results.htm

        


FOR IMMEDIATE RELEASE
Exhibit 99.1
CONTACT:
Glen L. Ponczak (Investors)
(414) 524-2375

Fraser Engerman (Media)
(414) 524-2733
July 18, 2014


Johnson Controls reports higher revenues, operational improvements in 2014 fiscal third quarter

MILWAUKEE, July 18, 2014 . . . . For the third quarter of fiscal 2014, Johnson Controls, Inc., a global multi-industrial company, reported net income from continuing operations of $238 million, or $0.35 per share, on $10.8 billion in revenues. Third quarter diluted earnings per share from continuing operations and excluding restructuring and non-recurring items was $0.84, up 17 percent versus $0.72 last year. As a result of the previously announced sale of its Automotive Electronics business, the company has classified Electronics results as discontinued operations and prior year financial statements have been revised accordingly.

Excluding restructuring and non-recurring items in the third quarter, continuing operations highlights include:
Net revenues of $10.8 billion versus $10.5 billion in Q3 2013, up 3 percent
Income from business segment operations of $794 million compared with $690 million a year ago, up 15 percent
Diluted earnings per share of $0.84 versus $0.72 in the same quarter last year, up 17 percent

Non-recurring items that impacted reported third quarter earnings from continuing operations include:
 
2014 third quarter (primarily related to business portfolio changes)
Pre-tax restructuring charges of $162 million primarily related to the Automotive Interiors business ($151 million after-tax)
Pre-tax losses from divested businesses and other transaction-related costs of $140 million ($174 million after-tax)

2013 third quarter
$140 million in non-recurring tax benefits
Pre-tax restructuring charges of $143 million ($104 million after-tax)

"Our performance was consistent with the expectations we disclosed in our second quarter earnings call, with strong overall performance by our automotive and power businesses and margin improvement in Building Efficiency,” said Alex Molinaroli, Johnson Controls chairman and chief executive officer. “The overall non-residential HVAC markets remain challenged, but we are starting to see some increased demand in certain vertical markets. While orders are still lower than last year, the institutional building sector started showing some improvement as we exited the quarter.”





Page 1



        


Business results (All results exclude non-recurring items)

Automotive Experience revenues from continuing operations in the fiscal third quarter of 2014 were $5.7 billion, up 7 percent compared to the 2013 quarter, reflecting higher automotive production in all geographic regions. Automotive industry production in the quarter increased 4 percent in North America, 1 percent in Europe and 11 percent in China. Revenues in China, which are primarily related to Seating and generated through non-consolidated joint ventures, increased 28 percent to $1.8 billion.

Automotive Experience segment income from continuing operations of $295 million was up 22% compared to $241 million in the third quarter of 2013. The increase reflects profitability improvements in the company’s Seating and Interiors businesses. Operational performance improved in the company’s metals and mechanisms business and in Europe, which benefitted from restructuring initiatives and higher revenues.
In the third quarter, BMW Brilliance Automotive Ltd. awarded a luxury sedan complete seat program in China to the Shenyang Jinbei Johnson Controls Automotive joint venture. The program is expected to be worth approximately $2.1 billion in revenues over its lifetime, with production expected to launch in 2017.
  
Building Efficiency sales in the fiscal third quarter of 2014 were $3.6 billion, 4 percent lower than the 2013 third quarter due to lower market demand in North America, Latin America and the Middle East. Excluding Global Workplace Solutions (GWS) and the impact of divestitures, revenues were 1 percent lower.

Adjusted for divestitures and currency, backlog was $4.7 billion compared to the third quarter of last year at $5.0 billion. Third quarter orders were 8 percent lower than last year. Orders in the 2013 quarter were favorably impacted by a $70 million Veteran’s Administration hospital contract.

The company said that certain vertical markets showed higher demand in the 2014 quarter, though this growth was more than offset by lower demand in other key markets. New construction demand was stronger in the education, state/local government and industrial new construction buildings markets as well for retrofits of U.S. Federal government and healthcare facilities.

Building Efficiency segment income of $306 million was down 3 percent compared with $314 million in the 2013 third quarter, due primarily to the lower volumes. Segment income profit margins were 8.6%, an increase of 10 basis points compared with the third quarter of last year.

The company noted that its acquisition of Air Distribution Technologies Inc. (ADT) which was completed late in the 2014 third quarter, did not have a material impact on earnings. The transaction is expected to increase the company’s exposure to the early cycle light commercial buildings market, significantly expand Johnson Controls’ third party distribution channels and create cross-selling opportunities for existing and new products. As a result, the company said it expects its Building Efficiency business to report low single-digit revenue growth in the fiscal 2014 fourth quarter.






Page 2



        

Power Solutions sales in the fiscal third quarter of 2014 were $1.5 billion, up 6 percent versus the 2013 quarter. Excluding the impact of lead, sales increased 8 percent. Global unit shipments increased 5 percent, with global production of AGM batteries for start-stop vehicles increasing 17 percent compared with the prior year. Power Solutions segment income was $193 million, up 43 percent, versus $135 million in the third quarter of 2013 due to improved product mix, higher volumes and operational efficiencies.

Johnson Controls said that in the 2014 third quarter, it was awarded new original equipment battery business in China for both traditional and AGM lead-acid batteries. Production is expected to launch in 2016. It also won new aftermarket business in the United States, Europe and Japan, totaling approximately three million units annually, with some of the incremental production to start later in the calendar year.

For the fourth quarter of 2014, the company provided earnings guidance from continuing operations of $1.00 - $1.02 per share, up approximately 11 percent versus the 2013 fourth quarter, excluding any transaction-related costs. The company also reaffirmed its full fiscal year guidance for free cash flow of $1.6 billion and segment margin improvements in all three of its businesses. The updated guidance assumes that underlying earnings from the recently announced Air Distribution Technologies acquisition are not material in the fourth quarter.

“We continue to execute well across all of our businesses, improving our operational performance while making significant changes to our businesses that we expect will drive future growth and increased shareholder value,” said Molinaroli. “I thank our employees for their dedication and commitment during a period of significant change in our organization.”


###

FORWARD-LOOKING STATEMENTS
Johnson Controls, Inc. has made statements in this document that are forward-looking and, therefore, are subject to risks and uncertainties. All statements in this document other than statements of historical fact are statements that are, or could be, deemed "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. In this document, statements regarding future financial position, sales, costs, earnings, cash flows, other measures of results of operations, capital expenditures or debt levels and plans, objectives, outlook, targets, guidance or goals are forward-looking statements. Words such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe,” “should,” “forecast,” “project” or “plan” or terms of similar meaning are also generally intended to identify forward-looking statements. Johnson Controls cautions that these statements are subject to numerous important risks, uncertainties, assumptions and other factors, some of which are beyond Johnson Controls’ control, that could cause Johnson Controls’ actual results to differ materially from those expressed or implied by such forward-looking statements. These factors include required regulatory approvals that are material conditions for proposed transactions to close, the strength of the U.S. or other economies, automotive vehicle production levels, mix and







Page 3



        

schedules, energy and commodity prices, availability of raw materials and component products, currency exchange rates, and cancellation of or changes to commercial contracts, as well as other factors discussed in Item 1A of Part I of Johnson Controls’ most recent Annual Report on Form 10-K for the year ended September 30, 2013. Shareholders, potential investors and others should consider these factors in evaluating the forward-looking statements and should not place undue reliance on such statements. The forward-looking statements included in this document are only made as of the date of this document, and Johnson Controls assumes no obligation, and disclaims any obligation, to update forward-looking statements to reflect events or circumstances occurring after the date of this document.


###

ABOUT JOHNSON CONTROLS
Johnson Controls is a global diversified technology and industrial leader serving customers in more than 150 countries. Our 170,000 employees create quality products, services and solutions to optimize energy and operational efficiencies of buildings; lead-acid automotive batteries and advanced batteries for hybrid and electric vehicles; and interior systems for automobiles. Our commitment to sustainability dates back to our roots in 1885, with the invention of the first electric room thermostat. Through our growth strategies and by increasing market share we are committed to delivering value to shareholders and making our customers successful. In 2014, Corporate Responsibility Magazine recognized Johnson Controls as the #12 company in its annual “100 Best Corporate Citizens” list. For additional information, please visit http://www.johnsoncontrols.com. Follow Johnson Controls Investor Relations on Twitter at www.twitter.com/JCI_IR.


###


Page 4




July 18, 2014
Page 5
JOHNSON CONTROLS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in millions, except per share data; unaudited)
 
 
Three Months Ended June 30,
 
 
2014
 
 
2013 (Revised)
 
 
 
 
 
 
Net sales
$
10,812

 
 
$
10,499

Cost of sales
9,149

 
 
8,935

 
Gross profit
1,663

 
 
1,564

 
 
 
 
 
 
Selling, general and administrative expenses
(977
)
 
 
(977
)
Gain (loss) on business divestitures
(120
)
 
 
29

Restructuring and impairment costs
(162
)
 
 
(143
)
Net financing charges
(67
)
 
 
(67
)
Equity income
88

 
 
74

 
 
 
 
 
 
Income from continuing operations before income taxes
425

 
 
480

 
 
 
 
 
 
Income tax provision (benefit)
167

 
 
(72
)
 
 
 
 
 
 
Net income from continuing operations
258

 
 
552

 
 
 
 
 
 
Income (loss) from discontinued operations, net of tax
(62
)
 
 
20

 
 
 
 
 
 
Net income
196

 
 
572

 
 
 
 
 
 
Less: Income attributable to noncontrolling interests
20

 
 
22

 
 
 
 
 
 
Net income attributable to JCI
$
176

 
 
$
550

 
 
 
 
 
 
Income from continuing operations
$
238

 
 
$
530

Income (loss) from discontinued operations
(62
)
 
 
20

Net income attributable to JCI
$
176

 
 
$
550

 
 
 
 
 
 
Diluted earnings per share from continuing operations
$
0.35

 
 
$
0.77

Diluted earnings (loss) per share from discontinued operations
(0.09
)
 
 
0.03

Diluted earnings per share
$
0.26

 
 
$
0.80

 
 
 
 
 
 
Diluted weighted average shares
672

 
 
690

Shares outstanding at period end
666

 
 
684

 
 
 
 
 
 









July 18, 2014
Page 6
JOHNSON CONTROLS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in millions, except per share data; unaudited)
 
 
Nine Months Ended June 30,
 
 
2014
 
 
2013 (Revised)
 
 
 
 
 
 
Net sales
$
31,849

 
 
$
30,710

Cost of sales
27,064

 
 
26,270

 
Gross profit
4,785

 
 
4,440

 
 
 
 
 
 
Selling, general and administrative expenses
(3,014
)
 
 
(3,024
)
Gain (loss) on business divestitures
(111
)
 
 
29

Restructuring and impairment costs
(162
)
 
 
(227
)
Net financing charges
(178
)
 
 
(193
)
Equity income
273

 
 
305

 
 
 
 
 
 
Income from continuing operations before income taxes
1,593

 
 
1,330

 
 
 
 
 
 
Income tax provision
388

 
 
227

 
 
 
 
 
 
Net income from continuing operations
1,205

 
 
1,103

 
 
 
 
 
 
Income (loss) from discontinued operations, net of tax
(216
)
 
 
50

 
 
 
 
 
 
Net income
989

 
 
1,153

 
 
 
 
 
 
Less: Income attributable to noncontrolling interests
83

 
 
80

 
 
 
 
 
 
Net income attributable to JCI
$
906

 
 
$
1,073

 
 
 
 
 
 
Income from continuing operations
$
1,122

 
 
$
1,023

Income (loss) from discontinued operations
(216
)
 
 
50

Net income attributable to JCI
$
906

 
 
$
1,073

 
 
 
 
 
 
Diluted earnings per share from continuing operations
$
1.66

 
 
$
1.49

Diluted earnings (loss) per share from discontinued operations
(0.32
)
 
 
0.07

Diluted earnings per share
$
1.34

 
 
$
1.56

 
 
 
 
 
 
Diluted weighted average shares
675

 
 
689

Shares outstanding at period end
666

 
 
684





July 18, 2014
Page 7
JOHNSON CONTROLS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(in millions; unaudited)
 
 
June 30,
2014
 
September 30,
2013
 
June 30,
2013 (Revised)
ASSETS
 
 
 
 
 
Cash and cash equivalents
$
160

 
$
1,055

 
$
391

Accounts receivable - net
6,710

 
7,206

 
7,259

Inventories
2,591

 
2,325

 
2,470

Assets held for sale
1,575

 
804

 

Other current assets
2,411

 
2,308

 
2,619

 
Current assets
13,447

 
13,698

 
12,739

 
 
 
 
 
 
 
Property, plant and equipment - net
6,278

 
6,585

 
6,569

Goodwill
7,658

 
6,589

 
7,135

Other intangible assets - net
1,669

 
999

 
1,055

Investments in partially-owned affiliates
966

 
1,024

 
1,022

Noncurrent assets held for sale
610

 

 

Other noncurrent assets
2,446

 
2,623

 
3,300

 
Total assets
$
33,074

 
$
31,518

 
$
31,820

 
 
 
 
 
 
 
LIABILITIES AND EQUITY
 
 
 
 
 
Short-term debt and current portion of long-term debt
$
1,071

 
$
938

 
$
1,431

Accounts payable and accrued expenses
6,701

 
7,533

 
7,323

Liabilities held for sale
994

 
402

 

Other current liabilities
3,377

 
3,244

 
3,030

 
Current liabilities
12,143

 
12,117

 
11,784

 
 
 
 
 
 
 
Long-term debt
6,416

 
4,560

 
4,593

Other noncurrent liabilities
2,236

 
2,110

 
2,807

Redeemable noncontrolling interests
184

 
157

 
205

Shareholders' equity attributable to JCI
11,815

 
12,314

 
12,188

Noncontrolling interests
280

 
260

 
243

 
Total liabilities and equity
$
33,074

 
$
31,518

 
$
31,820




July 18, 2014
Page 8
JOHNSON CONTROLS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions; unaudited)
 
 
 
 
 
 
Three Months Ended June 30,
 
 
 
 
 
 
2014
 
 
2013 (Revised)
Operating Activities
 
 
 
 
Net income attributable to JCI
$
176

 
 
$
550

Income from continuing operations attributable to noncontrolling interests
20

 
 
22

 
 
 
 
 
 
 
 
 
 
Net income
196

 
 
572

 
 
 
 
 
 
 
 
 
 
Adjustments to reconcile net income to cash provided by operating activities:
 
 
 
 
 
 
Depreciation and amortization
240

 
 
239

 
 
Pension and postretirement benefit expense
9

 
 
8

 
 
Pension and postretirement contributions
(21
)
 
 
(16
)
 
 
Equity in earnings of partially-owned affiliates, net of dividends received
49

 
 
50

 
 
Deferred income taxes
(7
)
 
 
(144
)
 
 
Non-cash restructuring and impairment charges
88

 
 
36

 
 
Loss (gain) on divestitures
120

 
 
(29
)
 
 
Other
23

 
 
10

 
 
Changes in assets and liabilities, excluding acquisitions and divestitures:
 
 
 
 
 
 
 
 
Receivables
10

 
 
60

 
 
 
 
Inventories
(152
)
 
 
(32
)
 
 
 
 
Restructuring reserves
76

 
 
66

 
 
 
 
Accounts payable and accrued liabilities
203

 
 
235

 
 
 
 
Change in other assets and liabilities
(120
)
 
 
(21
)
 
 
 
 
 
Cash provided by operating activities
714

 
 
1,034

 
 
 
 
 
 
 
 
 
 
Investing Activities
 
 
 
 
Capital expenditures
(274
)
 
 
(265
)
Sale of property, plant and equipment
12

 
 
7

Acquisition of businesses, net of cash acquired
(1,589
)
 
 

Business divestitures
(54
)
 
 

Other
1

 
 
(10
)
 
 
 
 
 
Cash used by investing activities
(1,904
)
 
 
(268
)
 
 
 
 
 
 
 
 
 
 
Financing Activities
 
 
 
 
Increase (decrease) in short and long-term debt - net
1,240

 
 
(646
)
Stock repurchases

 
 
(175
)
Payment of cash dividends
(146
)
 
 
(130
)
Proceeds from the exercise of stock options
56

 
 
88

Other
(6
)
 
 
7

 
 
 
 
 
Cash provided (used) by financing activities
1,144

 
 
(856
)
Effect of exchange rate changes on cash and cash equivalents
24

 
 

Cash held for sale
(27
)
 
 

Decrease in cash and cash equivalents
$
(49
)
 
 
$
(90
)



July 18, 2014
Page 9
JOHNSON CONTROLS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions; unaudited)
 
 
 
 
 
 
Nine Months Ended June 30,
 
 
 
 
 
 
2014
 
 
2013 (Revised)
Operating Activities
 
 
 
 
Net income attributable to JCI
$
906

 
 
$
1,073

Income from continuing operations attributable to noncontrolling interests
83

 
 
80

 
 
 
 
 
 
 
 
 
 
Net income
989

 
 
1,153

 
 
 
 
 
 
 
 
 
 
Adjustments to reconcile net income to cash provided by operating activities:
 
 
 
 
 
 
Depreciation and amortization
731

 
 
696

 
 
Pension and postretirement benefit expense (income)
25

 
 
(5
)
 
 
Pension and postretirement contributions
(68
)
 
 
(61
)
 
 
Equity in earnings of partially-owned affiliates, net of dividends received
(96
)
 
 
(49
)
 
 
Deferred income taxes
(60
)
 
 
(9
)
 
 
Non-cash restructuring and impairment costs
88

 
 
49

 
 
Loss (gain) on divestitures
111

 
 
(29
)
 
 
Fair value adjustment of equity investment
(19
)
 
 
(82
)
 
 
Other
57

 
 
37

 
 
Changes in assets and liabilities, excluding acquisitions and divestitures:
 
 
 
 
 
 
 
 
Receivables
203

 
 
6

 
 
 
 
Inventories
(313
)
 
 
(151
)
 
 
 
 
Restructuring reserves
(48
)
 
 
67

 
 
 
 
Accounts payable and accrued liabilities
(172
)
 
 
317

 
 
 
 
Change in other assets and liabilities
(265
)
 
 
(390
)
 
 
 
 
 
Cash provided by operating activities
1,163

 
 
1,549

 
 
 
 
 
 
 
 
 
 
Investing Activities
 
 
 
 
Capital expenditures
(876
)
 
 
(929
)
Sale of property, plant and equipment
61

 
 
53

Acquisition of businesses, net of cash acquired
(1,717
)
 
 
(113
)
Business divestitures
(41
)
 
 

Other
 
 
16

 
 
26

 
 
 
 
 
Cash used by investing activities
(2,557
)
 
 
(963
)
 
 
 
 
 
 
 
 
 
 
Financing Activities
 
 
 
 
Increase (decrease) in short and long-term debt - net
1,985

 
 
(32
)
Stock repurchases
(1,199
)
 
 
(225
)
Payment of cash dividends
(422
)
 
 
(383
)
Proceeds from the exercise of stock options
173

 
 
173

Other
 
 
3

 
 
35

 
 
 
 
 
Cash provided (used) by financing activities
540

 
 
(432
)
Effect of exchange rate changes on cash and cash equivalents
(15
)
 
 
(28
)
Cash held for sale
(26
)
 
 

Increase (decrease) in cash and cash equivalents
$
(895
)
 
 
$
126




July 18, 2014
Page 10
FOOTNOTES
1. Business Unit Summary

In the second quarter of fiscal 2014, the Company began reporting its Automotive Experience Electronics business as a discontinued operation, which required retrospective application to previously reported financial information. As a result, the segment income amounts shown below are for continuing operations and exclude the Electronics business segment income of $39 million for the fiscal 2013 third quarter and $100 million for fiscal 2013 year-to-date.

In the fourth quarter of fiscal 2013, the Company changed its method of accounting for certain inventory at Power Solutions from LIFO to FIFO, which required retrospective application to prior year financial statements. As a result of this accounting change, the segment income amounts shown below reflect a increase to cost of sales of $35 million ($0.03) for the fiscal 2013 third quarter and no net impact year-to-date.
(in millions)
Three Months Ended
June 30,
 
Nine Months Ended
June 30,
 
2014
 
2013 (Revised)
 
%
 
2014
 
2013 (Revised)
 
%
 
            (unaudited)
 
                        (unaudited)
Net Sales
 
 
 
 
 
 
 
 
 
 
 
Building Efficiency
$
3,576

 
$
3,712

 
-4
 %
 
$
10,233

 
$
10,700

 
-4
 %
Automotive Experience
5,730

 
5,362

 
7
 %
 
16,774

 
15,349

 
9
 %
Power Solutions
1,506

 
1,425

 
6
 %
 
4,842

 
4,661

 
4
 %
               Net Sales
$
10,812

 
$
10,499

 
 
 
$
31,849

 
$
30,710

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment Income (1)
 
 
 
 
 
 
 
 
 
 
 
Building Efficiency
$
261

 
$
314

 
-17
 %
 
$
559

 
$
623

 
-10
 %
Automotive Experience
200

 
241

 
-17
 %
 
638

 
468

 
36
 %
Power Solutions
193

 
135

 
43
 %
 
736

 
659

 
12
 %
               Segment Income
654

(2)
690

 
 
 
1,933

 
1,750

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring and impairment costs
(162
)
 
(143
)
 
 
 
(162
)
 
(227
)
 
 
Net financing charges
(67
)
 
(67
)
 
 
 
(178
)
 
(193
)
 
 
Income from continuing operations before income taxes
$
425

 
$
480

 
 
 
$
1,593

 
$
1,330

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Sales
 
 
 
 
 
 
 
 
 
 
 
Products and systems
$
8,903

 
$
8,447

 
5
 %
 
$
26,066

 
$
24,570

 
6
 %
Services
1,909

 
2,052

 
-7
 %
 
5,783

 
6,140

 
-6
 %
 
$
10,812

 
$
10,499

 
 
 
$
31,849

 
$
30,710

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cost of Sales
 
 
 
 
 
 
 
 
 
 
 
Products and systems
$
7,623

 
$
7,265

 
5
 %
 
$
22,406

 
$
21,222

 
6
 %
Services
1,526

 
1,670

 
-9
 %
 
4,658

 
5,048

 
-8
 %
 
$
9,149

 
$
8,935

 
 
 
$
27,064

 
$
26,270

 
 

(1) Management evaluates the performance of the business units based primarily on segment income, which represents income from continuing operations before income taxes and noncontrolling interests, excluding net financing charges, significant restructuring and impairment costs, and the net mark-to-market adjustments related to pension and postretirement plans.

Building Efficiency - Provides facility systems and services including comfort, energy and security management for the non-residential buildings market and provides heating, ventilating, and air conditioning products and services for the residential and non-residential building markets.

Automotive Experience - Designs and manufactures interior systems and products for passenger cars and light trucks, including vans, pick-up trucks and sport/crossover utility vehicles.

Power Solutions - Services both automotive original equipment manufacturers and the battery aftermarket by providing advanced battery technology, coupled with systems engineering, marketing and service expertise.

(2) The 2014 third quarter reported segment income numbers include non-recurring/unusual items. There were no 2013 third quarter non-recurring/unusual items included in segment income. The pre-tax non-recurring/unusual items are reported in the segments as follows:

 
 
Building Efficiency
 
Automotive Experience
 
Power Solutions
 
Consolidated JCI
 
 
 
 
 
 
 
 
 
Segment income, as reported
 
$
261

 
$
200

 
$
193

 
$
654

 
 
 
 
 
 
 
 
 
Non-recurring/unusual items:
 
 
 
 
 
 
 
 
  ADT transaction related costs
 
20

 

 

 
20

  Loss on business divestitures
 
25

 
95

 

 
120

 
 
 
 
 
 
 
 
 
Segment income, excluding non-recurring/unusual items
 
$
306

 
$
295

 
$
193

 
$
794

 
 
 
 
 
 
 
 
 

2. Earnings per Share Reconciliation

A reconciliation of earnings per share, as reported, to earnings per share, excluding non-recurring/unusual items, for the fiscal 2014 and 2013 third quarters is shown below:
 
Net Income Attributable to JCI
 
Net Income Attributable to JCI from Continuing Operations
 
Three Months Ended
June 30,
 
Three Months Ended
June 30,
 
2014
 
2013 (Revised)
 
2014
 
2013 (Revised)
 
(unaudited)
 
(unaudited)
 
 
 
 
 
 
 
 
Earnings per share, as reported
$
0.26

 
$
0.80

 
$
0.35

 
$
0.77

 
 
 
 
 
 
 
 
Non-recurring/unusual items, net of tax:
 
 
 
 
 
 
 
   ADT transaction related costs
0.02

 

 
0.02

 

   Loss on business divestitures
0.24

 

 
0.24

 

   Restructuring and impairment costs
0.22

 
0.15

 
0.22

 
0.15

   Electronics divestiture related costs
0.11

 

 

 

   Tax reserve adjustments

 
(0.20
)
 

 
(0.20
)
 
 
 
 
 
 
 
 
Earnings per share, excluding non-recurring/unusual items *
$
0.85

 
$
0.74

 
$
0.84

 
$
0.72


* May not sum due to rounding



July 18, 2014
Page 11

3. Income Taxes

The Company's total effective tax rate before consideration of non-cash tax charges, restructuring and impairment costs, and other non-recurring items for the third quarter of fiscal 2014 and fiscal 2013 is approximately 20 percent. The fiscal 2013 third quarter includes $140 million ($0.20) of non-cash tax benefits, related primarily to a net tax reserve adjustment of $79 million in the U.S. and $61 million in Mexico.

4. Restructuring

The fiscal 2014 third quarter includes restructuring and impairment costs of $162 million related primarily to the Automotive Interiors business. The fiscal 2013 third quarter includes restructuring and impairment costs of $143 million related to cost reduction initiatives in the Automotive Experience, Building Efficiency and Power Solutions businesses. The restructuring costs consist primarily of workplace reductions and impairment costs.

5. Acquisition of Air Distribution Technologies

On June 16, 2014, the Company completed the purchase of Air Distribution Technologies (ADT) for approximately $1.6 billion. ADT is one of the largest independent providers of air distribution and ventilation products in North America. On June 13, 2014, the Company completed a public offering of $1.7 billion aggregate principal amount of fixed rate senior notes to finance the purchase of ADT.

6. Business Divestitures

The fiscal 2014 third quarter losses on business divestitures include $95 million related to the sale of the Automotive Interiors headliner and sun visor businesses and $25 million related to environmental indemnification costs associated with a previously divested business.

The sale of the Company's remaining Automotive Electronics business to Visteon closed on July 1, 2014. The Electronics business meets the criteria to be classified as a discontinued operation and the condensed consolidated financial statements have been revised for all periods presented. In the fiscal 2014 third quarter, the Company recorded restructuring, impairment and transaction costs of $80 million within discontinued operations related to the Electronics business. The Electronics business is included within assets held for sale and liabilities held for sale in the accompanying condensed consolidated statements of financial position as of June 30, 2014 and September 30, 2013.

7. Held for Sale

On May 18, 2014, the Company announced the signing of a definitive agreement to form a global automotive interiors joint venture with Yanfeng Automotive Trim Systems. As a result, a majority of the Automotive Interiors business met the reporting requirements for held for sale classification in the accompanying condensed consolidated statement of financial position as of June 30, 2014.



















July 18, 2014
Page 12

8. Earnings Per Share

The following table reconciles the numerators and denominators used to calculate basic and diluted earning per share (in millions):
 
Three Months Ended
June 30,
 
Nine Months Ended
June 30,
 
2014
 
2013 (Revised)
 
2014
 
2013 (Revised)
 
(unaudited)
 
(unaudited)
Income Available to Common Shareholders
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic and diluted income available to common shareholders
$
176

 
$
550

 
$
906

 
$
1,073

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Shares Outstanding
 
 
 
 
 
 
 
Basic weighted average shares outstanding
664.4

 
683.9

 
667.5

 
683.7

Effect of dilutive securities:
 
 
 
 
 
 
 
     Stock options and unvested restricted stock
7.9

 
6.2

 
7.9

 
5.0

Diluted weighted average shares outstanding
672.3

 
690.1

 
675.4

 
688.7