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8-K - FORM 8-K - ZF TRW AUTOMOTIVE HOLDINGS CORP | k49493e8vk.htm |
Exhibit
99.1
News Release
|
TRW Automotive | |||
12001 Tech Center Drive | ||||
Livonia, MI 48150 | ||||
Investor Relations Contact: | ||||
Mark Oswald | ||||
(734) 855-3140 | ||||
Media Contact: | ||||
John Wilkerson | ||||
(734) 855-3864 |
TRW Reports Record Second Quarter and First-Half
2010 Financial Results
LIVONIA, MICHIGAN, August 4, 2010 TRW Automotive Holdings Corp. (NYSE: TRW), the global
leader in active and passive safety systems, today reported second quarter 2010 financial results
with sales of $3.7 billion, an increase of 34 percent compared to the prior year period. The
Company reported record GAAP second quarter net earnings of $227 million or $1.78 per diluted
share, which compares to a net loss of $11 million or ($0.11) per share in the prior year period.
Excluding restructuring and fixed asset impairment charges, the impact of debt retirement and
favorable tax benefits from both periods, the Company reported net earnings of $221 million, or
$1.73 per diluted share in the second quarter of this year, which compares to net earnings of $8
million or $0.08 per diluted share in the prior year period.
The operating performance achieved in the second quarter resulted in strong positive operating
cash flow less capital expenditures of $340 million, allowing the Company to continue its trend
of debt reduction. At quarter end, the Company achieved its lowest level of net debt since
becoming an independent company in 2003.
TRWs impressive results for the second quarter and the first six months of 2010 have been
driven by our reduced cost structure and higher levels of vehicle production, said John C.
Plant, President and Chief Executive Officer. TRWs success at winning new business due to our
leading technology portfolio combined with the overall industry recovery and dynamic growth in
emerging markets provides a solid foundation for future growth.
1
Second Quarter 2010
The Company reported second-quarter 2010 sales of $3.7 billion, an increase of $929 million or 34
percent from the prior year period. The positive impact on sales resulting from improved global
vehicle production volumes, compared to the prior year quarter, was partially offset by the
negative impact of currency movements.
The Companys second quarter 2010 operating income was a record $322 million compared with $44
million in the 2009 period. The 2010 and 2009 periods included restructuring and fixed asset
impairment charges totaling $3 million and $26 million, respectively. Excluding these charges
from both periods, operating income for the second quarter was $325 million, which compares to
$70 million in the prior year period. The year-to-year improvement of $255 million was driven
primarily by the positive profit impact from the higher level of sales between the two quarters
and the positive impact of the Companys restructuring and cost containment actions implemented
in 2009, partially offset by higher raw material prices.
Net interest expense for the second quarter of 2010 totaled $41 million, which compares to $42
million in the 2009 period.
Tax expense for the second quarter of 2010 was $52 million, which compares to a tax expense of
$14 million in the prior year period. The increase in expense was driven by higher pre-tax
earnings in certain geographic locations for the current period, partially offset by a net
benefit of $10 million related to favorable resolutions of tax matters in foreign jurisdictions.
Excluding tax benefits related to the special items previously noted in both years, tax expense
was $62 million in the current quarter compared with $20 million last year.
The Company reported 2010 second quarter GAAP earnings of $227 million, or $1.78 per diluted
share, which compares to a GAAP net loss of $11 million, or ($0.11) per share in the 2009 period.
Excluding restructuring and fixed asset impairment charges, the impact of debt retirement and
favorable tax benefits from both periods, the Company reported second quarter 2010 net earnings
of $221 million, or $1.73 per diluted share, which compares to net earnings of $8 million or
$0.08 per diluted share in the 2009 period.
2
Earnings before interest, taxes, depreciation and amortization and special items (adjusted
EBITDA) were $437 million in the second quarter of 2010, as compared to the prior year level of
$192 million. See page A6 for a description of the special items excluded in calculating
adjusted EBITDA.
First Half 2010
The Company reported first-half 2010 sales of $7.2 billion, an increase of $2.1 billion or 41
percent compared to prior year sales. The increase in sales resulted from the significantly
improved global vehicle production volumes compared to first-half 2009 when industry production
fell to its lowest point of the cycle.
For the first-half of 2010, the Company incurred restructuring and fixed asset impairment charges
totaling $10 million compared to restructuring and fixed asset impairment charges of $50 million
as well as a one-time trademark impairment charge of $30 million for the 2009 period. Excluding
these charges from both periods, the Company reported operating income in the first-half of 2010
of $632 million which compares to an operating loss of $1 million in the prior year period. The
year-to-year improvement was driven primarily by the positive profit impact of the higher level
of sales between the two periods and the positive impact of the Companys restructuring and cost
containment actions implemented in 2009.
Net interest expense for the first-half of 2010 totaled $86 million, which compares to $84
million in the prior year period. In addition, the 2010 period included a net loss on retirement
of debt totaling $1 million compared with the first-half 2009 period which recognized a net gain
on retirement of debt totaling $35 million.
First-half 2010 tax expense was $102 million, which compares to $9 million in the prior year.
The increase in expense was driven by higher pre-tax earnings in certain geographic locations for
the current period. Excluding the tax benefits related to the special items previously noted in
both years, tax expense was $114 million and $19 million in the first-half of 2010 and the
first-half of 2009, respectively.
The Company reported record first-half 2010 GAAP net earnings of $431 million, or $3.38 per
diluted share, which compares to a GAAP net loss of $142 million, or ($1.40) per share in the
prior year period.
3
Excluding special items, the Company reported net earnings of $430 million in the first-half of
2010, or $3.38 per diluted share, which compares to a net loss of $107 million or ($1.06) per
share in the first-half of 2009.
Adjusted EBITDA totaled $862 million in first-half 2010, compared to $235 million in the prior
year period. See page A6 for a description of the special items excluded in calculating adjusted
EBITDA.
Cash Flow and Capital Structure
Second quarter 2010 net cash flow provided by operating activities was $402 million, which
compares to $23 million in the prior year. The favorable outcome compared with last year
resulted primarily from the higher level of profitability in the current quarter partially offset
by higher working capital requirements. Capital expenditures were $62 million in the current
quarter compared to $37 million last year. Second quarter free cash flow (cash flow from
operating activities less capital expenditures) was $340 million, which compares to an outflow of
$14 million in the prior year quarter.
For the six month period ended July 2, 2010, net cash flow provided by operating activities
totaled $423 million, which compares to a net cash usage of $231 million in first-half 2009. The
year-to-year improvement resulted primarily from higher operating income. First-half capital
expenditures were $107 million compared to $72 million in 2009. Free cash flow was a positive
$316 million in first half 2010 compared to an outflow of $303 million for the same period last
year.
As of July 2, 2010, the Company had $2,044 million of debt and $767 million of cash and
marketable securities, resulting in net debt (defined as debt less cash and marketable
securities) of $1,277 million. This net debt outcome is a historic low for the Company, $306
million lower than the balance at the end of 2009 and $1,192 million lower than the balance at
the end of the prior year second quarter. Committed liquidity facilities and cash on hand
provided the Company with available liquidity in excess of $1.7 billion as of July 2, 2010.
4
2010 Outlook
TRW expects full year production to total 11.6 million units in North America and 17.2 million
units in Europe. Based on these production levels and the Companys
expectations for foreign currency exchange rates, full-year sales are forecast to range between
$13.2 and $13.6 billion, with third quarter sales expected to be approximately $3.1 billion.
Vehicle production schedules were robust during the first half of 2010; however, we anticipate
normal seasonality and soft consumer demand will lead to a decline in production levels,
primarily in Europe, during the second half of this year, said Mr. Plant. We are committed to
protecting TRWs profitability, managing through potential industry headwinds, such as rising
commodity prices, and finishing the year strong.
Second Quarter 2010 Conference Call
The Company will host its second quarter conference call at 8:30 a.m. (Eastern time) today,
Wednesday, August 4th, to discuss financial results and other related matters. To
participate in the conference call, please dial (877) 852-7898 for U.S. locations, or (706)
634-1095 for international locations.
An audio replay of the conference call will be available approximately two hours after the
conclusion of the call and will be accessible afterward for approximately one week. To access
the replay, U.S. locations should dial (800) 642-1687, and locations outside the U.S. should dial
(706) 645-9291. The replay code is 85617970. A live audio webcast and replay of the conference
call will also be available on the Companys website at www.trw.com.
Reconciliation to GAAP
In addition to GAAP results included within this press release, the Company has provided certain
information which is not calculated according to GAAP (non-GAAP), such as net earnings
(losses), operating income (losses) and diluted earnings per share each excluding special items,
tax expense excluding certain net tax benefits, adjusted EBITDA and free cash flow. Management
uses these non-GAAP measures to evaluate the operating performance of the Company and its
business segments, including use in connection with forecasting future periods. Management
believes that investors will likewise find these non-GAAP measures useful in evaluating such
performance. Such measures are frequently used by security analysts, institutional investors and
other interested parties in the evaluation of companies in our industry.
Non-GAAP measures should not be considered in isolation or as a substitute for our reported
results prepared in accordance with GAAP and, as calculated, may not be comparable to other
similarly titled measures of other companies. For a reconciliation of non-GAAP measures to the
5
closest GAAP financial measure and for share amounts used to derive earnings per share, please
see the financial schedules that accompany this release.
About TRW
With 2009 sales of $11.6 billion, TRW Automotive ranks among the worlds leading automotive
suppliers. Headquartered in Livonia, Michigan, USA, the Company, through its subsidiaries,
operates in 26 countries and employs over 60,000 people worldwide. TRW Automotive products
include integrated vehicle control and driver assist systems, braking systems, steering systems,
suspension systems, occupant safety systems (seat belts and airbags), electronics, engine
components, fastening systems and aftermarket replacement parts and services. All references to
TRW Automotive, TRW or the Company in this press release refer to TRW Automotive Holdings
Corp. and its subsidiaries, unless otherwise indicated. TRW Automotive news is available on the
internet at www.trw.com.
Forward-Looking Statements
This release contains statements that are not statements of historical fact, but instead are
forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform
Act of 1995. We caution readers not to place undue reliance on these statements, which speak
only as of the date hereof. All forward-looking statements are subject to numerous assumptions,
risks and uncertainties which could cause our actual results to differ materially from those
suggested by the forward-looking statements, including those set forth in our Report on Form 10-K
for the fiscal year ended December 31, 2009 (our Form 10-K), and our Form 10-Q for the quarter
ended April 2, 2010 such as: the financial condition of our customers adversely affecting us or
the viability of our supply base; disruptions in the financial markets adversely impacting the
availability and cost of credit negatively affecting our business; any shortage of supplies
adversely affecting us; any further material contraction in automotive sales and production
adversely affecting our results, liquidity or the viability of our supply base; escalating
pricing pressures from our customers; commodity inflationary pressures adversely affecting our
profitability or supply base; our dependence on our largest customers; costs of product
liability, warranty and recall claims and efforts by customers to adversely alter contract terms
and conditions concerning warranty and recall participation; costs or liabilities relating to
environmental, health and safety regulations; limitations on available cash and access to
additional capital due to our substantial debt; strengthening of the U.S. dollar and other
foreign currency exchange rate fluctuations impacting our results; any increase in the expense of
our pension and other postretirement benefits or the funding requirements of our pension plans;
any impairment of a significant amount of our goodwill or other intangible assets; risks
associated with non-U.S. operations, including foreign exchange risks and economic and political
uncertainty in some regions; work stoppages or other labor issues at our facilities or at the
facilities of our customers or suppliers; volatility in our annual effective tax rate resulting
from a change in earnings mix or other factors; assertions by or against us relating to
intellectual property rights; the possibility that our largest stockholders interests will
conflict with our or our other stockholders interests; and other risks and uncertainties set
forth in our Form 10-K and in our other filings with the Securities and Exchange Commission. We
do not undertake any obligation to release publicly any update or revision to any of the
forward-looking statements.
# # #
6
TRW Automotive Holdings Corp.
Index of Condensed Consolidated Financial Information
Page | ||||
Consolidated Statements of Operations (unaudited)
for the three months ended July 2, 2010 and July 3, 2009 |
A2 | |||
Consolidated Statements of Operations (unaudited)
for the six months ended July 2, 2010 and July 3, 2009 |
A3 | |||
Condensed Consolidated Balance Sheets as of July 2, 2010 (unaudited)
and December 31, 2009 |
A4 | |||
Condensed Consolidated Statements of Cash Flows (unaudited)
for the six months ended July 2, 2010 and July 3, 2009 |
A5 | |||
Reconciliation of Non-GAAP Financial Measures (unaudited)
for the three and six months ended July 2, 2010 and July 3, 2009 |
A6 | |||
Reconciliation of GAAP Net Earnings (Losses) to Adjusted Earnings (Losses) (unaudited): |
||||
For the three months ended July 2, 2010 |
A7 | |||
For the six months ended July 2, 2010 |
A8 | |||
For the three months ended July 3, 2009 |
A9 | |||
For the six months ended July 3, 2009 |
A10 |
The accompanying unaudited condensed consolidated financial information and reconciliation
schedules should be read in conjunction with the TRW Automotive Holdings Corp. Annual Report on
Form 10-K for the year ended December 31, 2009 and Quarterly Report on Form 10-Q for the period
ended April 2, 2010, which were filed with the United States Securities and Exchange Commission.
A1
TRW Automotive Holdings Corp.
Consolidated Statements of Operations
(Unaudited)
(Unaudited)
Three Months Ended | ||||||||
(In millions, except per share amounts) | July 2, 2010 | July 3, 2009 | ||||||
Sales |
$ | 3,661 | $ | 2,732 | ||||
Cost of sales |
3,222 | 2,532 | ||||||
Gross profit |
439 | 200 | ||||||
Administrative and selling expenses |
130 | 117 | ||||||
Amortization of intangible assets |
6 | 6 | ||||||
Restructuring charges and fixed asset impairments |
3 | 26 | ||||||
Other (income) expense net |
(22 | ) | 7 | |||||
Operating income (losses) |
322 | 44 | ||||||
Interest expense net |
41 | 42 | ||||||
(Gain) loss on retirement of debt net |
1 | (1 | ) | |||||
Equity in (earnings) losses of affiliates, net of tax |
(9 | ) | (5 | ) | ||||
Earnings (losses) before income taxes |
289 | 8 | ||||||
Income tax expense (benefit) |
52 | 14 | ||||||
Net earnings (losses) |
237 | (6 | ) | |||||
Less: Net earnings attributable to noncontrolling interest, net of tax |
10 | 5 | ||||||
Net earnings (losses) attributable to TRW |
$ | 227 | $ | (11 | ) | |||
Basic earnings (losses) per share: |
||||||||
Earnings (losses) per share |
$ | 1.90 | $ | (0.11 | ) | |||
Weighted average shares outstanding |
119.4 | 101.4 | ||||||
Diluted earnings (losses) per share: |
||||||||
Earnings (losses) per share |
$ | 1.78 | $ | (0.11 | ) | |||
Weighted average shares outstanding |
130.7 | 101.4 | ||||||
A2
TRW Automotive Holdings Corp.
Consolidated Statements of Operations
(Unaudited)
(Unaudited)
Six Months Ended | ||||||||
(In millions, except per share amounts) | July 2, 2010 | July 3, 2009 | ||||||
Sales |
$ | 7,244 | $ | 5,122 | ||||
Cost of sales |
6,376 | 4,892 | ||||||
Gross profit |
868 | 230 | ||||||
Administrative and selling expenses |
255 | 224 | ||||||
Amortization of intangible assets |
11 | 11 | ||||||
Restructuring charges and fixed asset impairments |
10 | 50 | ||||||
Intangible asset impairments |
| 30 | ||||||
Other (income) expense net |
(30 | ) | (4 | ) | ||||
Operating income (losses) |
622 | (81 | ) | |||||
Interest expense net |
86 | 84 | ||||||
(Gain) loss on retirement of debt net |
1 | (35 | ) | |||||
Equity in (earnings) losses of affiliates, net of tax |
(17 | ) | (4 | ) | ||||
Earnings (losses) before income taxes |
552 | (126 | ) | |||||
Income tax expense (benefit) |
102 | 9 | ||||||
Net earnings (losses) |
450 | (135 | ) | |||||
Less: Net earnings attributable to noncontrolling interest, net of tax |
19 | 7 | ||||||
Net earnings (losses) attributable to TRW |
$ | 431 | $ | (142 | ) | |||
Basic earnings (losses) per share: |
||||||||
Earnings (losses) per share |
$ | 3.62 | $ | (1.40 | ) | |||
Weighted average shares outstanding |
118.9 | 101.3 | ||||||
Diluted earnings (losses) per share: |
||||||||
Earnings (losses) per share |
$ | 3.38 | $ | (1.40 | ) | |||
Weighted average shares outstanding |
130.0 | 101.3 | ||||||
A3
TRW Automotive Holdings Corp.
Condensed Consolidated Balance Sheets
As of | ||||||||
July 2, | December 31, | |||||||
2010 | 2009 | |||||||
(Dollars in millions) | (Unaudited) | |||||||
Assets |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 767 | $ | 788 | ||||
Accounts receivable net |
2,285 | 1,943 | ||||||
Inventories |
696 | 660 | ||||||
Prepaid expenses and other current assets |
199 | 201 | ||||||
Total current assets |
3,947 | 3,592 | ||||||
Property, plant and equipment net |
2,029 | 2,334 | ||||||
Goodwill |
1,755 | 1,768 | ||||||
Intangible assets net |
313 | 324 | ||||||
Pension assets |
218 | 179 | ||||||
Other assets |
510 | 535 | ||||||
Total assets |
$ | 8,772 | $ | 8,732 | ||||
Liabilities and Equity |
||||||||
Current liabilities: |
||||||||
Short-term debt |
$ | 30 | $ | 18 | ||||
Current portion of long-term debt |
20 | 28 | ||||||
Trade accounts payable |
2,024 | 1,912 | ||||||
Accrued compensation |
241 | 256 | ||||||
Other current liabilities |
1,147 | 1,094 | ||||||
Total current liabilities |
3,462 | 3,308 | ||||||
Long-term debt |
1,994 | 2,325 | ||||||
Postretirement benefits other than pensions |
463 | 479 | ||||||
Pension benefits |
721 | 804 | ||||||
Other long-term liabilities |
493 | 507 | ||||||
Total liabilities |
7,133 | 7,423 | ||||||
Commitments and contingencies |
||||||||
Stockholders equity: |
||||||||
Capital stock |
1 | 1 | ||||||
Treasury stock |
| | ||||||
Paid-in-capital |
1,572 | 1,553 | ||||||
Retained earnings (accumulated deficit) |
108 | (323 | ) | |||||
Accumulated other comprehensive earnings (losses) |
(190 | ) | (71 | ) | ||||
Total TRW stockholders equity |
1,491 | 1,160 | ||||||
Noncontrolling interest |
148 | 149 | ||||||
Total equity |
1,639 | 1,309 | ||||||
Total liabilities and equity |
$ | 8,772 | $ | 8,732 | ||||
A4
TRW Automotive Holdings Corp.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(Unaudited)
Six Months Ended | ||||||||
July 2, | July 3, | |||||||
(Dollars in millions) | 2010 | 2009 | ||||||
Operating Activities |
||||||||
Net earnings (losses) |
$ | 450 | $ | (135 | ) | |||
Adjustments to reconcile net earnings (losses) to net cash provided by (used in) operating activities: |
||||||||
Depreciation and amortization |
232 | 239 | ||||||
Net pension and other postretirement benefits income and contributions |
(95 | ) | (122 | ) | ||||
Net (gain) loss on retirement of debt |
1 | (35 | ) | |||||
Intangible asset impairment charges |
| 30 | ||||||
Fixed asset impairment charges |
(3 | ) | 7 | |||||
Net (gain) loss on sales of assets |
(1 | ) | (3 | ) | ||||
Other net |
4 | 6 | ||||||
Changes in assets and liabilities, net of effects of businesses acquired: |
||||||||
Accounts receivable net |
(519 | ) | (247 | ) | ||||
Inventories |
(88 | ) | 51 | |||||
Trade accounts payable |
270 | (115 | ) | |||||
Prepaid expense and other assets |
(19 | ) | 107 | |||||
Other liabilities |
191 | (14 | ) | |||||
Net cash
provided by (used in) operating activities |
423 | (231 | ) | |||||
Investing Activities |
||||||||
Capital expenditures, including other intangible assets |
(107 | ) | (72 | ) | ||||
Net proceeds from asset sales |
6 | 3 | ||||||
Net cash provided by (used in) investing activities |
(101 | ) | (69 | ) | ||||
Financing Activities |
||||||||
Change in short-term debt |
11 | (25 | ) | |||||
Net (repayments on) proceeds from revolving credit facility |
| 198 | ||||||
Proceeds from issuance of long-term debt, net of fees |
1 | 1,075 | ||||||
Redemption of long-term debt |
(294 | ) | (1,131 | ) | ||||
Proceeds from exercise of stock options |
17 | | ||||||
Dividends paid to noncontrolling interest |
(12 | ) | (6 | ) | ||||
Net cash provided by (used in) financing activities |
(277 | ) | 111 | |||||
Effect of exchange rate changes on cash |
(66 | ) | 4 | |||||
Increase (decrease) in cash and cash equivalents |
(21 | ) | (185 | ) | ||||
Cash and cash equivalents at beginning of period |
788 | 756 | ||||||
Cash and cash equivalents at end of period |
$ | 767 | $ | 571 | ||||
A5
TRW Automotive Holdings Corp.
Reconciliation of Non-GAAP Financial Measures
(Unaudited)
(Unaudited)
EBITDA, Adjusted EBITDA and free cash flow are not recognized terms under GAAP and do not
purport to be alternatives to the nearest GAAP amounts. Further, since all companies do not use
identical calculations, our definition and presentation of these measures may not be comparable to
similarly titled measures reported by other companies.
EBITDA and Adjusted EBITDA
EBITDA as calculated below is a measure used by management to evaluate the operating performance of
the Company and its business segments and to forecast future periods. Adjusted EBITDA is defined
as EBITDA excluding restructuring charges, asset impairments and other significant special items.
Management uses Adjusted EBITDA to evaluate the performance of ongoing operations separate from
items that may have a disproportionate impact in any particular period. EBITDA and Adjusted EBITDA
are frequently used by securities analysts, institutional investors and other interested parties in
the evaluation of companies in our industry.
EBITDA and Adjusted EBITDA do not purport to be alternatives to net earnings (losses) as an
indicator of operating performance, nor to cash flows from operating activities as a measure of
liquidity. Additionally, neither is intended to be a measure of free cash flow for managements
discretionary use, as they do not consider certain cash requirements such as interest payments, tax
payments and debt service requirements.
Three Months Ended | Six Months Ended | |||||||||||||||
July 2, | July 3, | July 2, | July 3, | |||||||||||||
(Dollars in millions) | 2010 | 2009 | 2010 | 2009 | ||||||||||||
GAAP net earnings (losses) attributable to TRW |
$ | 227 | $ | (11 | ) | $ | 431 | $ | (142 | ) | ||||||
Income tax expense (benefit) |
52 | 14 | 102 | 9 | ||||||||||||
Interest expense net |
41 | 42 | 86 | 84 | ||||||||||||
Depreciation and amortization |
113 | 122 | 232 | 239 | ||||||||||||
EBITDA |
433 | 167 | 851 | 190 | ||||||||||||
Restructuring charges and fixed asset
impairments |
3 | 26 | 10 | 50 | ||||||||||||
Intangible asset impairments |
| | | 30 | ||||||||||||
(Gain) loss on retirement of debt net |
1 | (1 | ) | 1 | (35 | ) | ||||||||||
Adjusted EBITDA |
$ | 437 | $ | 192 | $ | 862 | $ | 235 | ||||||||
Free Cash Flow
Free cash flow represents net cash provided by (used in) operating activities less capital
expenditures, and is used by management in analyzing the Companys ability to service and repay its
debt and to forecast future periods. However, this measure does not represent funds available for
investment or other discretionary uses since it does not deduct cash used to service debt or for
other non-discretionary expenditures.
Three Months Ended | Six Months Ended | |||||||||||||||
July 2, | July 3, | July 2, | July 3, | |||||||||||||
(Dollars in millions) | 2010 | 2009 | 2010 | 2009 | ||||||||||||
Cash flow provided by (used in) operating activities |
$ | 402 | $ | 23 | $ | 423 | $ | (231 | ) | |||||||
Capital expenditures |
(62 | ) | (37 | ) | (107 | ) | (72 | ) | ||||||||
Free cash flow |
$ | 340 | $ | (14 | ) | $ | 316 | $ | (303 | ) | ||||||
A6
TRW Automotive Holdings Corp.
Reconciliation of GAAP Net Earnings (Losses) to Adjusted Earnings (Losses)
(Unaudited)
(Unaudited)
Among other adjustments, the Company recorded restructuring charges of $7 million primarily related to severance,
retention, and outplacement services at various production facilities. This was offset by a gain on the sale of a property in the
amount of $4 million related to a closed North American braking facility, which was impaired in 2008.
Three Months | Three Months | |||||||||||
Ended | Ended | |||||||||||
July 2, 2010 | July 2, 2010 | |||||||||||
(In millions, except per share amounts) | Actual | Adjustments | Adjusted | |||||||||
Sales |
$ | 3,661 | $ | | $ | 3,661 | ||||||
Cost of sales |
3,222 | | 3,222 | |||||||||
Gross profit |
439 | | 439 | |||||||||
Administrative and selling expenses |
130 | | 130 | |||||||||
Amortization of intangible assets |
6 | | 6 | |||||||||
Restructuring charges and fixed asset impairments |
3 | (3) | (a) | | ||||||||
Other (income) expense net |
(22 | ) | | (22 | ) | |||||||
Operating income (losses) |
322 | 3 | 325 | |||||||||
Interest expense net |
41 | | 41 | |||||||||
(Gain) loss on retirement of debt net |
1 | (1) | (b) | | ||||||||
Equity in (earnings) losses of affiliates, net of tax |
(9 | ) | | (9 | ) | |||||||
Earnings (losses) before income taxes |
289 | 4 | 293 | |||||||||
Income tax expense (benefit) |
52 | 10 | (c) | 62 | ||||||||
Net earnings (losses) |
237 | (6 | ) | 231 | ||||||||
Less: Net earnings attributable to noncontrolling interest, net of tax |
10 | | 10 | |||||||||
Net earnings (losses) attributable to TRW |
$ | 227 | $ | (6 | ) | $ | 221 | |||||
Basic earnings (losses) per share: |
||||||||||||
Earnings (losses) per share |
$ | 1.90 | $ | 1.85 | ||||||||
Weighted average shares outstanding |
119.4 | 119.4 | ||||||||||
Diluted earnings (losses) per share: |
||||||||||||
Earnings (losses) per share |
$ | 1.78 | $ | 1.73 | ||||||||
Weighted average shares outstanding |
130.7 | 130.7 | ||||||||||
(a) | Represents the elimination of restructuring charges and fixed asset impairments. | |
(b) | Represents the elimination of the loss on retirement of debt. | |
(c) | Represents the elimination of a $10 million tax benefit related to the favorable resolution of various tax matters in foreign jurisdictions. |
A7
TRW Automotive Holdings Corp.
Reconciliation of GAAP Net Earnings (Losses) to Adjusted Earnings (Losses)
(Unaudited)
(Unaudited)
Among other adjustments, the Company recorded restructuring charges of $13 million primarily related to
severance, retention, and outplacement services at various production facilities and fixed asset
impairment charges of $1 million. This was offset by a gain on the sale of a property in the amount of
$4 million related to a closed North American braking facility, which was impaired in 2008.
Six Months | Six Months | |||||||||||
Ended | Ended | |||||||||||
July 2, 2010 | July 2, 2010 | |||||||||||
(In millions, except per share amounts) | Actual | Adjustments | Adjusted | |||||||||
Sales |
$ | 7,244 | $ | | $ | 7,244 | ||||||
Cost of sales |
6,376 | | 6,376 | |||||||||
Gross profit |
868 | | 868 | |||||||||
Administrative and selling expenses |
255 | | 255 | |||||||||
Amortization of intangible assets |
11 | | 11 | |||||||||
Restructuring charges and fixed asset impairments |
10 | (10) | (a) | | ||||||||
Other (income) expense net |
(30 | ) | | (30 | ) | |||||||
Operating income (losses) |
622 | 10 | 632 | |||||||||
Interest expense net |
86 | | 86 | |||||||||
(Gain) loss on retirement of debt net |
1 | (1) | (b) | | ||||||||
Equity in (earnings) losses of affiliates, net of tax |
(17 | ) | | (17 | ) | |||||||
Earnings (losses) before income taxes |
552 | 11 | 563 | |||||||||
Income tax expense (benefit) |
102 | 12 | (c) | 114 | ||||||||
Net earnings (losses) |
450 | (1 | ) | 449 | ||||||||
Less: Net earnings attributable to noncontrolling interest, net of tax |
19 | | 19 | |||||||||
Net earnings (losses) attributable to TRW |
$ | 431 | $ | (1 | ) | $ | 430 | |||||
Basic earnings (losses) per share: |
||||||||||||
Earnings (losses) per share |
$ | 3.62 | $ | 3.62 | ||||||||
Weighted average shares outstanding |
118.9 | 118.9 | ||||||||||
Diluted earnings (losses) per share: |
||||||||||||
Earnings (losses) per share |
$ | 3.38 | $ | 3.38 | ||||||||
Weighted average shares outstanding |
130.0 | 130.0 | ||||||||||
(a) | Represents the elimination of restructuring charges and fixed asset impairments. | |
(b) | Represents the elimination of the loss on retirement of debt. | |
(c) | Represents the elimination of (i) the income tax impact of the adjustments made to the restructuring charges and fixed asset impairments, by calculating the income tax impact of each of these items using the appropriate tax rate for the jurisdiction where the charges were incurred, and (ii) a $10 million tax benefit recorded in the second quarter of 2010 related to the favorable resolution of various tax matters in foreign jurisdictions. |
A8
TRW Automotive Holdings Corp.
Reconciliation of GAAP Net Earnings (Losses) to Adjusted Earnings (Losses)
(Unaudited)
(Unaudited)
Among other adjustments, the Company recorded $24 million of restructuring charges related primarily
to severance, retention and outplacement services and $2 million of fixed asset impairment charges.
Three Months | Three Months | |||||||||||
Ended | Ended | |||||||||||
July 3, 2009 | July 3, 2009 | |||||||||||
(In millions, except per share amounts) | Actual | Adjustments | Adjusted | |||||||||
Sales |
$ | 2,732 | $ | | $ | 2,732 | ||||||
Cost of sales |
2,532 | | 2,532 | |||||||||
Gross profit |
200 | | 200 | |||||||||
Administrative and selling expenses |
117 | | 117 | |||||||||
Amortization of intangible assets |
6 | | 6 | |||||||||
Restructuring charges and fixed asset impairments |
26 | (26) | (a) | | ||||||||
Other (income) expense net |
7 | | 7 | |||||||||
Operating income (losses) |
44 | 26 | 70 | |||||||||
Interest expense net |
42 | | 42 | |||||||||
(Gain) loss on retirement of debt net |
(1 | ) | 1 | (b) | | |||||||
Equity in (earnings) losses of affiliates, net of tax |
(5 | ) | | (5 | ) | |||||||
Earnings (losses) before income taxes |
8 | 25 | 33 | |||||||||
Income tax expense (benefit) |
14 | 6 | (c) | 20 | ||||||||
Net earnings (losses) |
(6 | ) | 19 | 13 | ||||||||
Less: Net earnings attributable to noncontrolling interest, net of tax |
5 | | 5 | |||||||||
Net earnings (losses) attributable to TRW |
$ | (11 | ) | $ | 19 | $ | 8 | |||||
Basic earnings (losses) per share: |
||||||||||||
Earnings (losses) per share |
$ | (0.11 | ) | $ | 0.08 | |||||||
Weighted average shares outstanding |
101.4 | 101.4 | ||||||||||
Diluted earnings (losses) per share: |
||||||||||||
Earnings (losses) per share |
$ | (0.11 | ) | $ | 0.08 | |||||||
Weighted average shares outstanding |
101.4 | 102.0 | ||||||||||
(a) | Represents the elimination of restructuring charges and fixed asset impairments. | |
(b) | Represents the elimination of the gain on retirement of debt. | |
(c) | Represents the elimination of the income tax impact of the adjustments made to the restructuring charges and fixed asset impairments, by calculating the income tax impact of each of these items using the appropriate tax rate for the jurisdiction where the charges were incurred. |
A9
TRW Automotive Holdings Corp.
Reconciliation of GAAP Net Earnings (Losses) to Adjusted Earnings (Losses)
(Unaudited)
(Unaudited)
Among other adjustments, the Company recorded $44 million of restructuring charges related primarily to severance,
retention and outplacement services, $30 million of intangible asset impairment charges and $6
million of fixed asset impairment charges.
Six Months | Six Months | |||||||||||
Ended | Ended | |||||||||||
July 3, 2009 | July 3, 2009 | |||||||||||
(In millions, except per share amounts) | Actual | Adjustments | Adjusted | |||||||||
Sales |
$ | 5,122 | $ | | $ | 5,122 | ||||||
Cost of sales |
4,892 | | 4,892 | |||||||||
Gross profit |
230 | | 230 | |||||||||
Administrative and selling expenses |
224 | | 224 | |||||||||
Amortization of intangible assets |
11 | | 11 | |||||||||
Restructuring charges and fixed asset impairments |
50 | (50) | (a) | | ||||||||
Intangible asset impairments |
30 | (30) | (b) | | ||||||||
Other (income) expense net |
(4 | ) | | (4 | ) | |||||||
Operating income (losses) |
(81 | ) | 80 | (1 | ) | |||||||
Interest expense net |
84 | | 84 | |||||||||
(Gain) loss on retirement of debt net |
(35 | ) | 35 | (c) | | |||||||
Equity in (earnings) losses of affiliates, net of tax |
(4 | ) | | (4 | ) | |||||||
Earnings (losses) before income taxes |
(126 | ) | 45 | (81 | ) | |||||||
Income tax expense (benefit) |
9 | 10 | (d) | 19 | ||||||||
Net earnings (losses) |
(135 | ) | 35 | (100 | ) | |||||||
Less: Net earnings attributable to noncontrolling interest, net of tax |
7 | | 7 | |||||||||
Net earnings (losses) attributable to TRW |
$ | (142 | ) | $ | 35 | $ | (107 | ) | ||||
Basic earnings (losses) per share: |
||||||||||||
Earnings (losses) per share |
$ | (1.40 | ) | $ | (1.06 | ) | ||||||
Weighted average shares outstanding |
101.3 | 101.3 | ||||||||||
Diluted earnings (losses) per share: |
||||||||||||
Earnings (losses) per share |
$ | (1.40 | ) | $ | (1.06 | ) | ||||||
Weighted average shares outstanding |
101.3 | 101.3 | ||||||||||
(a) | Represents the elimination of restructuring charges and fixed asset impairments. | |
(b) | Represents the elimination of intangible asset impairments. | |
(c) | Represents the elimination of the gain on retirement of debt. | |
(d) | Represents the elimination of the income tax impact of the adjustments made to the restructuring charges and fixed asset impairments, by calculating the income tax impact of each of these items using the appropriate tax rate for the jurisdiction where the charges were incurred. |
A10