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Form 8-K HONEYWELL INTERNATIONAL For: Jan 23

January 23, 2015 7:08 AM

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

DATE OF REPORT  January 23, 2015

(Date of earliest event reported)

honeywell international inc.

(Exact name of Registrant as specified in its Charter)

DELAWARE 1-8974 22-2640650
(State or other jurisdiction
of incorporation)
(Commission File Number) (I.R.S. Employer
Identification Number)

101 COLUMBIA ROAD, P.O. BOX 4000, MORRISTOWN, NEW JERSEY 07962-2497
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (973) 455-2000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On January 23, 2015, Honeywell International Inc. (the “Company”) issued a press release announcing its fourth quarter and full year 2014 earnings, which is furnished herewith as Exhibit 99. The information furnished pursuant to this Item 2.02, including Exhibit 99, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibit 99 Honeywell International Inc. Earnings Press Release dated January 23, 2015

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:��January 23, 2015 HONEYWELL INTERNATIONAL INC.
By:� /s/ Jeffrey N. Neuman
Jeffrey N. Neuman
Vice President, Corporate Secretary and
Deputy General Counsel

Exhibit 99

News Release

Contacts:
Media Investor Relations
Robert C. Ferris Mark Macaluso
(973) 455-3388 (973) 455-2222
[email protected] [email protected]

HONEYWELL REPORTS FULL-YEAR SALES UP 3% TO $40.3 BILLION;
EPS (EX-PENSION MARK-TO-MARKET) UP 12% TO $5.56;

REPORTED EPS OF $5.33

4Q14 Organic Sales Growth Of 4%; EPS (Ex-Pension MTM) Of $1.43, Up 15%

Aerospace OEM Incentives ($0.14 Expense)  Position Aerospace Well For Growth And Margin Expansion Over Five-Year Plan

Completed Sale Of Remaining BEAV Shares In 4Q14, $0.14 Gain

Reaffirming 2015 EPS Guidance (Ex-Pension MTM) Of $5.95 - $6.15, Up 7-11%

MORRIS TOWNSHIP, N.J., January 23, 2015 -- Honeywell (NYSE: HON) today announced its results for the fourth quarter and full-year 2014:

Total Honeywell
($ Millions, except Earnings Per Share) FY 2013 FY 2014 Change
Sales (1) 39,055 40,306 3%
Organic Growth 3%
Segment Margin (2) 16.3% 16.6% 30 bps
Operating Income Margin (Ex-Pension MTM) 14.2% 15.1% 90 bps
Earnings Per Share (Reported) $4.92 $5.33 8%
Earnings Per Share (Ex-Pension MTM) $4.97 $5.56 12%
Cash Flow from Operations 4,335 5,024 16%
Free Cash Flow (3) 3,388 3,930 16%
4Q 2013 4Q 2014 Change
Sales (1) 10,387 �10,266 (1%)
Organic Growth 4%
Segment Margin (2) 16.1% 15.9% (20) bps
Operating Income Margin (Ex-Pension MTM) 13.4% 14.5% 110 bps
Earnings Per Share (Reported) $1.19 $1.20 1%
Earnings Per Share (Ex-Pension MTM) $1.24 $1.43 15%
Cash Flow from Operations 1,668 1,762 6%
Free Cash Flow (3) 1,268 1,348 �6%
1.Sales Ex-4Q14 $184M OEM Incentives Up 4% in FY14 and 1% in 4Q14
2.Segment Margin Ex-4Q14 $184M OEM Incentives Up 70 bps in FY14 and 130 bps in 4Q14
3.Cash Flow from Operations Less Capital Expenditures

- MORE -

Q4’14 Results - 2

“In the fourth quarter, Honeywell delivered 4% organic sales growth and achieved 15% earnings per share growth (excluding the pension mark-to-market adjustment), exceeding the high end of our guidance range and capping off another year of terrific performance in 2014,” said Honeywell Chairman and CEO Dave Cote. “Strong execution in our businesses and continued momentum across the portfolio throughout the year helped us to deliver on our aggressive 2014 sales, margin, and EPS targets. We achieved significant margin expansion in 2014 with benefits from our key process and productivity initiatives, and increased organic growth by continuing to ‘seed plant’ with investments in new products and technologies, high ROI capex, and expansion of our global footprint. Consistent with what we guided in December, we sold the remaining BEAV shares in the fourth quarter and proactively funded Aerospace OEM incentives related to new platform wins. We remain cautious in our planning with regard to the global economy, but are confident that our balanced portfolio mix of short- and long-cycle businesses is well-positioned to deliver on our 2015 commitments that include higher organic sales, continued margin expansion, and double-digit earnings growth. Honeywell’s five year plan is on target and we expect that improving end markets, new product introductions, penetration in high-growth regions, and benefits from our HOS Gold initiative will drive both growth and productivity throughout the company.”

The company also reaffirms its full-year 2015 guidance:

Full-Year Guidance

2015 Change
Current Guidance vs. 2014
Sales �$40.5 - $41.1B 1% - 2%
Organic Growth ~4%
Segment Margin 17.6% - 17.9% 100 - 130 bps (2)
Operating Income Margin (Ex-Pension MTM) 16.7% - 17.0% 160 - 190 bps (2)
Earnings Per Share (Ex-Pension MTM) $5.95 - $6.15 7% - 11%
Free Cash Flow (1) �$4.2 - $4.3B 8% - 10%
1.Cash Flow from Operations Less Capital Expenditures
2.Segment Margin ex-4Q14 $184M OEM Incentives Up 60 - 90 bps; Operating Margin ex-4Q14 OEM Incentives Up 120 - 150 bps

Segment Performance

Aerospace
($ Millions) FY 2013 FY 2014 % Change
Sales 15,735 15,598 (1%)
Segment Profit 2,870 2,915 2%
Segment Margin 18.2% 18.7% 50 bps
($ Millions) 4Q 2013 4Q 2014 % Change
Sales 4,077 3,842 (6%)
Segment Profit 769 663 (14%)
Segment Margin 18.9% 17.3% (160) bps

- MORE -

Q4’14 Results - 3

Sales for the fourth quarter were down (6%) on a reported basis driven by the unfavorable impact of OEM incentives, the Friction Materials divestiture, and the unfavorable impact of foreign exchange. Excluding these items, sales in the fourth quarter were up 4% on an organic basis. Commercial OE sales were up 7% on an organic basis, reflecting an increase in Business and General Aviation (BGA) engine shipments. Commercial Aftermarket sales were up 4% on an organic basis, driven by continued Air Transport and Regional (ATR) spares growth, and higher Repair & Overhaul activities. Defense & Space sales were up 2% on an organic basis as a result of strong international growth. Transportation Systems sales were up 4% on an organic basis, primarily driven by new platform launches and higher turbo gas penetration globally.

Segment profit for the fourth quarter was down (14%), and segment margins contracted (160) bps to 17.3%, driven by the unfavorable impact of fourth quarter OEM incentives, partially offset by productivity net of inflation, commercial excellence, and the favorable impact of the Friction Materials divestiture. Excluding the impact of the $184 million fourth quarter 2014 OEM incentives, segment profit was up 10%, and segment margins expanded 210 basis points.

Automation and Control Solutions

($ Millions) FY 2013 FY 2014 % Change
Sales 13,465 14,487 8%
Segment Profit 1,983 2,200 11%
Segment Margin 14.7% 15.2% 50 bps
($ Millions) 4Q 2013 4Q 2014 % Change
Sales 3,741 ���������3,847 3%
Segment Profit 570 613 8%
Segment Margin 15.2% 15.9% 70 bps
Sales for the fourth quarter were up 3% reported, or 6% on an organic basis, primarily driven by strong organic growth across the portfolio, partially offset by the unfavorable impact of foreign exchange. Energy, Safety, and Security (ESS) sales increased, particularly in Scanning & Mobility, Fire and Industrial Safety, and Security; and Building Solutions & Distribution (BSD) saw continued strength in the Americas Distribution business as well as acceleration in Building Solutions, most notably in the Americas region.

Segment profit for the fourth quarter was up 8% and segment margins expanded 70 bps to 15.9% driven primarily by higher volumes, M&A integration execution, and productivity net of inflation, partially offset by continued investments for growth.

On December 18, 2014, we signed a definitive agreement to acquire Datamax-O’Neil, a global manufacturer of fixed and mobile printers used in a variety of retail, warehouse and distribution, and health care applications, for an aggregate purchase price of approximately $185 million. The transaction is expected to close in the first quarter of 2015 subject to customary closing conditions, including regulatory review.

- MORE -

Q4’14 Results - 4

Performance Materials and Technologies
($ Millions) FY 2013 FY 2014 % Change
Sales 9,855 10,221 4%
Segment Profit 1,725 1,817 5%
Segment Margin 17.5% 17.8% 30 bps
($ Millions) 4Q 2013 4Q 2014 % Change
Sales ���������2,569 ���������2,577 ~Flat
Segment Profit 400 425 6%
Segment Margin 15.6% 16.5% 90 bps
Sales for the fourth quarter were approximately flat reported, or up 3% on an organic basis, driven by higher UOP licensing sales, software and services growth in Process Solutions, and higher sales in Advanced Materials, particularly in Fluorine Products, offset by the unfavorable impact of foreign exchange and lower UOP catalyst sales.

Segment profit for the fourth quarter was up 6% and segment margins expanded 90 bps to 16.5% in the fourth quarter, driven by higher volume, the favorable impact of higher UOP licensing sales, and productivity net of inflation, partially offset by continued investments for growth.

Honeywell will discuss its results during its investor conference call today starting at 9:30 a.m. EST. To participate, please dial (888) 487-0361 (domestic) or (719) 457-2710 (international) approximately ten minutes before the 9:30 a.m. EST start. Please mention to the operator that you are dialing in for Honeywell’s fourth quarter 2014 earnings call. The live webcast of the investor call as well as related presentation materials will be available through the “Investor Relations” section of the company’s Website (http://www.honeywell.com/investor). Investors can access a replay of the conference call from 2:00 p.m. EST, January 23, until 11:59 p.m. EST, January 30, by dialing (888) 203-1112 (domestic) or (719) 457-0820 (international). The access code is 1280015.

Honeywell (www.honeywell.com) is a Fortune 100 diversified technology and manufacturing leader, serving customers worldwide with aerospace products and services; control technologies for buildings, homes, and industry; turbochargers; and performance materials. For more news and information on Honeywell, please visit www.honeywellnow.com.

This release contains certain statements that may be deemed “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical fact, that address activities, events or developments that we or our management intends, expects, projects, believes or anticipates will or may occur in the future are forward-looking statements. Such statements are based upon certain assumptions and assessments made by our management in light of their experience and their perception of historical trends, current economic and industry conditions, expected future developments and other factors they believe to be appropriate. The forward-looking statements included in this release are also subject to a number of material risks and uncertainties, including but not limited to economic, competitive, governmental, and technological factors affecting our operations, markets, products, services and prices. Such forward-looking statements are not guarantees of future performance, and actual results, developments and business decisions may differ from those envisaged by such forward-looking statements. We identify the principal risks and uncertainties that affect our performance in our Form 10-K and other filings with the Securities and Exchange Commission.

#���#���#

Q4’14 Results - 5

Honeywell International Inc.

Consolidated Statement of Operations (Unaudited)

(Dollars in millions, except per share amounts)

Three Months Ended Twelve Months Ended
December 31, December 31,
2014 2013 2014 2013
Product sales $8,185 $8,303 $32,398 $31,214
Service sales 2,081 2,084 7,908 7,841
Net sales 10,266 10,387 40,306 39,055
Costs, expenses and other
Cost of products sold (A) 6,203 6,278 23,889 23,317
Cost of services sold (A) 1,363 1,334 5,068 5,047
7,566 7,612 28,957 28,364
Selling, general and administrative expenses (A) 1,460 1,438 5,518 5,190
Other (income) expense (146) (185) (305) (238)
Interest and other financial charges 82 83 318 327
8,962 8,948 34,488 33,643
Income before taxes 1,304 1,439 5,818 5,412
Tax expense 329 475 1,489 1,450
Net income 975 964 4,329 3,962
Less: Net income attributable to the noncontrolling interest 19 17 90 38
Net income attributable to Honeywell $956 $947 $4,239 $3,924
Earnings per share of common stock - basic $1.22 $1.20 $5.40 $4.99
Earnings per share of common stock - assuming dilution $1.20 $1.19 $5.33 $4.92
Weighted average number of shares outstanding - basic 783.8 785.9 784.4 786.4
Weighted average number of shares outstanding - assuming dilution 794.1 797.0 795.2 797.3

(A) Cost of products and services sold and selling, general and administrative expenses include amounts for repositioning and other charges, pension and other postretirement (income) expense, and stock compensation expense.

Below is a reconciliation of Earnings per share to Earnings per share, excluding mark-to-market pension expense. We believe this measure is useful to investors and management in understanding our ongoing operations and in analysis of ongoing operating trends.

Three Months Ended Twelve Months Ended
December 31, December 31,
2014 1 2013 1 2014 1 2013 1
Earnings per share of common stock - assuming dilution $1.20 $1.19 $5.33 $4.92
Mark-to-market pension expense $0.23 0.05 $0.23 0.05
Earnings per share of common stock - assuming dilution, excluding mark-to-market pension expense $1.43 $1.24 $5.56 $4.97

1- EPS utilizes weighted average shares outstanding and the effective tax rate for the period. Mark-to-market uses a blended tax rate of 28.1% and 25.5% for 2014 and 2013, respectively.

Q4’14 Results - 6

Honeywell International Inc.

Segment Data (Unaudited)

(Dollars in millions)

Three Months Ended Twelve Months Ended
December 31, December 31,
Net Sales 2014 2013 2014 2013
Aerospace $3,842 $4,077 $15,598 $15,735
Automation and Control Solutions 3,847 3,741 14,487 13,465
Performance Materials and Technologies 2,577 2,569 10,221 9,855
Total $10,266 $10,387 $40,306 $39,055

Reconciliation of Segment Profit to Income Before Taxes

Three Months Ended Twelve Months Ended
December 31, December 31,
Segment Profit 2014 2013 2014 2013
Aerospace $663 $769 $2,915 $2,870
Automation and Control Solutions 613 570 2,200 1,983
Performance Materials and Technologies 425 400 1,817 1,725
Corporate (69) (70) (236) (227)
Total segment profit 1,632 1,669 6,696 6,351
Other income (expense) (A) 137 180 269 202
Interest and other financial charges (82) (83) (318) (327)
Stock compensation expense (B) (44) (41) (187) (170)
Pension ongoing income (B) 67 22 254 90
Pension mark-to-market expense (B) (249) (51) (249) (51)
Other postretirement expense (B) (12) (13) (49) (20)
Repositioning and other charges (B) (145) (244) (598) (663)
Income before taxes $1,304 $1,439 $5,818 $5,412

(A) Equity income (loss) of affiliated companies is included in segment profit.
(B) Amounts included in cost of products and services sold and selling, general and administrative expenses.

Q4’14 Results - 7

Honeywell International Inc.

Consolidated Balance Sheet (Unaudited)

(Dollars in millions)

December 31, December 31,
2014 2013
ASSETS
Current assets:
Cash and cash equivalents $6,959 $6,422
Accounts, notes and other receivables 7,960 7,929
Inventories 4,405 4,293
Deferred income taxes 722 849
Investments and other current assets 2,145 1,671
Total current assets 22,191 21,164
Investments and long-term receivables 465 393
Property, plant and equipment - net 5,383 5,278
Goodwill 12,788 13,046
Other intangible assets - net 2,208 2,514
Insurance recoveries for asbestos related liabilities 454 595
Deferred income taxes 404 368
Other assets 1,558 2,077
Total assets $45,451 $45,435
LIABILITIES AND SHAREOWNERS’ EQUITY
Current liabilities:
Accounts payable $5,365 $5,174
Short-term borrowings 51 97
Commercial paper 1,647 1,299
Current maturities of long-term debt 939 632
Accrued liabilities 6,771 6,979
Total current liabilities 14,773 14,181
Long-term debt 6,046 6,801
Deferred income taxes 236 804
Postretirement benefit obligations other than pensions 911 1,019
Asbestos related liabilities 1,200 1,150
Other liabilities 4,282 3,734
Redeemable noncontrolling interest 219 167
Shareowners’ equity 17,784 17,579
Total liabilities, redeemable noncontrolling interest and shareowners’ equity $45,451 $45,435

Q4’14 Results - 8

Honeywell International Inc.

Consolidated Statement of Cash Flows (Unaudited)

(Dollars in millions)

Three Months Ended Twelve Months Ended
December 31, December 31,
2014 2013 2014 2013
Cash flows from operating activities:
Net income $975 $964 $4,329 $3,962
Less: Net income attributable to the noncontrolling interest 19 17 90 38
Net income attributable to Honeywell 956 947 4,239 3,924
Adjustments to reconcile net income attributable to Honeywell to net cash provided by operating activities:
Depreciation and amortization 226 249 924 989
Loss on sale of non-strategic businesses and assets 20 11 20
Gain on sale of available for sale investments (116) (195) (221) (195)
Repositioning and other charges 145 244 598 663
Net payments for repositioning and other charges (229) (246) (530) (763)
Pension and other postretirement income 194 42 44 (19)
Pension and other postretirement benefit payments (44) (45) (167) (298)
Stock compensation expense 44 41 187 170
Deferred income taxes (123) 5 132 262
Excess tax benefits from share based payment arrangements (31) (31) (102) (132)
Other (120) 273 (327) 308
Changes in assets and liabilities, net of the effects of acquisitions and divestitures:
Accounts, notes and other receivables 357 17 (172) (365)
Inventories 79 135 (200) 41
Other current assets (61) (393) 120 (421)
Accounts payable 153 384 307 352
Accrued liabilities 332 221 181 (201)
Net cash provided by operating activities 1,762 1,668 5,024 4,335
Cash flows from investing activities:
Expenditures for property, plant and equipment (414) (400) (1,094) (947)
Proceeds from disposals of property, plant and equipment 6 8 18 15
Increase in investments (935) (517) (4,074) (1,220)
Decrease in investments 1,164 474 3,288 1,122
Cash paid for acquisitions, net of cash acquired (70) (4) (1,133)
Proceeds from sales of businesses, net of fees paid 3 3 160 3
Other (61) 97 (170) 201
Net cash used for investing activities (237) (405) (1,876) (1,959)
Cash flows from financing activities:
Net (decrease) increase in commercial paper (202) (800) 348 899
Net (decrease) increase in short-term borrowings (34) 13 (39) 31
Proceeds from issuance of common stock 59 85 265 447
Proceeds from issuance of long-term debt 18 1,036 97 1,063
Payments of long-term debt (2) (3) (609) (607)
Excess tax benefits from share based payment arrangements 31 31 102 132
Repurchases of common stock (235) (304) (924) (1,073)
Cash dividends paid (409) (358) (1,510) (1,353)
Other 5 (2) 28
Net cash used for financing activities (769) (300) (2,272) (433)
Effect of foreign exchange rate changes on cash and cash equivalents (225) (40) (339) (155)
Net increase in cash and cash equivalents 531 923 537 1,788
Cash and cash equivalents at beginning of period 6,428 5,499 6,422 4,634
Cash and cash equivalents at end of period $6,959 $6,422 $6,959 $6,422

Q4’14 Results - 9

Honeywell International Inc.

Reconciliation of Cash Provided by Operating Activities to Free Cash Flow (Unaudited)

(Dollars in millions)

Three Months Ended Twelve Months Ended
December 31, December 31,
2014 2013 2014 2013
Cash provided by operating activities $1,762 $1,668 $5,024 $4,335
Expenditures for property, plant and equipment (414) (400) (1,094) (947)
Free cash flow $1,348 $1,268 $3,930 $3,388

We define free cash flow as cash provided by operating activities less cash expenditures for property, plant and equipment.

We believe that this metric is useful to investors and management as a measure of cash generated by business operations that will be used to repay scheduled debt maturities and can be used to invest in future growth through new business development activities or acquisitions, and to pay dividends, repurchase stock, or repay debt obligations prior to their maturities. This metric can also be used to evaluate our ability to generate cash flow from business operations and the impact that this cash flow has on our liquidity.

Q4’14 Results - 10

Honeywell International Inc.

Reconciliation of Segment Profit to Operating Income Excluding Pension Mark-to-Market Adjustment and

Calculation of Segment Profit and Operating Income Margins Excluding Pension Mark-to-Market Adjustment (Unaudited)

(Dollars in millions)

Three Months Ended Twelve Months Ended
December 31, December 31,
2014 2013 2014 2013
Segment Profit $1,632 $1,669 $6,696 $6,351
Stock compensation expense (A) (44) (41) (187) (170)
Repositioning and other (A, B) (154) (249) (634) (699)
Pension ongoing income (A) 67 22 254 90
Pension mark-to-market adjustment (A) (249) (51) (249) (51)
Other postretirement expense (A) (12) (13) (49) (20)
Operating Income $1,240 $1,337 $5,831 $5,501
Pension mark-to-market adjustment (A) $(249) $(51) $(249) $(51)
Operating Income excluding pension mark-to-market adjustment $1,489 $1,388 $6,080 $5,552
Segment Profit $1,632 $1,669 $6,696 $6,351
� Sales $10,266 $10,387 $40,306 $39,055
Segment Profit Margin % 15.9% 16.1% 16.6% 16.3%
Operating Income $1,240 $1,337 $5,831 $5,501
� Sales $10,266 $10,387 $40,306 $39,055
Operating Income Margin % 12.1% 12.9% 14.5% 14.1%
Operating Income excluding pension mark-to-market adjustment $1,489 $1,388 $6,080 $5,552
� Sales $10,266 $10,387 $40,306 $39,055
Operating Income Margin excluding pension mark-to-market adjustment % 14.5% 13.4% 15.1% 14.2%

(A) Included in cost of products and services sold and selling, general and administrative expenses.
(B) Includes repositioning, asbestos, environmental expenses and equity income adjustment.

We believe these measures are useful to investors and management in understanding our ongoing operations and in analysis of ongoing operating trends.

Q4’14 Results - 11

Honeywell International Inc.

EPS Impact of Gain on Sale of BEAV Shares (Unaudited)

(Dollars in millions, except per share amounts)

Three Months Ended
December 31,
2014
Gain on sale of BEAV shares $116
Tax expense 2
After-tax gain on sale of BEAV shares $114
Weighted average number of shares outstanding - assuming dilution 794.1
EPS impact of gain on sale of BEAV Shares $0.14

Q4’14 Results - 12

Honeywell International Inc.

EPS Impact of Aerospace OEM Incentives (Unaudited)

(Dollars in millions, except per share amounts)

Three Months Ended
December 31,
2014
Aerospace OEM incentives $(184)
Tax benefit 70
After-tax Aerospace OEM incentives $(114)
Weighted average number of shares outstanding - assuming dilution 794.1
EPS impact of Aerospace OEM incentives $(0.14)

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