ETN Eaton Corp New

Operating Cash Flow Excluding Legal Settlements a Record $943 Million

Record Segment Operating Margins

Power management company Eaton Corporation plc (NYSE:ETN) today announced that operating earnings per share, which exclude charges of $0.03 per share to integrate recent acquisitions, were a record $1.29 for the third quarter of 2014, up 15 percent over the third quarter of 2013. Sales in the third quarter of 2014 were $5.7 billion, 2 percent above the same period in 2013. Sales growth consisted of 3 percent growth in core sales offset by 1 percent of negative foreign exchange. Operating earnings for the third quarter of 2014, excluding pre-tax charges of $19 million to integrate recent acquisitions, were $616 million, an increase of 15 percent over 2013.

Alexander M. Cutler, Eaton chairman and chief executive officer, said, “We had a very strong quarter, setting numerous performance records at both the segment and corporate level. Third quarter results came in near the high end of our guidance for the quarter. Our segment operating margins, which exclude acquisition integration charges, were a record 16.0 percent as productivity gains and effective cost control more than offset the impact of modestly lower-than-expected revenues.

“Our third quarter bookings in both of our Electrical segments again showed good growth, as did orders in our Aerospace segment,” said Cutler. “Reflecting the continued slower growth in our markets outside North America, we now estimate our markets in 2014 are likely to grow 2 percent, down from our prior estimate of 3 percent.

“Excluding the payments made to resolve the litigation we settled in the second quarter, our operating cash flow in the third quarter was $943 million, a quarterly record,” said Cutler. “During the quarter we repurchased $225 million of our shares. We have spent $324 million on share repurchases this year.

“We anticipate operating earnings per share for the fourth quarter of 2014, which exclude an estimated $32 million of charges to integrate our recent acquisitions, to be between $1.15 and $1.25,” said Cutler. “We are maintaining the midpoint of our full year 2014 guidance. Strong productivity growth and tight expense control are offsetting the impact of negative foreign exchange and lower market growth. Our updated guidance for 2014 operating earnings per share, which exclude an estimated $154 million in acquisition integration charges, and which are also adjusted for the impact of the Aerospace divestitures and the legal settlements, is between $4.55 and $4.65, an increase of 11 percent compared to last year.”

Business Segment Results

Sales for the Electrical Products segment were a record $1.9 billion, up 3 percent over 2013. Operating profits were $330 million. Excluding acquisition integration charges of $8 million during the quarter, operating profits were a record $338 million, up 9 percent over the third quarter of 2013.

“Electrical Products had strong operating margins, coming in at 18.0 percent,” said Cutler. “Our bookings in the third quarter were up 5 percent over the third quarter a year ago, continuing our strong momentum this year.”

Sales for the Electrical Systems and Services segment were a record $1.7 billion, up 1 percent over third quarter of 2013. The segment reported operating profits of $238 million. Excluding acquisition integration charges of $4 million during the quarter, operating profits were $242 million.

“The rebound in Electrical Systems and Services operating margins to 14.6 percent reflects significant progress on the initiatives we laid out at the beginning of the quarter,” said Cutler. “Bookings in the third quarter were up 3 percent over the third quarter of 2013.”

Hydraulics segment sales were $733 million, down 1 percent from the third quarter of 2013. Operating profits in the third quarter were $84 million. Excluding acquisition integration charges of $2 million, operating profits were $86 million, a decrease of 11 percent.

“The Hydraulics markets in the third quarter of 2014 were about the same as in the second quarter of 2014, with pockets of strength in industrial applications offset by weakness in agricultural equipment globally and construction equipment in China,” said Cutler. “Our bookings in the quarter decreased 6 percent compared to the third quarter of 2013.”

Aerospace segment sales were $454 million, up 1 percent over the third quarter of 2013. Sales growth consisted of 6 percent core growth and 1 percent growth from foreign exchange, offset by a 6 percent reduction from the second quarter divestitures. Operating profits in the third quarter were $72 million, up 13 percent over the third quarter of 2013.

“Our Aerospace margins of 15.9 percent in the third quarter reflected strong operating performance and the benefits of higher aftermarket shipments,” said Cutler. “Bookings in the quarter rose 12 percent, driven by increased OEM orders.”

The Vehicle segment posted sales of $1.0 billion, up 5 percent compared to the third quarter of 2013. The segment reported operating profits in the third quarter of $176 million, up 9 percent compared to the third quarter of 2013.

“North American markets were particularly strong in the quarter while South American markets continued to be weak,” said Cutler. “We now expect the NAFTA Class 8 truck market to be 295,000 in 2014, up from our prior estimate of 290,000.”

Eaton is a power management company with 2013 sales of $22.0 billion. Eaton provides energy-efficient solutions that help our customers effectively manage electrical, hydraulic and mechanical power more efficiently, safely and sustainably. Eaton has approximately 103,000 employees and sells products to customers in more than 175 countries. For more information, visit www.eaton.com.

Notice of conference call: Eaton’s conference call to discuss its third quarter results is available to all interested parties as a live audio webcast today at 10 a.m. United States Eastern time via a link on the center of Eaton’s home page. This news release can be accessed under its headline on the home page. Also available on the website prior to the call will be a presentation on third quarter results, which will be covered during the call.

This news release contains forward-looking statements concerning fourth quarter 2014 operating earnings per share, full year 2014 operating earnings per share, and the performance of our worldwide markets. These statements should be used with caution and are subject to various risks and uncertainties, many of which are outside the company’s control. The following factors could cause actual results to differ materially from those in the forward-looking statements: unanticipated changes in the markets for the company’s business segments; unanticipated downturns in business relationships with customers or their purchases from us; competitive pressures on sales and pricing; increases in the cost of material and other production costs, or unexpected costs that cannot be recouped in product pricing; the introduction of competing technologies; unexpected technical or marketing difficulties; unexpected claims, charges, litigation or dispute resolutions; strikes or other labor unrest; the performance of recent acquisitions; unanticipated difficulties integrating acquisitions; new laws and governmental regulations; interest rate changes; stock market and currency fluctuations; and unanticipated deterioration of economic and financial conditions in the United States and around the world. We do not assume any obligation to update these forward-looking statements.

Financial Results

The company’s comparative financial results for the three months and nine months ended September 30, 2014 are available on the company’s website, www.eaton.com.

                  EATON CORPORATION plc CONSOLIDATED STATEMENTS OF INCOME  

Three months endedSeptember 30

Nine months endedSeptember 30 (In millions except for per share data) 2014 2013 2014 2013 Net sales $ 5,728 $ 5,607 $ 16,987 $ 16,519   Cost of products sold 3,916 3,883 11,799 11,488 Selling and administrative expense 961 967 2,907 2,885 Litigation settlements — — 644 — Research and development expense 163 166 493 479 Interest expense - net 56 63 173 209 Other (income) expense - net (10 ) 7   (181 ) 3   Income before income taxes 642 521 1,152 1,455 Income tax expense (benefit) 37   7   (66 ) 64   Net income 605 514 1,218 1,391 Less net income for noncontrolling interests (3 ) (4 ) (6 ) (9 ) Net income attributable to Eaton ordinary shareholders $ 602   $ 510   $ 1,212   $ 1,382     Net income per ordinary share Diluted $ 1.26 $ 1.07 $ 2.53 $ 2.90 Basic 1.27 1.08 2.55 2.92   Weighted-average number of ordinary shares outstanding Diluted 477.2 477.2 478.2 476.2 Basic 474.8 474.0 475.5 473.1   Cash dividends declared per ordinary share $ 0.49 $ 0.42 $ 1.47 $ 1.26  

Reconciliation of net income attributable to Eaton ordinary shareholders to operating earnings

Net income attributable to Eaton ordinary shareholders $ 602 $ 510 $ 1,212 $ 1,382 Excluding acquisition integration charges and transaction costs (after-tax) 14   26   81   73   Operating earnings $ 616   $ 536   $ 1,293   $ 1,455     Net income per ordinary share - diluted $ 1.26 $ 1.07 $ 2.53 $ 2.90

Excluding per share impact of acquisition integration charges and transaction costs (after-tax)

0.03   0.05   0.17   0.15   Operating earnings per ordinary share $ 1.29   $ 1.12   $ 2.70   $ 3.05    

See accompanying notes.

                  EATON CORPORATION plc BUSINESS SEGMENT INFORMATION  

Three months endedSeptember 30

Nine months endedSeptember 30 (In millions) 2014 2013 2014 2013 Net sales Electrical Products $ 1,875 $ 1,817 $ 5,433 $ 5,235 Electrical Systems and Services 1,655 1,639 4,807 4,784 Hydraulics 733 739 2,302 2,267 Aerospace 454 448 1,404 1,328 Vehicle 1,011   964   3,041   2,905   Total net sales $ 5,728   $ 5,607   $ 16,987   $ 16,519     Segment operating profit Electrical Products $ 330 $ 301 $ 880 $ 814 Electrical Systems and Services 238 231 601 668 Hydraulics 84 89 286 271 Aerospace 72 64 203 193 Vehicle 176   161   482   465   Total segment operating profit 900 846 2,452 2,411   Corporate Litigation settlements — — (644 ) — Amortization of intangible assets (107 ) (110 ) (326 ) (325 ) Interest expense - net (56 ) (63 ) (173 ) (209 ) Pension and other postretirement benefits expense (31 ) (55 ) (114 ) (136 ) Inventory step-up adjustment — — — (34 ) Other corporate expense - net (64 ) (97 ) (43 ) (252 ) Income before income taxes 642 521 1,152 1,455 Income tax expense (benefit) 37   7   (66 ) 64   Net income 605 514 1,218 1,391 Less net income for noncontrolling interests (3 ) (4 ) (6 ) (9 ) Net income attributable to Eaton ordinary shareholders $ 602   $ 510   $ 1,212   $ 1,382    

See accompanying notes.

              EATON CORPORATION plc CONDENSED CONSOLIDATED BALANCE SHEETS   September 30,2014 December 31,2013 (In millions) Assets Current assets Cash $ 655 $ 915 Short-term investments 335 794 Accounts receivable - net 3,972 3,648 Inventory 2,498 2,382 Deferred income taxes 581 577 Prepaid expenses and other current assets 390   415 Total current assets 8,431 8,731   Property, plant and equipment - net 3,702 3,833   Other noncurrent assets Goodwill 14,088 14,495 Other intangible assets 6,739 7,186 Deferred income taxes 241 240 Other assets 1,038   1,006 Total assets $ 34,239   $ 35,491   Liabilities and shareholders’ equity Current liabilities Short-term debt $ 1 $ 13 Current portion of long-term debt 412 567 Accounts payable 2,038 1,960 Accrued compensation 424 461 Other current liabilities 2,111   1,913 Total current liabilities 4,986   4,914   Noncurrent liabilities Long-term debt 8,587 8,969 Pension liabilities 1,170 1,465 Other postretirement benefits liabilities 675 668 Deferred income taxes 1,035 1,313 Other noncurrent liabilities 1,141   1,299 Total noncurrent liabilities 12,608   13,714   Shareholders’ equity Eaton shareholders’ equity 16,587 16,791 Noncontrolling interests 58   72 Total equity 16,645   16,863 Total liabilities and equity $ 34,239   $ 35,491  

See accompanying notes.

   

EATON CORPORATION plcNOTES TO THE THIRD QUARTER 2014 EARNINGS RELEASE

Amounts are in millions of dollars unless indicated otherwise (per share data assume dilution).

This earnings release includes certain non-GAAP financial measures. These financial measures include operating cash flows excluding litigation settlement payments, operating earnings, operating earnings per ordinary share, and operating profit before acquisition integration charges and transaction costs for each business segment as well as corporate expense, each of which excludes amounts that differ from the most directly comparable measure calculated in accordance with generally accepted accounting principles (GAAP). A reconciliation of each of these financial measures to the most directly comparable GAAP measure is included in this earnings release. Management believes that these financial measures are useful to investors because they exclude transactions of an unusual nature, allowing investors to more easily compare Eaton Corporation plc's (Eaton or the Company) financial performance and liquidity period to period. Management uses this information in monitoring and evaluating the on-going performance of Eaton and each business segment.

Note 1. LEGAL CONTINGENCIES

On October 5, 2006, ZF Meritor LLC and Meritor Transmission Corporation (collectively, Meritor) filed an action against Eaton in the United States District Court for Delaware. The action sought damages, which would be trebled under United States antitrust laws, as well as injunctive relief and costs. The suit alleged that Eaton engaged in anti-competitive conduct against Meritor in the sale of heavy-duty truck transmissions in North America. On June 23, 2014, Eaton announced it signed a settlement agreement with Meritor in the amount of $500 that resolved the lawsuit and removed the uncertainty of a trial and appeal process. On July 16, 2014, Eaton paid Meritor the $500.

Frisby Corporation, now known as Triumph Actuation Systems, LLC, and other claimants (collectively, Triumph) asserted claims alleging, among other things, unfair competition, defamation, malicious prosecution, deprivation of civil rights, and antitrust in the Hinds County Circuit Court of Mississippi in 2004 and in the Federal District Court of North Carolina in 2011. Eaton had asserted claims against Triumph regarding improper use of trade secrets and these claims were dismissed by the Hinds County Circuit Court. On June 18, 2014, Eaton announced it signed a settlement agreement with Triumph in the amount of $147.5 that resolved all claims and lawsuits and removed the uncertainty of a trial and appeal process. On July 8, 2014, Eaton paid Triumph the $147.5.

During the third quarter of 2014, operating cash flows of $289 would have been $943 excluding $654 of payments made during the third quarter of 2014 for Meritor, Triumph, and related litigation settled during the second quarter of 2014.

Note 2. ACQUISITIONS AND SALES OF BUSINESSES

Eaton's most recently acquired businesses, and the related annual sales prior to acquisition, are summarized below:

Acquired businesses        

Date oftransaction

   

Businesssegment

    Annual sales Cooper Industries plc (Cooper)

November 30,

Electrical

$5,409

A diversified global manufacturer of electrical products and systems, with brands including Bussmann electrical and electronic fuses; Crouse-Hinds and CEAG explosion-proof electrical equipment; Halo and Metalux lighting fixtures; and Kyle and McGraw-Edison power systems products.

2012

Products;ElectricalSystems andServices

for 2011

  Rolec Comercial e Industrial S.A.

September 28,

Electrical

$85 for the

A Chilean manufacturer of integrated power assemblies and low- and medium-voltage switchgear, and a provider of engineering services serving mining and other heavy industrial applications in Chile and Peru.

2012

Systems andServices

12 monthsendedSeptember 30,2012

  Jeil Hydraulics Co., Ltd.

July 6,

Hydraulics

$189

A Korean manufacturer of track drive motors, swing drive motors, main control valves and remote control valves for the construction equipment market.

2012

for 2011

  Polimer Kaucuk Sanayi ve Pazarlama A.S.

June 1,

Hydraulics

$335

A Turkish manufacturer of hydraulic and industrial hose for construction, mining, agriculture, oil and gas, manufacturing, food and beverage, and chemicals markets. This business sells its products under the SEL brand name.

2012

for 2011

  Gycom Electrical Low-Voltage Power Distribution, Control and Automation

June 1,

Electrical

$24

A Swedish electrical low-voltage power distribution, control and automation components business.

2012

Systems andServices

for 2011

 

See Note 3 for information about acquisition integration charges and transaction costs related to these acquisitions.

Sale of Aerospace Power Distribution Management Solutions and Integrated Cockpit Solutions

On January 20, 2014, Eaton announced it entered into an agreement to sell the Aerospace Power Distribution Management Solutions and Integrated Cockpit Solutions businesses to Safran for $270. The sale closed on May 9, 2014 and resulted in a pre-tax gain of $154.

Sale of Apex Tool Group, LLC

In July 2010, Cooper formed a joint venture, named Apex Tool Group, LLC (Apex), with Danaher Corporation (Danaher). On October 10, 2012, Cooper and Danaher announced they had entered into a definitive agreement to sell Apex to Bain Capital for approximately $1.6 billion, subject to post-closing adjustments. On February 1, 2013, the sale of Apex was completed.

Note 3. ACQUISITION INTEGRATION CHARGES AND TRANSACTION COSTS

Eaton incurs integration charges and transaction costs related to acquired businesses. A summary of these charges follows:

       

Acquisitionintegration charges andtransaction costs

   

Operating profitas reported

   

Operating profitexcluding acquisitionintegration charges

Three months ended September 30 2014   2013 2014     2013 2014   2013 Acquisition integration charges Electrical Products $ 8 $ 9 $ 330 $ 301 $ 338 $ 310 Electrical Systems and Services 4 10 238 231 242 241 Hydraulics 2 8 84 89 86 97 Aerospace — — 72 64 72 64 Vehicle —   —   176   161   176   161 Total business segments 14 27 $ 900   $ 846   $ 914   $ 873 Corporate 5   9   Total acquisition integration charges 19   36     Transaction costs Corporate —   2   Total transaction costs —   2    

Total acquisition integration charges andtransaction costs before income taxes

$ 19   $ 38   Total after income taxes $ 14 $ 26 Per ordinary share - diluted $ 0.03 $ 0.05          

Acquisitionintegration charges andtransaction costs

   

Operating profitas reported

   

Operating profitexcluding acquisitionintegration charges

Nine months ended September 30 2014   2013 2014     2013 2014   2013 Acquisition integration charges Electrical Products $ 49 $ 24 $ 880 $ 814 $ 929 $ 838 Electrical Systems and Services 43 26 601 668 644 694 Hydraulics 11 28 286 271 297 299 Aerospace — — 203 193 203 193 Vehicle —   —   482   465   482   465 Total business segments 103 78 $ 2,452   $ 2,411   $ 2,555   $ 2,489 Corporate 19   21   Total acquisition integration charges 122   99     Transaction costs Corporate —   9   Total transaction costs —   9    

Total acquisition integration charges andtransaction costs before income taxes

$ 122   $ 108   Total after income taxes $ 81 $ 73 Per ordinary share - diluted $ 0.17 $ 0.15  

Business segment integration charges in 2014 were related primarily to the integration of Cooper. Business segment integration charges in 2013 were related primarily to the integrations of Cooper and Polimer Kaucuk Sanayi ve Pazarlama. These charges were included in Cost of products sold or Selling and administrative expense, as appropriate. In Business Segment Information, the charges reduced Operating profit of the related business segment.

Corporate integration charges in 2014 and 2013 were related to the acquisition of Cooper. These charges were included in Selling and administrative expense. In Business Segment Information, the charges were included in Other corporate expense - net.

Acquisition-related transaction costs, such as investment banking, legal, other professional fees, and costs associated with change in control agreements, are not included as a component of consideration transferred in an acquisition but are expensed as incurred. Acquisition-related transaction costs in 2013 were related to the acquisition of Cooper. These charges were included in Selling and administrative expense, Interest expense - net and Other (income) expense - net. In Business Segment Information, the charges were included in Interest expense - net and Other corporate expense - net.

See Note 2 for additional information about business acquisitions.

Note 4. RETIREMENT BENEFITS PLANS

The components of retirement benefits expense follow:

       

Pensionbenefit expense

   

Other postretirementbenefits expense

Three months ended September 30 2014     2013 2014     2013 Service cost $ 47 $ 48 $ 4 $ 5 Interest cost 62 57 9 10 Expected return on plan assets (86 ) (77 ) (1 ) (2 ) Amortization 30   40   1   3   53 68 13 16 Settlement loss 14   23   —   —   Total expense $ 67   $ 91   $ 13   $ 16    

Pensionbenefit expense

Other postretirementbenefits expense

Nine months ended September 30 2014 2013 2014 2013 Service cost $ 138 $ 142 $ 13 $ 15 Interest cost 187 170 28 27 Expected return on plan assets (259 ) (232 ) (4 ) (5 ) Amortization 90   120   5   10   156 200 42 47 Settlement loss 62   39   —   —   Total expense $ 218   $ 239   $ 42   $ 47    

Note 5. INCOME TAXES

The effective income tax rate for the third quarter of 2014 was expense of 6% compared to expense of 1% for the third quarter of 2013. The effective income tax rate for the first nine months of 2014 was a benefit of 6% compared to expense of 4% for the first nine months of 2013. Excluding the litigation settlements and related legal costs, as well as the gain on the sale of Eaton's Aerospace Power Distribution Management Solutions and Integrated Cockpit Solutions businesses, all of which occurred in the second quarter of 2014, the effective income tax rate would have been expense of 6% for the first nine months of 2014 compared to 4% for the first nine months of 2013. The increase in the effective income tax rate in third quarter and the first nine months of 2014, excluding the previously mentioned litigation settlements, related costs and gain on the sale of businesses, is primarily due to the expiration of the U.S. research and experimentation tax credit plus greater levels of income in higher tax jurisdictions, including the United States, partially offset by enhanced utilization of foreign tax credits in the U.S. and favorable impacts associated with the acquisition of Cooper. See Note 1 and Note 2 for additional information about legal contingencies and the sales of businesses, respectively.

Eaton Corporation plcMedia RelationsScott Schroeder, +1 440-523-5150scottrschroeder@eaton.comorInvestor RelationsDonald Bullock, +1 440-523-5127