UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN
PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of April
2019
Commission File Number
001-16429
ABB Ltd
(Translation of registrant’s
name into English)
Affolternstrasse
44, CH-8050, Zurich, Switzerland
(Address of principal
executive office)
Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.
Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
⬜
Note:
Regulation S-T Rule 101(b)(1) only permits the submission in
paper of a Form 6-K if submitted solely to provide an attached annual
report to security holders.
Indication by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
⬜
Note:
Regulation S-T Rule 101(b)(7) only permits the
submission in paper of a Form 6-K if submitted to furnish a report or
other document that the registrant foreign private issuer must furnish and make
public under the laws of the jurisdiction in which the registrant is
incorporated, domiciled or legally organized (the registrant’s “home country”),
or under the rules of the home country exchange on which the registrant’s
securities are traded, as long as the report or other document is not a press
release, is not required to be and has not been distributed to the registrant’s
security holders, and, if discussing a material event, has already been the
subject of a Form 6-K submission or other Commission filing on EDGAR.
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange
Act of 1934.
If “Yes” is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-
This Form 6-K consists of the following:
1.
Press release issued by ABB Ltd dated April 17, 2019 titled “Resilient
growth”.
2.
Q1 2019 Financial Information.
3.
Press release issued by ABB Ltd dated April 17, 2019 titled “ABB
names Peter Voser as interim CEO Ulrich Spiesshofer steps down”.
4.
Announcements regarding transactions in ABB Ltd’s Securities made
by the directors or the members of the Executive Committee.
The information provided by Item 2 above is hereby incorporated by
reference into the Registration Statements on Form F-3 of ABB Ltd and ABB
Finance (USA) Inc. (File Nos. 333-223907 and 333-223907-01) and registration
statements on Form S-8 (File Nos. 333-190180, 333-181583, 333-179472,
333-171971 and 333-129271) each of which was previously filed with the
Securities and Exchange Commission.
2
—
ZURICH,
SWITZERLAND, APRIL 17, 2019: FIRST QUARTER HIGHLIGHTS
Resilient
growth
–
Total orders +3%
1
,
order backlog +6%
–
Base orders +6%, higher in all
divisions and regions
–
Revenues +4%, book-to-bill
2
1.11x
–
Operational EBITA margin
2
11.2%, impacted 100 basis points by GEIS dilution and a further 100 basis
points by stranded costs
–
Net income $535 million, -6%
–
Operational EPS
2
$0.31, +5%
3
–
Cash flow from operating activities
-$256 million; solid cash delivery expected for the full year
–
Global software partnership agreement
with Dassault Systèmes announced
“
We delivered another quarter of solid orders and revenue
growth demonstrating the quality and resilience of our portfolio despite the
softening we have seen in some of our end-markets, particularly in discrete
manufacturing and the automotive sector,” said ABB CFO Timo Ihamuotila.
“We remain
firmly focused on operational performance and the integration of GEIS;
excluding the GEIS impact, our operational margin improved. We are well on
track with the Power Grids separation and our four new leading businesses
started operations on April 1 as planned
.”
Key
figures
|
|
|
ChangE
|
$ in millions, unless otherwise indicated
|
Q1
2019
|
Q1
2018
|
US $
|
Comparable
1
|
Orders
|
7,613
|
7,555
|
+1%
|
+3%
|
Revenues
|
6,847
|
6,441
|
+6%
|
+4%
|
Income from operations
|
590
|
626
|
-6%
|
|
Operational EBITA
2
|
766
|
752
|
+2%
|
+10%
4
|
as % of operational
revenues
|
11.2%
|
11.7%
|
-0.5pts
|
|
Income from continuing
operations, net of tax
|
415
|
414
|
+0%
|
|
Net income attributable
to ABB
|
535
|
572
|
-6%
|
|
Basic EPS ($)
|
0.25
|
0.27
|
-6%
3
|
|
Operational EPS
($)
2
|
0.31
|
0.31
|
-3%
3
|
+5%
3
|
Cash flow from
operating activities
5
|
-256
|
-518
|
+51%
|
|
On
December 17, 2018, ABB announced an agreed sale of its Power Grids division.
Consequently, the results of the Power Grids business are presented as
discontinued operations. The company’s results for all periods have been
adjusted accordingly.
Short-term outlook
Macroeconomic
signs are mixed in Europe with growth expected to continue in the US and China.
The overall global market is growing, with rising geopolitical uncertainties in
various parts of the world. Oil prices and foreign exchange translation effects
are expected to continue to influence the company’s results.
______
1
Growth rates for orders, order backlog and
revenues are on a comparable basis (local currency adjusted for acquisitions
and divestitures).
2
For non-GAAP
measures, see the “Supplemental Financial Information” attachment to the press
release.
3
EPS growth rates
are computed using unrounded amounts. Comparable operational earnings per share
is in constant currency (2014 exchange rates not adjusted for changes in the
business portfolio).
4
Constant
currency (not adjusted for portfolio changes).
5
Amount represents total for both continuing and discontinued
operations.
Q1 2019
Group results
Orders
Total
orders were up 3 percent (1 percent in US dollars), led by order growth in the
Electrification Products and Robotics and Motion divisions. Orders were
well-supported by positive base order momentum. Third-party base orders were up
6 percent (8 percent in US dollars); all divisions and regions were up during
the quarter. Large orders were below the prior year period and represented 3
percent of total orders, down from 10 percent. The order backlog was up 6
percent (2 percent in US dollars) compared to a year ago, ending the quarter at
$13.9 billion.
Service
orders were up 6 percent (6 percent in US dollars). Service orders represent 20
percent of total orders, up from 19 percent last year.
Changes
in the business portfolio including impacts from the acquisition of GE
Industrial Solutions (“GEIS”) and from the establishment of the Linxon Joint
Venture resulted in a net positive impact of 4 percent on total orders. Foreign
exchange translation effects had a net negative impact of 6 percent on total
orders.
Market overview
Performance
on a regional basis was balanced during the quarter:
– Total orders from Europe were 3 percent lower (8 percent in
US dollars), driven mainly by lower large orders. Positive contributions from
Denmark, France and Italy were outweighed by declines in Germany, Norway and
Sweden. Base orders grew 6 percent in Europe.
– Total orders from the Americas increased 9 percent (28
percent in US dollars). Orders from the United States rose 7 percent (33
percent in US dollars) and good growth was also evident in Canada and several
South American countries including Chile. Base orders were up 7 percent in the
Americas.
– In Asia, Middle East and Africa (AMEA), total orders were up
5 percent (7 percent lower in US dollars), with strong growth from Singapore,
Japan, Australia, South Korea and China more than offsetting slower performance
from countries including Saudi Arabia, Egypt, South Africa and India. In China,
orders increased 6 percent (5 percent in US dollars). Base orders were 4
percent higher in the AMEA region.
Demand
was mixed across ABB’s key customer segments:
– In industries, order momentum continued to be strong in
select process industries such as from pulp and paper and mining customers,
reflecting increased maintenance spend alongside a supportive commodity price
environment. This benefited particularly ABB’s motion and industrial automation
orders intake, including healthy demand for services offerings and ABB Ability™
solutions. Discrete manufacturing and automotive sector activity slowed during
the quarter, while 3C activity remained subdued.
– Transport and infrastructure demand was healthy, with
continued investments in rail and specialty marine vessels. Orders for ABB’s
e-mobility offering and for data center infrastructure grew strongly.
Construction demand was robust, with ongoing investment in commercial buildings
such as hospitals and resorts.
Revenues
Revenues
improved 4 percent (6 percent in US dollars) with strong growth in
Electrification Products and Robotics and Motion, and a steady performance in
Industrial Automation.
Service
revenues were up 6 percent (6 percent in US dollars). Services represented 19
percent of total revenues, the same level as in the prior year period.
Business
portfolio changes including impacts from the acquisition of GEIS and from the
establishment of the Linxon JV contributed a net positive of 9 percent to
reported revenues. Changes in exchange rates resulted in a negative translation
impact on reported revenues of 7 percent.
The
book-to-bill ratio for the quarter was 1.11x compared to 1.17x in the previous
year period.
Operational EBITA
Operational EBITA
of $766 million was up 2 percent in US dollars (10 percent in local currencies)
compared to the prior year period. The operational EBITA margin stood at 11.2
percent and was 50 basis points lower year-on-year.
In the first
quarter period, the impact of GEIS’ integration on the operational EBITA margin
was approximately 100 basis points while stranded costs weighed a further 100
basis points. Stranded costs are services provided by the group to Power Grids
that do not qualify to be reported as discontinued operations and which the
group expects to be predominantly transferred to Power Grids or eliminated by
the closing of the transaction, which is expected by first half of 2020.
Stranded costs of $67 million were recognized in the Corporate and Other
operational EBITA result, $9 million lower than the previous year.
Net income, basic
and operational earnings per share
Net income from
continuing operations was $415 million. Discontinued operations realized $149
million net income. Group net income attributable to ABB was $535 million, 6
percent lower year on year. Basic earnings per share was $0.25, 6 percent lower
year on year. Operational earnings per share of $0.31 was 3 percent lower and
up 5 percent in constant currency terms
3
.
Cash flow from
operating activities
Cash flow from operating
activities of -$256 million compares to -$518 million in the first quarter of
2018. Compared to the prior year quarter, cash flow from operating activities
in continuing operations strengthened to -$97 million from -$365 million, while
cash flow from discontinued operations of
-$159 million was
steady versus the prior year period.
In the first
quarter 2019, cash flow from continuing operating activities benefited from the
delayed payment of employee incentives and strong milestone payment collection
from ongoing projects, which outweighed high payments for inventory. ABB
expects solid cash delivery for the full year, weighted to the second half.
Net working capital as a percentage of revenues was 11.2 percent, from
12.9 percent in the prior year period.
Q1 divisional performance
($
in millions, unless otherwise indicated)
|
Orders
|
Change
|
3
rd
party base orders
|
Change
|
Revenues
|
Change
|
Op
EBITA %
|
CHANGE
|
US$
|
Comparable
1
|
US$
|
Comparable
1
|
US$
|
Comparable
1
|
Electrification Products
|
3,363
|
+21%
|
+6%
|
3,227
|
+22%
|
+5%
|
3,057
|
+23%
|
+5%
|
12.4%
|
-2.8pts
|
Industrial Automation
|
1,884
|
-11%
|
-5%
|
1,796
|
+1%
|
+7%
|
1,738
|
-7%
|
+0%
|
13.0%
|
-1.1pts
|
Robotics and Motion
|
2,545
|
-1%
|
+5%
|
2,273
|
-2%
|
+4%
|
2,229
|
+1%
|
+7%
|
15.1%
|
-0.2pts
|
Corporate & Other
|
(179)
|
|
|
8
|
|
|
(177)
|
|
|
(174)
|
|
ABB Group
|
7,613
|
+1%
|
+3%
|
7,304
|
+8%
|
+6%
|
6,847
|
+6%
|
+4%
|
11.2%
|
-0.5pts
|
Effective
October 1, 2018, the Power Grids division was moved from continuing to
discontinued operations. All previously reported amounts have been restated
consistent with these portfolio changes. Corporate & Other result is
inclusive of inter-division eliminations.
Electrification
Products
Total orders were
up 6 percent (21 percent in US dollars) and third-party base orders were up 5
percent (22 percent in US dollars). All business areas grew, with strength
evident in systems and low voltage products, especially in data centers and EV
charging. On a regional basis, orders grew across all geographies. Revenues
improved 5 percent (23 percent in US dollars). Operational EBITA margin was 280
basis points lower year-on-year at 12.4 percent, mainly reflecting 270 basis
points dilution from GEIS which, prior to being acquired by ABB, in Q1 and Q2
2018 also exhibited relative margin weakness. Excluding GEIS, margins benefited
from positive volumes offset by mix effects.
Industrial
Automation
Total orders were 5
percent lower (11 percent in US dollars), weighed by a tough comparative base
for large orders, particularly in the European region. Third-party base orders
advanced well, up 7 percent (1 percent in US dollars), evidencing strong demand
from process industries and in marine. The order backlog was up 2 percent
(5 percent lower in US dollars) at quarter end compared to the prior year
period. Revenues were steady in comparable terms (7 percent lower in US dollars).
The operational EBITA margin at 13.0 percent reflects mainly negative mix
effects and investments in growth.
Robotics and
Motion
Total orders were
up 5 percent (steady in US dollars), despite a tough comparative base and a
more challenging market environment. Order growth was strong for drives and
motors, reflecting continued growth in process industries. In robotics, order
growth was steady, with higher awards of solutions orders. On a regional basis,
order growth was led by AMEA. The order backlog ended the quarter up 9 percent
(2 percent in US dollars). Revenues improved 7 percent (1 percent in US dollars)
while the operational EBITA margin at 15.1 percent was 20 basis points lower
compared to the prior year period, primarily due to mix effects in robotics.
A leader focused in digital industries
On December 17,
2018, ABB announced fundamental actions to focus, simplify and lead in digital
industries for enhanced customer value and shareholder returns. For further
information please see ABB.com/writing-the-future.
On February 28, 2019, ABB presented its Strategy, including details of its four
leading businesses to the investor and analyst community at a Strategy update
event. For further information please see ABB.com/strategy-update-2019.
ABB’s management
team has established two clear priorities for 2019: running the business and
managing the transformation.
Business
highlights
During the first
quarter, a continued focus on profitable growth delivered another solid quarter
of revenue growth demonstrating the quality in the new ABB portfolio. ABB
announced on March 26, 2019, that it had been awarded a contract to supply a
comprehensive power and propulsion package, including ABB Ability™ solutions,
for the construction of China’s first domestically built cruise ship.
GEIS’ business unit
integration with existing Electrification Products’ business lines continued
apace. ABB remains on track to deliver the expected ~$200 million of annual
cost synergies during 2022.
A significant
global software partnership agreement with Dassault Systèmes was announced
February 28, 2019, adding to ABB’s strong partner network for industrial
digitalization, including Microsoft Azure and HPE. With this partnership, ABB
will develop and provide customers with advanced digital twins, enabling
customers to run ABB Ability™ solutions and their operations with improved
efficiency, flexibility and sustainability.
ABB strengthened
its relationship with Ericsson, signing a Memorandum of Understanding on April
1, 2019. The two companies will collaborate in the research of wireless
automation technologies, focusing on “factory of the future” opportunities
enabled by 5G connectivity.
Transformation
update
Several of ABB’s
transformation milestones were achieved during the first quarter. An
experienced management team is now in place to lead the Power Grids’ carve-out
process and the separation of the business is on track. The implementation of
ABB’s new operating model, ABB-OS™, is underway. A strong project team to
oversee the simplification program for ABB-OS™ has been in place since the
start of the first quarter. During the quarter, a new, business-led board that
will govern ABB’s Global Business Services efforts was established and the
sales organization was transferred to the businesses. Effective April 1, 2019,
ABB’s four leading businesses became operational.
ABB expects a total
of ~$500 million annual run-rate cost reductions across the group with $150-200
million run-rate targeted during 2019 and the full run-rate targeted during
2021. ABB-OS™ savings in 2019 will be achieved mainly through the streamlining
of group functions and country organizations as they move to the businesses and
the establishment of a new leaner Corporate structure.
Short- and
long-term outlook
Macroeconomic signs
are mixed in Europe with growth expected to continue in the US and China. The
overall global market is growing, with rising geopolitical uncertainties in
various parts of the world. Oil prices and foreign exchange translation effects
are expected to continue to influence the company’s results.
ABB’s four new
businesses are either the global #1 or #2 player in attractive markets with
strong secular drivers. The company’s addressable market for its new businesses
Electrification, Industrial Automation, Motion, and Robotics and Discrete
Automation is expected to grow long term by 3.5-4 percent per annum.
More information
The
Q1 results press release
and presentation slides
are
available
on the
ABB
News
Center
at
www.abb.com/news
and on
the
Investor
Relations homepage
at
www.abb.com/investorrelations.
ABB will host a media call today starting at 09:00 a.m. Central
European Summer Time (CEST) (08:00 a.m. BST, 03:00 a.m. EDT). The event will be
accessible by conference call. The media conference call dial-in numbers are:
UK +44 207 107 0613
Sweden +46 8 5051 0031
Rest of Europe, +41 58 310 5000
US and Canada +1
866 291
4166 (toll-free) or
+1
631
570 5613 (long-distance
charges)
Lines will be open 10-15 minutes before the start of the call.
A
conference
call
and webcast for analysts and investors
is
scheduled
to begin
today at 2:00 p.m. CEST
(1:00 p.m. BST, 08:00 a.m. EDT). The
webcast will be
accessible
on
the
ABB website
at:
new.abb.com/investorrelations/
. The analyst and investor conference call
dial-in numbers are:
UK +44 207 107 0613
Sweden +46 8 5051 0031
Rest of Europe +41 58 310 5000
US and Canada +1
866 291
4166 (toll-free) or
+1
631
570 5613 (long-distance
charges)
A
recorded session will be
available
as a webcast one
hour
after
the
end
of the
conference
call.
ABB
(ABBN:
SIX Swiss Ex) is a pioneering technology leader with a comprehensive offering
for digital industries. With a history of innovation spanning more than 130
years, ABB is today a leader in digital industries with four customer-focused,
globally leading businesses: Electrification, Industrial Automation, Motion,
and Robotics & Discrete Automation, supported by its common ABB Ability™
digital platform. ABB’s market‑leading Power Grids business will be
divested to Hitachi in 2020. ABB operates in more than 100 countries with about
147,000 employees.
www.abb.com
|
Investor calendar 2019
|
Annual
General Meeting
|
May 2, 2019
|
Ex-dividend
|
May 7, 2019*
|
Second
Quarter 2019 results
|
July 25, 2019
|
Third Quarter
2019 results
|
October 23,
2019
|
*assuming shareholders
approve the dividend at ABB’s AGM
Important notice
about forward-looking information
This
press release
includes
forward-looking information
and
statements as well as other
statements
concerning the
outlook
for
our
business,
including those
in the
sections of this release
titled “Short-term outlook”, “Operational
EBITA”, “Cash flow from operating activities”, “Transformation update” and
“Short and long-term outlook”.
These
statements are
based
on
current expectations, estimates and
projections about the
factors that
may affect our future
performance,
including global
economic conditions,
the
economic conditions
of
the
regions
and industries that are
major
markets for
ABB Ltd. These
expectations,
estimates and
projections
are
generally identifiable
by
statements
containing words such as “anticipates”, “aims”, “expects,” “believes,”
“estimates,”
“targets,”
“plans,” “is likely”, “intends”
or
similar
expressions. However, there
are
many risks and uncertainties, many of
which
are
beyond our
control,
that could
cause
our
actual
results to differ
materially from the
forward-looking information and statements
made
in this press release
and which
could affect our
ability to
achieve
any or
all of our
stated
targets. The
important factors that could
cause
such differences include, among
others, business risks associated with the
volatile global
economic environment and political conditions, costs associated
with compliance
activities, market
acceptance
of
new
products
and services,
changes in governmental regulations and
currency
exchange
rates and
such other
factors as may be
discussed from
time
to
time
in
ABB Ltd’s filings with the
U.S.
Securities and Exchange
Commission,
including its Annual Reports
on
Form
20-F. Although ABB Ltd
believes that
its expectations reflected in any
such
forward-looking statement are
based
upon
reasonable
assumptions, it
can give
no assurance
that those
expectations will be
achieved.
Zurich, April 17, 2019
Timo Ihamuotila, CFO
—
For more information, please contact:
|
Media Relations
Phone: +41 43 317 71 11
E-mail: media.relations@ch.abb.com
|
Investor Relations
Phone: +41 43 317 71 11
E-mail: investor.relations@ch.abb.com
|
ABB Ltd
Affolternstrasse 44
8050 Zurich
Switzerland
|
1
Q1
2019 Financial Information
2
Q1
2019 Financial Information
—
Key Figures
|
|
|
|
|
CHANGE
|
|
($ in millions, unless
otherwise indicated)
|
Q1 2019
|
Q1 2018
|
US$
|
Comparable
(1)
|
|
Orders
|
7,613
|
7,555
|
1%
|
3%
|
|
Order backlog (end March)
|
13,853
|
13,624
|
2%
|
6%
|
|
Revenues
|
6,847
|
6,441
|
6%
|
4%
|
|
Income from operations
|
590
|
626
|
-6%
|
|
|
Operational EBITA
(1)
|
766
|
752
|
2%
|
10%
(2)
|
|
|
as % of operational revenues
(1)
|
11.2%
|
11.7%
|
-0.5
pts
|
|
|
Income from continuing
operations, net of tax
|
415
|
414
|
0%
|
|
|
Net income attributable to ABB
|
535
|
572
|
-6%
|
|
|
Basic earnings per share from
continuing operations ($)
|
0.19
|
0.19
|
0%
(3)
|
|
|
Basic earnings per share ($)
|
0.25
|
0.27
|
-6%
(3)
|
|
|
Operational earnings per share
(1)
($)
|
0.31
|
0.31
|
-3%
(3)
|
5%
(3)
|
|
Cash flow from operating
activities
(4)
|
(256)
|
(518)
|
|
|
(1) For a
reconciliation of non-GAAP measures see “
Supplemental
Reconciliations and Definitions
” on
page 33.
(2) Constant
currency (not adjusted for portfolio changes).
(3) Earnings
per share growth rates are computed using unrounded amounts. Comparable
Operational earnings per share growth is in constant currency (2014 foreign
exchange rates and not adjusted for changes in the business portfolio).
(4)
Cash flow from operating activities includes both continuing and discontinued
operations.
3
Q1
2019 Financial Information
|
|
|
|
|
|
|
|
|
|
|
|
CHANGE
|
|
($ in millions, unless
otherwise indicated)
|
Q1 2019
|
Q1 2018
|
US$
|
Local
|
Comparable
|
|
Orders
|
ABB Group
|
7,613
|
7,555
|
1%
|
7%
|
3%
|
|
|
Electrification Products
|
3,363
|
2,786
|
21%
|
28%
|
6%
|
|
|
Industrial Automation
|
1,884
|
2,117
|
-11%
|
-5%
|
-5%
|
|
|
Robotics and Motion
|
2,545
|
2,579
|
-1%
|
5%
|
5%
|
|
|
Corporate and Other
|
|
|
|
|
|
|
(incl. inter-division
eliminations)
|
(179)
|
73
|
|
Third-party base orders
|
ABB Group
|
7,304
|
6,759
|
8%
|
15%
|
6%
|
|
|
Electrification Products
|
3,227
|
2,647
|
22%
|
29%
|
5%
|
|
|
Industrial Automation
|
1,796
|
1,787
|
1%
|
7%
|
7%
|
|
|
Robotics and Motion
|
2,273
|
2,313
|
-2%
|
4%
|
4%
|
|
|
Corporate and Other
|
8
|
12
|
|
|
|
|
Order backlog (end March)
|
ABB Group
|
13,853
|
13,624
|
2%
|
9%
|
6%
|
|
|
Electrification Products
|
4,394
|
3,441
|
28%
|
36%
|
6%
|
|
|
Industrial Automation
|
5,297
|
5,595
|
-5%
|
2%
|
2%
|
|
|
Robotics and Motion
|
4,341
|
4,261
|
2%
|
9%
|
9%
|
|
|
Corporate and Other
|
|
|
|
|
|
|
(incl. inter-division
eliminations)
|
(179)
|
327
|
|
Revenues
|
ABB Group
|
6,847
|
6,441
|
6%
|
13%
|
4%
|
|
|
Electrification Products
|
3,057
|
2,494
|
23%
|
30%
|
5%
|
|
|
Industrial Automation
|
1,738
|
1,859
|
-7%
|
0%
|
0%
|
|
|
Robotics and Motion
|
2,229
|
2,209
|
1%
|
7%
|
7%
|
|
|
Corporate and Other
|
|
|
|
|
|
|
(incl. inter-division eliminations)
|
(177)
|
(121)
|
|
Income from operations
|
ABB Group
|
590
|
626
|
|
|
|
|
|
Electrification Products
|
297
|
325
|
|
|
|
|
|
Industrial Automation
|
198
|
237
|
|
|
|
|
|
Robotics and Motion
|
325
|
313
|
|
|
|
|
|
Corporate and Other
|
|
|
|
|
|
|
(incl. inter-division
eliminations)
|
(230)
|
(249)
|
|
Income from operations %
|
ABB Group
|
8.6%
|
9.7%
|
|
|
|
|
|
Electrification Products
|
9.7%
|
13.0%
|
|
|
|
|
|
Industrial Automation
|
11.4%
|
12.7%
|
|
|
|
|
|
Robotics and Motion
|
14.6%
|
14.2%
|
|
|
|
|
Operational EBITA
|
ABB Group
|
766
|
752
|
2%
|
10%
|
|
|
|
Electrification Products
|
377
|
377
|
0%
|
8%
|
|
|
|
Industrial Automation
|
226
|
262
|
-14%
|
-8%
|
|
|
|
Robotics and Motion
|
337
|
338
|
0%
|
6%
|
|
|
|
Corporate and Other
(1)
|
|
|
|
|
|
|
|
(incl. inter-division
eliminations)
|
(174)
|
(225)
|
|
|
|
|
Operational EBITA %
|
ABB Group
|
11.2%
|
11.7%
|
|
|
|
|
|
Electrification Products
|
12.4%
|
15.2%
|
|
|
|
|
|
Industrial Automation
|
13.0%
|
14.1%
|
|
|
|
|
|
Robotics and Motion
|
15.1%
|
15.3%
|
|
|
|
|
Cash flow from operating
activities
|
ABB Group
|
(256)
|
(518)
|
|
|
|
|
|
Electrification Products
|
(2)
|
81
|
|
|
|
|
|
Industrial Automation
|
40
|
79
|
|
|
|
|
|
Robotics and Motion
|
175
|
73
|
|
|
|
|
|
Corporate and Other
|
|
|
|
|
|
|
|
(incl. inter-division
eliminations)
|
(310)
|
(598)
|
|
|
|
|
|
Discontinued operations
|
(159)
|
(153)
|
|
|
|
|
(1) Corporate and Other
includes Stranded corporate costs of $67 million and $76 million for the
three months ended March 31, 2019 and 2018, respectively.
|
4
Q1
2019 Financial Information
Operational EBITA
|
|
|
Electrification
|
Industrial
|
Robotics
|
|
($ in millions, unless
otherwise indicated)
|
ABB
|
Products
|
Automation
|
and Motion
|
|
|
Q1 19
|
Q1 18
|
Q1 19
|
Q1 18
|
Q1 19
|
Q1 18
|
Q1 19
|
Q1 18
|
|
Revenues
|
6,847
|
6,441
|
3,057
|
2,494
|
1,738
|
1,859
|
2,229
|
2,209
|
|
FX/commodity timing
|
|
|
|
|
|
|
|
|
|
differences in total revenues
|
(11)
|
(1)
|
(5)
|
(6)
|
(1)
|
(1)
|
(4)
|
1
|
|
Operational revenues
|
6,836
|
6,440
|
3,052
|
2,488
|
1,737
|
1,858
|
2,225
|
2,210
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations
|
590
|
626
|
297
|
325
|
198
|
237
|
325
|
313
|
|
Acquisition-related
amortization
|
68
|
63
|
29
|
20
|
20
|
23
|
14
|
16
|
|
Restructuring, related and
|
|
|
|
|
|
|
|
|
|
implementation costs
|
68
|
7
|
40
|
4
|
5
|
2
|
3
|
4
|
|
Changes in obligations related
to
|
|
|
|
|
|
|
|
|
|
divested businesses
|
3
|
7
|
–
|
–
|
–
|
–
|
–
|
–
|
|
Gains and losses from sale of
businesses
|
1
|
6
|
1
|
–
|
–
|
3
|
–
|
–
|
|
Acquisition- and
divestment-related expenses
|
|
|
|
|
|
|
|
|
|
and integration costs
|
24
|
25
|
22
|
24
|
–
|
1
|
–
|
–
|
|
Certain other non-operational
items
|
33
|
5
|
1
|
(2)
|
2
|
–
|
3
|
1
|
|
FX/commodity timing
|
|
|
|
|
|
|
|
|
|
differences in income from
operations
|
(21)
|
13
|
(13)
|
6
|
1
|
(4)
|
(8)
|
4
|
|
Operational EBITA
|
766
|
752
|
377
|
377
|
226
|
262
|
337
|
338
|
|
|
|
|
|
|
|
|
|
|
|
Operational EBITA margin
(%)
|
11.2%
|
11.7%
|
12.4%
|
15.2%
|
13.0%
|
14.1%
|
15.1%
|
15.3%
|
Depreciation
and Amortization
|
|
|
Electrification
|
Industrial
|
Robotics
|
|
($ in millions)
|
ABB
|
Products
|
Automation
|
and
Motion
|
|
|
Q1 19
|
Q1 18
|
Q1 19
|
Q1 18
|
Q1 19
|
Q1 18
|
Q1 19
|
Q1 18
|
|
Depreciation
|
144
|
141
|
65
|
52
|
17
|
17
|
34
|
35
|
|
Amortization
|
87
|
75
|
37
|
23
|
21
|
24
|
16
|
17
|
|
including total
acquisition-related amortization of:
|
68
|
63
|
29
|
20
|
20
|
23
|
14
|
16
|
Orders received and revenues by
region
|
($ in millions, unless
otherwise indicated)
|
Orders
received
|
CHANGE
|
Revenues
|
CHANGE
|
|
|
|
|
|
|
Com-
|
|
|
|
|
Com-
|
|
Q1 19
|
Q1 18
|
US$
|
Local
|
parable
|
Q1 19
|
Q1 18
|
US$
|
Local
|
parable
|
|
Europe
|
2,781
|
3,026
|
-8%
|
0%
|
-3%
|
2,447
|
2,476
|
-1%
|
8%
|
4%
|
|
The Americas
|
2,232
|
1,746
|
28%
|
31%
|
9%
|
2,198
|
1,719
|
28%
|
31%
|
6%
|
|
Asia, Middle East and Africa
|
2,541
|
2,720
|
-7%
|
-2%
|
5%
|
2,149
|
2,187
|
-2%
|
4%
|
2%
|
|
Intersegment orders/revenues
(1)
|
59
|
63
|
|
|
|
53
|
59
|
|
|
|
|
ABB Group
|
7,613
|
7,555
|
1%
|
7%
|
3%
|
6,847
|
6,441
|
6%
|
13%
|
4%
|
(1) Intersegment
orders/revenues include sales to the Power Grids business which is presented as
discontinued operations and are not eliminated from Total orders/revenues.
5
Q1
2019 Financial Information
—
Consolidated Financial Information
|
ABB Ltd Interim Consolidated Income
Statements (unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
months ended
|
|
($ in millions, except per
share data in $)
|
|
|
Mar.
31, 2019
|
Mar.
31, 2018
|
|
Sales of products
|
|
|
5,560
|
5,227
|
|
Sales of services and other
|
|
|
1,287
|
1,214
|
|
Total revenues
|
|
|
6,847
|
6,441
|
|
Cost of sales of products
|
|
|
(3,877)
|
(3,598)
|
|
Cost of services and other
|
|
|
(761)
|
(716)
|
|
Total cost of sales
|
|
|
(4,638)
|
(4,314)
|
|
Gross profit
|
|
|
2,209
|
2,127
|
|
Selling, general and
administrative expenses
|
|
|
(1,355)
|
(1,245)
|
|
Non-order related research and
development expenses
|
|
|
(285)
|
(273)
|
|
Other income (expense), net
|
|
|
21
|
17
|
|
Income from operations
|
|
|
590
|
626
|
|
Interest and dividend income
|
|
|
19
|
22
|
|
Interest and other finance
expense
|
|
|
(62)
|
(89)
|
|
Non-operational pension (cost)
credit
|
|
|
23
|
27
|
|
Income from continuing
operations before taxes
|
|
|
570
|
586
|
|
Provision for taxes
|
|
|
(155)
|
(172)
|
|
Income from continuing
operations, net of tax
|
|
|
415
|
414
|
|
Income from discontinued
operations, net of tax
|
|
|
149
|
186
|
|
Net income
|
|
|
564
|
600
|
|
Net income attributable to
noncontrolling interests
|
|
|
(29)
|
(28)
|
|
Net income attributable
to ABB
|
|
|
535
|
572
|
|
|
|
|
|
|
|
Amounts attributable to
ABB shareholders:
|
|
|
|
|
|
Income from continuing
operations, net of tax
|
|
|
397
|
399
|
|
Income from discontinued
operations, net of tax
|
|
|
138
|
173
|
|
Net income
|
|
|
535
|
572
|
|
|
|
|
|
|
|
Basic earnings per share
attributable to ABB shareholders:
|
|
|
|
|
|
Income from continuing
operations, net of tax
|
|
|
0.19
|
0.19
|
|
Income from discontinued
operations, net of tax
|
|
|
0.06
|
0.08
|
|
Net income
|
|
|
0.25
|
0.27
|
|
|
|
|
|
|
|
Diluted earnings per
share attributable to ABB shareholders:
|
|
|
|
|
|
Income from continuing
operations, net of tax
|
|
|
0.19
|
0.19
|
|
Income from discontinued
operations, net of tax
|
|
|
0.06
|
0.08
|
|
Net income
|
|
|
0.25
|
0.27
|
|
|
|
|
|
|
|
Weighted-average number
of shares outstanding (in millions) used to compute:
|
|
|
|
|
|
Basic earnings per share
attributable to ABB shareholders
|
|
|
2,132
|
2,134
|
|
Diluted earnings per share
attributable to ABB shareholders
|
|
|
2,134
|
2,145
|
|
Due to rounding, numbers
presented may not add to the totals provided.
|
|
|
|
|
|
|
|
|
|
|
|
See Notes to the Interim
Consolidated Financial Information
|
|
|
|
|
6
Q1
2019 Financial Information
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
|
|
|
ABB Ltd Interim Condensed Consolidated
Statements of Comprehensive
|
|
Income (unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
months ended
|
|
($ in millions)
|
|
|
Mar.
31, 2019
|
Mar.
31, 2018
|
|
Total comprehensive
income, net of tax
|
|
|
562
|
792
|
|
Total comprehensive income
attributable to noncontrolling interests, net of tax
|
|
|
(35)
|
(44)
|
|
Total comprehensive
income attributable to ABB shareholders, net of tax
|
|
|
527
|
748
|
|
Due to rounding, numbers
presented may not add to the totals provided.
|
|
|
|
|
|
|
|
|
|
|
|
See Notes to the Interim
Consolidated Financial Information
|
|
|
|
|
7
Q1
2019 Financial Information
|
—
|
|
|
|
ABB Ltd Consolidated Balance Sheets
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
($ in millions, except share
data)
|
Mar.
31, 2019
|
Dec.
31, 2018
|
|
Cash and equivalents
|
2,734
|
3,445
|
|
Marketable securities and
short-term investments
|
833
|
712
|
|
Receivables, net
|
6,499
|
6,386
|
|
Contract assets
|
1,094
|
1,082
|
|
Inventories, net
|
4,459
|
4,284
|
|
Prepaid expenses
|
252
|
176
|
|
Other current assets
|
631
|
616
|
|
Current assets held for sale
|
5,305
|
5,164
|
|
Total current assets
|
21,807
|
21,865
|
|
|
|
|
|
Property, plant and equipment,
net
|
4,082
|
4,133
|
|
Operating lease right-of-use
assets
|
1,103
|
–
|
|
Goodwill
|
10,765
|
10,764
|
|
Other intangible assets, net
|
2,527
|
2,607
|
|
Prepaid pension and other
employee benefits
|
82
|
83
|
|
Investments in
equity-accounted companies
|
92
|
87
|
|
Deferred taxes
|
994
|
1,006
|
|
Other non-current assets
|
473
|
469
|
|
Non-current assets held for
sale
|
3,677
|
3,427
|
|
Total assets
|
45,602
|
44,441
|
|
|
|
|
|
Accounts payable, trade
|
4,081
|
4,424
|
|
Contract liabilities
|
1,690
|
1,707
|
|
Short-term debt and current
maturities of long-term debt
|
1,468
|
2,031
|
|
Current operating leases
|
323
|
–
|
|
Provisions for warranties
|
937
|
948
|
|
Other provisions
|
1,370
|
1,372
|
|
Other current liabilities
|
3,896
|
3,780
|
|
Current liabilities held for
sale
|
4,018
|
4,185
|
|
Total current
liabilities
|
17,783
|
18,447
|
|
|
|
|
|
Long-term debt
|
7,050
|
6,587
|
|
Non-current operating leases
|
795
|
–
|
|
Pension and other employee
benefits
|
1,754
|
1,828
|
|
Deferred taxes
|
896
|
927
|
|
Other non-current liabilities
|
1,644
|
1,689
|
|
Non-current liabilities held
for sale
|
578
|
429
|
|
Total liabilities
|
30,500
|
29,907
|
|
|
|
|
|
Commitments and
contingencies
|
|
|
|
|
|
|
|
Stockholders’ equity:
|
|
|
|
Common stock, CHF 0.12 par
value
|
|
|
|
(2,168,148,264 issued shares
at March 31, 2019, and December 31, 2018)
|
188
|
188
|
|
Additional paid-in capital
|
70
|
56
|
|
Retained earnings
|
20,411
|
19,839
|
|
Accumulated other
comprehensive loss
|
(5,355)
|
(5,311)
|
|
Treasury stock, at cost
|
|
|
|
(36,128,111 and 36,185,858
shares at March 31, 2019, and December 31, 2018, respectively)
|
(819)
|
(820)
|
|
Total ABB stockholders’
equity
|
14,495
|
13,952
|
|
Noncontrolling interests
|
607
|
582
|
|
Total stockholders’
equity
|
15,102
|
14,534
|
|
Total liabilities and
stockholders’ equity
|
45,602
|
44,441
|
|
Due to rounding, numbers
presented may not add to the totals provided.
|
|
|
|
|
|
|
|
See Notes to the
Consolidated Financial Information
|
|
|
8
Q1
2019 Financial Information
|
—
|
|
|
|
ABB Ltd Consolidated Statements of Cash
Flows (unaudited)
|
|
|
|
|
|
|
|
|
|
|
Three
months ended
|
|
($ in millions)
|
Mar.
31, 2019
|
Mar.
31, 2018
|
|
Operating activities:
|
|
|
|
Net income
|
564
|
600
|
|
Less: Income from discontinued
operations, net of tax
|
(149)
|
(186)
|
|
Adjustments to
reconcile net income to net cash used in operating activities:
|
|
|
|
Depreciation and amortization
|
231
|
216
|
|
Deferred taxes
|
(29)
|
(4)
|
|
Net loss (gain) from
derivatives and foreign exchange
|
(26)
|
61
|
|
Net loss (gain) from sale of
property, plant and equipment
|
(34)
|
(26)
|
|
Net loss (gain) from sale of
businesses
|
1
|
6
|
|
Share-based payment arrangements
|
11
|
10
|
|
Other
|
(26)
|
–
|
|
Changes in operating assets
and liabilities:
|
|
|
|
Trade receivables, net
|
(85)
|
(9)
|
|
Contract assets and
liabilities
|
(28)
|
(144)
|
|
Inventories, net
|
(213)
|
(246)
|
|
Accounts payable, trade
|
(307)
|
(94)
|
|
Accrued liabilities
|
154
|
(224)
|
|
Provisions, net
|
(18)
|
(93)
|
|
Income taxes payable and
receivable
|
11
|
(32)
|
|
Other assets and liabilities,
net
|
(154)
|
(200)
|
|
Net cash used in
operating activities – continuing operations
|
(97)
|
(365)
|
|
Net cash used in
operating activities – discontinued operations
|
(159)
|
(153)
|
|
Net cash used in
operating activities
|
(256)
|
(518)
|
|
|
|
|
|
Investing activities:
|
|
|
|
Purchases of investments
|
(530)
|
(17)
|
|
Purchases of property, plant
and equipment and intangible assets
|
(207)
|
(191)
|
|
Acquisition of businesses (net
of cash acquired) and increases in cost- and equity-accounted companies
|
(2)
|
(4)
|
|
Proceeds from investments
|
420
|
277
|
|
Proceeds from maturity of
investments
|
–
|
124
|
|
Proceeds from sales of
property, plant and equipment
|
48
|
24
|
|
Proceeds from sales of
businesses (net of transaction costs and cash disposed) and cost- and
|
|
|
|
equity-accounted companies
|
(21)
|
(10)
|
|
Net cash from settlement of
foreign currency derivatives
|
2
|
5
|
|
Other investing activities
|
–
|
(8)
|
|
Net cash provided by
(used in) investing activities – continuing operations
|
(290)
|
200
|
|
Net cash used in
investing activities – discontinued operations
|
(44)
|
(45)
|
|
Net cash provided by
(used in) investing activities
|
(334)
|
155
|
|
|
|
|
|
Financing activities:
|
|
|
|
Net changes in debt with original
maturities of 90 days or less
|
456
|
213
|
|
Increase in debt
|
861
|
4
|
|
Repayment of debt
|
(1,440)
|
(40)
|
|
Delivery of shares
|
–
|
2
|
|
Purchase of treasury stock
|
–
|
(250)
|
|
Dividends paid to
noncontrolling shareholders
|
(2)
|
(5)
|
|
Other financing activities
|
16
|
15
|
|
Net cash used in
financing activities – continuing operations
|
(109)
|
(61)
|
|
Net cash used in
financing activities – discontinued operations
|
(24)
|
(3)
|
|
Net cash used in
financing activities
|
(133)
|
(64)
|
|
|
|
|
|
Effects of exchange rate
changes on cash and equivalents
|
12
|
63
|
|
Net change in cash and
equivalents
|
(711)
|
(364)
|
|
|
|
|
|
Cash and equivalents,
beginning of period
|
3,445
|
4,526
|
|
Cash and equivalents,
end of period
|
2,734
|
4,162
|
|
|
|
|
|
Supplementary disclosure
of cash flow information:
|
|
|
|
Interest paid
|
58
|
62
|
|
Income taxes paid
|
226
|
294
|
|
Due to rounding, numbers
presented may not add to the totals provided.
|
|
|
|
|
|
|
|
See Notes to the
Consolidated Financial Information
|
|
|
9
Q1
2019 Financial Information
|
—
|
|
|
|
|
|
|
|
|
|
ABB Ltd Consolidated Statements of Changes
in Stockholders’ Equity (unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
($ in millions)
|
Common
stock
|
Additional
paid-in capital
|
Retained
earnings
|
Accumulated
other
comprehensive loss
|
Treasury
stock
|
Total
ABB
stockholders’
equity
|
Non-
controlling
interests
|
Total
stockholders’ equity
|
|
|
|
|
|
|
|
|
|
|
|
Balance at January 1,
2018
|
188
|
29
|
19,594
|
(4,345)
|
(647)
|
14,819
|
530
|
15,349
|
|
Cumulative effect of changes
in
|
|
|
|
|
|
|
|
|
|
accounting principles
|
|
|
(192)
|
(9)
|
|
(201)
|
|
(201)
|
|
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
572
|
|
|
572
|
28
|
600
|
|
Foreign currency translation
|
|
|
|
|
|
|
|
|
|
adjustments, net of tax of
$(1)
|
|
|
|
180
|
|
180
|
16
|
196
|
|
Effect of change in fair value
of
|
|
|
|
|
|
|
|
|
|
available-for-sale securities,
|
|
|
|
|
|
|
|
|
|
net of tax of $(1)
|
|
|
|
(4)
|
|
(4)
|
|
(4)
|
|
Unrecognized income (expense)
|
|
|
|
|
|
|
|
|
|
related to pensions and other
|
|
|
|
|
|
|
|
|
|
postretirement plans,
|
|
|
|
|
|
|
|
|
|
net of tax of $(3)
|
|
|
|
10
|
|
10
|
|
10
|
|
Change in derivatives
qualifying as
|
|
|
|
|
|
|
|
|
|
cash flow hedges, net of tax
of $(3)
|
|
|
|
(10)
|
|
(10)
|
|
(10)
|
|
Total comprehensive
income
|
|
|
|
|
|
748
|
44
|
792
|
|
Changes in noncontrolling
interests
|
|
|
|
|
|
–
|
(18)
|
(18)
|
|
Dividends to
|
|
|
|
|
|
|
|
|
|
noncontrolling shareholders
|
|
|
|
|
|
–
|
(7)
|
(7)
|
|
Dividends payable to
shareholders
|
|
|
(1,735)
|
|
|
(1,735)
|
|
(1,735)
|
|
Share-based payment
arrangements
|
|
12
|
|
|
|
12
|
|
12
|
|
Purchase of treasury stock
|
|
|
|
|
(249)
|
(249)
|
|
(249)
|
|
Delivery of shares
|
|
(1)
|
|
|
3
|
2
|
|
2
|
|
Balance at
March 31, 2018
|
188
|
39
|
18,239
|
(4,178)
|
(893)
|
13,395
|
549
|
13,944
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at January 1,
2019
|
188
|
56
|
19,839
|
(5,311)
|
(820)
|
13,952
|
582
|
14,534
|
|
Adoption of accounting
|
|
|
|
|
|
|
|
|
|
standard update
|
|
|
36
|
(36)
|
|
–
|
|
–
|
|
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
535
|
|
|
535
|
29
|
564
|
|
Foreign currency translation
|
|
|
|
|
|
|
|
|
|
adjustments, net of tax of $0
|
|
|
|
(51)
|
|
(51)
|
6
|
(45)
|
|
Effect of change in fair value
of
|
|
|
|
|
|
|
|
|
|
available-for-sale securities,
|
|
|
|
|
|
|
|
|
|
net of tax of $1
|
|
|
|
6
|
|
6
|
|
6
|
|
Unrecognized income (expense)
|
|
|
|
|
|
|
|
|
|
related to pensions and other
|
|
|
|
|
|
|
|
|
|
postretirement plans,
|
|
|
|
|
|
|
|
|
|
net of tax of $17
|
|
|
|
33
|
|
33
|
|
33
|
|
Change in derivatives
qualifying as
|
|
|
|
|
|
|
|
|
|
cash flow hedges, net of tax
of $0
|
|
|
|
4
|
|
4
|
|
4
|
|
Total comprehensive
income
|
|
|
|
|
|
527
|
35
|
562
|
|
Changes in noncontrolling
interests
|
|
1
|
|
|
|
1
|
(2)
|
(1)
|
|
Dividends to
|
|
|
|
|
|
|
|
|
|
noncontrolling shareholders
|
|
|
|
|
|
–
|
(7)
|
(7)
|
|
Share-based payment
arrangements
|
|
13
|
|
|
|
13
|
|
13
|
|
Delivery of shares
|
|
(1)
|
|
|
1
|
–
|
|
–
|
|
Balance at March 31,
2019
|
188
|
70
|
20,411
|
(5,355)
|
(819)
|
14,495
|
607
|
15,102
|
|
Due to rounding, numbers
presented may not add to the totals provided.
|
|
|
|
|
|
|
|
|
|
|
|
See Notes to the
Consolidated Financial Information
|
10
Q1
2019 Financial Information
—
Notes to
the Consolidated Financial Information (unaudited)
─
Note 1
The Company and basis of presentation
ABB Ltd and its subsidiaries (collectively, the Company) together
form a pioneering technology leader with a comprehensive offering for digital
industries. ABB is a leader in digital industries with customer-focused,
globally leading businesses.
The
Company’s Consolidated Financial Information is prepared in accordance with
United States of America generally accepted accounting principles (U.S. GAAP)
for interim financial reporting. As such, the Consolidated Financial
Information does not include all the information and notes required under U.S.
GAAP for annual consolidated financial statements. Therefore, such financial
information should be read in conjunction with the audited consolidated
financial statements in the Company’s Annual Report for the year ended December 31,
2018.
The preparation of financial information in conformity with U.S.
GAAP requires management to make assumptions and estimates that directly affect
the amounts reported in the Consolidated Financial Information. The most
significant, difficult and subjective of such accounting
assumptions
and estimates include:
·
estimates and assumptions used in determining the fair values of
assets and liabilities assumed in business combinations,
·
assumptions used in the determination of corporate costs directly
attributable to discontinued operations,
·
assumptions used in determining inventory obsolescence and net
realizable value,
·
estimates used to record expected costs for employee severance in
connection with restructuring programs,
·
assumptions and projections, principally related to future
material, labor and project related overhead costs, used in determining the
percentage of completion on projects,
as well as the amount of variable consideration the Company
expects to be entitled to,
·
estimates of loss contingencies associated with litigation or
threatened litigation and other claims and inquiries, environmental damages,
product warranties, self-insurance reserves, regulatory and other proceedings,
·
assumptions used in the calculation of pension and postretirement
benefits and the fair value of pension plan assets,
·
estimates to determine valuation allowances for deferred tax
assets and amounts recorded for uncertain tax positions,
·
growth rates, discount rates and other assumptions used to
determine impairment of long lived assets and in testing goodwill for
impairment, and
·
assessment of the allowance for doubtful accounts.
The
actual results and outcomes may differ from the Company’s estimates and
assumptions.
A
portion of the Company’s activities (primarily long-term construction
activities) has an operating cycle that exceeds one year. For classification of
current assets and liabilities related to such activities, the Company elected
to use the duration of the individual contracts as its operating cycle.
Accordingly, there are accounts receivable, contract assets, inventories and
provisions related to these contracts which will not be realized within one
year that have been classified as current.
Basis of
presentation
In the
opinion of management, the unaudited Consolidated Financial Information
contains all necessary adjustments to present fairly the financial position,
results of operations and cash flows for the reported periods. Management
considers all such adjustments to be of a normal recurring nature.
The
Company has retained obligations (primarily for environmental and taxes)
related to businesses disposed or otherwise exited that qualified as
discontinued operations. Changes to these retained obligations are recorded in
income/loss from discontinued operations, net of tax.
The
Consolidated Financial Information is presented in United States dollars ($)
unless otherwise stated. Due to rounding, numbers presented in the Consolidated
Financial Information may not add to the totals provided.
Discontinued
operations and reclassifications
In December
2018, the Company announced an agreement to divest its Power Grids business to
Hitachi Corp. (Japan) (See Note 3 for additional information and relevant
disclosures). As a result, this business along with certain real estate assets
previously included in Corporate and Other, have been reported as discontinued
operations. Financial information and disclosures for prior periods have been
retroactively recast to give effect to the discontinued operations
presentation.
11
Q1
2019 Financial Information
─
Note 2
Recent accounting pronouncements
Applicable for current periods
Leases
In January 2019, the Company adopted a new accounting standard
that requires lessees to recognize lease assets and corresponding lease
liabilities on the balance sheet for all leases with terms of more than twelve
months with several practical expedients. The new accounting standard continues
to classify leases as either finance or operating, with the classification
determining the pattern of expense recognition in the income statement. It also
requires additional disclosures about the Company’s leasing activities. The
Company has elected to not recognize lease assets and lease liabilities for
leases with terms of less than twelve months and to not separate lease and non‑lease
components for leases other than real estate.
The Company has adopted the standard on a modified retrospective
basis and has therefore recorded a cumulative-effect adjustment to the opening
balance of retained earnings on January 1, 2019. It has elected to apply the
package of practical expedients which permits the Company to not reassess under
the new standard prior conclusions about lease identification, lease
classification and initial direct costs. While the adoption of this standard
only had an insignificant impact on the Company’s results of operations and
cash flows, total assets and total liabilities increased by $1,344 million
and $1,360 million, respectively, of which $148 million and $153
million, respectively, relate to assets and liabilities held for sale.
Comparable information has not been restated to reflect the adoption of this
new standard and continues to be measured and reported under the accounting
standard in effect for those period presented.
Derivatives
and Hedging—Targeted improvements to accounting for hedging activities
In January 2019, the Company adopted an
accounting standard update which expands and refines hedge accounting for both
financial and non-financial risk components, aligns the recognition and
presentation of the effects of hedging instruments and hedge items in the
financial statements, and includes certain targeted improvements to ease the
application of current guidance related to the assessment of hedge
effectiveness.
This update was applied on a modified retrospective basis for cash
flow and net investment hedges and prospectively for the amended presentation
and disclosure guidance but did not have a significant impact on the
consolidated financial statements.
Reclassification
of certain tax effects from accumulated other comprehensive income
In January 2019, the Company adopted an
accounting standard update which allows a reclassification of the stranded tax
effects in accumulated other comprehensive income resulting from the Tax Cuts and
Jobs Act of 2017 to retained earnings. The updated guidance was applied
in the period of adoption and resulted in a
reclassification of $36 million from accumulated other comprehensive
income to retained earnings.
Applicable
for future periods
Measurement of
credit losses on financial instruments
In June 2016, an accounting standard update was issued which
replaces the existing incurred loss impairment methodology for most financial
assets with a new “current expected credit loss” model. The new model will
result in the immediate recognition of the estimated credit losses expected to
occur over the remaining life of financial assets such as trade and other
receivables, held-to-maturity debt securities, loans and other instruments.
Credit losses relating to available-for-sale debt securities will be measured
in a manner similar to current GAAP, except that the losses will be recorded
through an allowance for credit losses rather than as a direct write-down of
the security.
This
update is effective for the Company for annual and interim periods beginning
January 1, 2020, with early adoption permitted for annual and interim
periods beginning January 1, 2019. The Company is currently evaluating the
impact of this update on its consolidated financial statements.
Customer’s
accounting for implementation costs incurred in a cloud computing arrangement
that is a service contract
In August 2018, an accounting standard update was
issued which aligns the requirements for capitalizing implementation costs
incurred in a hosting arrangement that is a service contract with the
requirements for capitalizing implementation costs incurred to develop or
obtain internal-use software. This update is effective for the Company for
annual and interim periods beginning January 1, 2020, with early adoption in
any interim period permitted. The Company is currently evaluating the impact of
this update on its consolidated financial statements.
Disclosure
Framework — Changes to the disclosure requirements for fair value measurement
In August 2018, an accounting standard update was
issued which modifies the disclosure requirements for fair value measurements.
The update eliminates the requirements to disclose the amount of and reasons
for transfers between Level 1 and 2 of the fair value hierarchy, the timing of
transfers between levels and the Level 3 valuation process, while expanding the
Level 3 disclosures to include the range and weighted‑average used to
develop significant unobservable inputs and the changes in unrealized gains and
losses on recurring fair value measurements. This update is effective for the
Company for annual and interim periods beginning January 1, 2020, with early
adoption permitted.
The changes and modifications to the Level 3 disclosures are to be
applied prospectively, while all other amendments are to be applied retrospectively.
The Company is currently evaluating the impact of this update on its
disclosures but does not expect that it will have a material effect on its
consolidated financial statements.
12
Q1
2019 Financial Information
─
Note 3
Discontinued operations
Held for sale and discontinued operations
The
Company reports a disposal, or planned disposal, of a component or a group of
components as a discontinued operation if the disposal represents a strategic
shift that has or will have a major effect on the Company’s operations and
financial results. A strategic shift could include a disposal of a major
geographical area, a major line of business or other major parts of the
Company. A component may be a reportable segment or an operating segment, a
reporting unit, a subsidiary, or an asset group.
Assets
and liabilities of a component reported as a discontinued operation are
presented as held for sale in the Company’s Consolidated Balance Sheets.
Interest
that is not directly attributable to or related to the Company’s continuing
business or discontinued business is allocated to discontinued operations based
on the ratio of net assets to be sold less debt that is required to be paid as
a result of the planned disposal transaction to the sum of total net assets of
the Company plus consolidated debt. General corporate overhead is not allocated
to discontinued operations.
On December
17, 2018, the Company announced an agreement to divest 80.1 percent of its
Power Grids business to Hitachi Ltd. (Hitachi) valuing the business at $11
billion. The business also includes certain real estate properties which were
previously reported within Corporate and Other as the Company primarily manages
real estate assets centrally as corporate assets. As a result, this business,
along with the related real estate assets previously included in Corporate and
Other, have been reported as discontinued operations. The divestment is
expected to be completed in the first half of 2020, following the receipt of
customary regulatory approvals as well as the completion of certain legal
entity reorganizations expected to be completed before the sale. Assets and
liabilities in the discontinued operation have maintained their existing
classification as current or non-current as the sale is not expected to be
completed for more than 12 months.
As this
planned divestment represents a strategic shift that will have a major effect
on the Company’s operations and financial results, the results of operations
for this business have been presented as discontinued operations and the assets
and liabilities are reflected as held-for-sale for all periods presented.
Financial information and disclosures previously reported as of and for the
three months ended March 31, 2018, have been retroactively recast to give
effect to the discontinued operations presentation. In addition, amounts
relating to stranded corporate costs have been excluded from discontinued operations
and are now included as a component of Corporate and Other. Stranded costs
represent overhead and other management costs which were previously able to be included
in the measure of segment profit (Operational EBITA) for the former Power Grids
operating segment but are not directly attributable to the discontinued
operation and thus do not qualify to be recorded as part of income from
discontinued operations.
Operating results of the discontinued operations are summarized as
follows:
|
|
|
|
Three months ended
|
|
($ in millions)
|
|
|
Mar.
31, 2019
|
Mar.
31, 2018
|
|
Total revenues
|
|
|
2,129
|
2,385
|
|
Total cost of sales
|
|
|
(1,590)
|
(1,772)
|
|
Gross profit
|
|
|
539
|
613
|
|
Expenses
|
|
|
(330)
|
(350)
|
|
Income from operations
|
|
|
209
|
263
|
|
Net interest and other finance
expense
|
|
|
(14)
|
(18)
|
|
Non-operational pension (cost)
credit
|
|
|
3
|
3
|
|
Income from discontinued
operations before taxes
|
|
|
198
|
248
|
|
Provision for taxes
|
|
|
(49)
|
(62)
|
|
Income from discontinued
operations, net of tax
|
|
|
149
|
186
|
Of the
total Income from discontinued operations before taxes in the table above, $186 million
and $232 million in the three months ended March 31, 2019 and 2018,
respectively, are attributable to the Company, while the remainder is
attributable to noncontrolling interests.
Income
from discontinued operations before taxes excludes stranded costs which were
previously able to be allocated to the Power Grids operating segment. As a
result, for the three months ended March 31, 2019 and 2018, $67 million
and $76 million, respectively, of allocated overhead and other management
costs, which were previously able to be included in the measure of segment
profit for the Power Grids operating segment are now reported as part of Corporate
and Other. In the table above, Net interest and other finance expense in the
three months ended March 31, 2019 and 2018, includes $13 million and
$9 million, respectively,
of interest expense which has been recorded on an allocated basis
in accordance with the Company’s accounting policy election.
In addition, as required by U.S. GAAP, subsequent to
December 17, 2018, the Company has not recorded depreciation or
amortization on the property, plant and equipment and intangible assets
reported as discontinued operations and as a result, a total of
$51 million of depreciation and amortization expense was not recorded in
the three months ended March 31, 2019.
Included
in the reported Total revenues of the Company for the three months ended
March 31, 2019 and 2018, are revenues from the Company’s operating segments
to the Power Grids business of $53 million and $59 million,
respectively, which represent intercompany transactions that, prior to Power
Grids being classified as a discontinued operation, were eliminated in the
Company’s Consolidated Financial Information (see Note 16).
13
Q1
2019 Financial Information
The major components of assets and liabilities
held for sale in the Company’s Consolidated Balance Sheets are summarized as
follows:
|
($ in millions)
|
Mar.
31, 2019
|
Dec.
31, 2018
|
|
Receivables, net
|
2,389
|
2,377
|
|
Contract assets
|
1,268
|
1,236
|
|
Inventories, net
|
1,541
|
1,457
|
|
Other current assets
|
107
|
94
|
|
Current assets held for
sale
|
5,305
|
5,164
|
|
|
|
|
|
Property, plant and equipment,
net
|
1,551
|
1,477
|
|
Goodwill
|
1,621
|
1,620
|
|
Other non-current assets
|
505
|
330
|
|
Non-current assets held
for sale
|
3,677
|
3,427
|
|
|
|
|
|
Accounts payable, trade
|
1,601
|
1,732
|
|
Contract liabilities
|
1,015
|
998
|
|
Other current liabilities
|
1,402
|
1,455
|
|
Current liabilities held
for sale
|
4,018
|
4,185
|
|
|
|
|
|
Pension and other employee
benefits
|
264
|
268
|
|
Other non-current liabilities
|
314
|
161
|
|
Non-current liabilities
held for sale
|
578
|
429
|
─
Note 4
Acquisitions and divestments
Acquisitions
On
June 30, 2018, the Company acquired through numerous share and asset purchases
substantially all the assets, liabilities and business activities of
GE
Industrial Solutions (GEIS)
, GE’s global electrification solutions business.
GEIS, headquartered in Atlanta, United States, provides technologies that
distribute and control electricity and support the commercial, data center,
health care, mining, renewable energy, oil and gas, water and
telecommunications sectors. The resulting cash outflows for the Company
amounted to $2,622 million (net of cash acquired of $192 million).
The acquisition strengthens the Company’s global position in electrification
and expands its access to the North American market through strong customer
relationships, a large installed base and extensive distribution networks. Consequently,
the goodwill acquired represents expected operating synergies and cost savings
as well as intangible assets that are not separable such as employee know-how
and expertise.
While the Company uses its best estimates and assumptions as part
of the purchase price allocation process to value assets acquired and liabilities
assumed at the acquisition date, the purchase price allocation for acquisitions
is preliminary for up to 12 months after the acquisition date and is subject to
refinement as more detailed analyses are completed and additional information
about the fair values of the acquired assets and liabilities becomes available.
Given the timing and complexity of the acquisition of GEIS, the
purchase price allocation in the Company’s Consolidated Financial Information
has not yet been finalized, primarily relating to amounts allocated to net
working capital, pension obligations, current and deferred income taxes as well
as intangible assets. Changes in allocated amounts could also affect the amount
attributable to the noncontrolling interest. At March 31, 2019, the Company is
still gathering, analyzing and evaluating relevant information, including
certain inputs required for the valuation of intangibles. As a result, amounts
recorded in the preliminary purchase price allocation may still change in the
second quarter of 2019. The final purchase price adjustments as well as the
final fair value determinations could result in material adjustments to the
values presented in the preliminary purchase price allocation table below.
14
Q1
2019 Financial Information
The aggregate preliminary allocation (including
measurement period adjustments) of the purchase consideration for GEIS, is as
follows:
|
|
Preliminary
|
Weighted-average
|
|
|
($ in millions)
|
allocated
amounts
|
useful
life
|
|
|
Technology
|
87
|
7 years
|
|
|
Customer relationships
|
214
|
14
years
|
|
|
Trade names
|
122
|
13
years
|
|
|
Supply agreement
|
34
|
13
years
|
|
|
Intangible assets
|
457
|
|
|
|
Property, plant and equipment
|
379
|
|
|
|
Deferred tax liabilities
|
(110)
|
|
|
|
Inventories
|
426
|
|
|
|
Other assets and liabilities,
net
(1)
|
101
|
|
|
|
Goodwill
(2)
|
1,476
|
|
|
|
Noncontrolling interest
|
(107)
|
|
|
|
Total consideration (net
of cash acquired)
(3)
|
2,622
|
|
|
(1) Gross
receivables totaled $658 million; the fair value of which was $624 million
after adjusting for contractual cash flows not expected to be collected.
(2) The Company
expects that goodwill recorded in certain jurisdictions will be tax deductible.
The amount is subject to the finalization of the purchase price allocation in
2019.
(3) Cash acquired
totaled $192 million.
The unaudited pro forma financial
information in the table below summarizes the combined pro forma results of the
Company and GEIS for the three months ended March 31, 2018, as if GEIS had been
acquired on January 1, 2017.
|
|
|
|
|
Three
months ended
|
|
($ in millions)
|
|
|
|
March 31,
2018
|
|
Total revenues
|
|
|
|
7,054
|
|
Income from continuing
operations, net of tax
|
|
|
|
422
|
The pro forma
results are for information purposes only and do not include any anticipated
cost synergies or other effects of the planned integration of GEIS.
Accordingly, such pro forma amounts are not necessarily indicative of the
results that would have occurred had the acquisition been completed on the date
indicated, nor are they indicative of the future operating results of the
combined company.
The unaudited pro forma results above include certain adjustments
related to the GEIS acquisition. The table below summarizes the adjustments
necessary to present the pro forma financial information of the combined entity
as if GEIS had been acquired on January 1, 2017.
|
|
|
Three
months ended
|
|
($ in millions)
|
|
March 31,
2018
|
|
Impact on cost of sales from
additional amortization of intangible assets
|
|
(5)
|
|
Impact on cost of sales from
additional depreciation of property, plant and equipment
|
|
(2)
|
|
Impact on selling, general and
administrative expenses from additional amortization of intangible assets
|
|
(2)
|
|
Impact on selling, general and
administrative expenses from acquisition-related costs
|
|
10
|
|
Impact on interest from
financing costs
|
|
(14)
|
|
Taxation adjustments
|
|
4
|
|
Total pro forma
adjustments
|
|
(9)
|
Goodwill
Changes in total goodwill were as follows:
|
($ in millions)
|
|
|
Total
Goodwill
|
|
Balance at January 1,
2018
|
|
|
9,536
|
|
Goodwill acquired during the
year
(1)
|
|
|
1,472
|
|
Goodwill allocated to
disposals
|
|
|
(31)
|
|
Exchange rate differences and
other
|
|
|
(213)
|
|
Balance at December 31,
2018
|
|
|
10,764
|
|
Measurement period adjustments
to goodwill acquired in previous periods
|
|
|
34
|
|
Exchange rate differences and
other
|
|
|
(33)
|
|
Balance at
March 31, 2019
|
|
|
10,765
|
(1) Includes
primarily goodwill in respect of GEIS, acquired in June 2018, which has been
allocated to the Electrification Products operating segment.
15
Q1
2019 Financial Information
─
Note 5
Cash and equivalents, marketable securities and
short-term investments
Cash and equivalents, marketable securities and short-term
investments consisted of the following:
|
|
|
March 31, 2019
|
|
|
|
|
|
|
|
|
Marketable
|
|
|
|
|
Gross
|
Gross
|
|
|
securities
|
|
|
|
|
unrealized
|
unrealized
|
|
Cash
and
|
and
short-term
|
|
($ in millions)
|
Cost
basis
|
gains
|
losses
|
Fair
value
|
equivalents
|
investments
|
|
Changes in fair value
|
|
|
|
|
|
|
|
recorded in net income
|
|
|
|
|
|
|
|
Cash
|
1,780
|
–
|
–
|
1,780
|
1,780
|
–
|
|
Time deposits
|
955
|
–
|
–
|
955
|
954
|
1
|
|
Equity securities
|
495
|
9
|
–
|
504
|
–
|
504
|
|
|
3,230
|
9
|
–
|
3,239
|
2,734
|
505
|
|
Changes in fair value
recorded
|
|
|
|
|
|
|
|
in other comprehensive
income
|
|
|
|
|
|
|
|
Debt securities
available-for-sale:
|
|
|
|
|
|
|
|
|
U.S. government obligations
|
249
|
2
|
(2)
|
249
|
–
|
249
|
|
|
Corporate
|
77
|
2
|
–
|
79
|
–
|
79
|
|
|
326
|
4
|
(2)
|
328
|
–
|
328
|
|
Total
|
3,556
|
13
|
(2)
|
3,567
|
2,734
|
833
|
|
|
|
December 31, 2018
|
|
|
|
|
|
|
|
|
Marketable
|
|
|
|
|
Gross
|
Gross
|
|
|
securities
|
|
|
|
|
unrealized
|
unrealized
|
|
Cash
and
|
and
short-term
|
|
($ in millions)
|
Cost
basis
|
gains
|
losses
|
Fair
value
|
equivalents
|
investments
|
|
Changes in fair value
|
|
|
|
|
|
|
|
recorded in net income
|
|
|
|
|
|
|
|
Cash
|
1,983
|
–
|
–
|
1,983
|
1,983
|
–
|
|
Time deposits
|
1,463
|
–
|
–
|
1,463
|
1,462
|
1
|
|
Other short-term investments
|
206
|
–
|
–
|
206
|
–
|
206
|
|
Equity securities
|
206
|
–
|
(3)
|
203
|
–
|
203
|
|
|
3,858
|
–
|
(3)
|
3,855
|
3,445
|
410
|
|
Changes in fair value
recorded
|
|
|
|
|
|
|
|
in other comprehensive
income
|
|
|
|
|
|
|
|
Debt securities
available-for-sale:
|
|
|
|
|
|
|
|
|
U.S. government obligations
|
217
|
–
|
(3)
|
214
|
–
|
214
|
|
|
Corporate
|
90
|
–
|
(2)
|
88
|
–
|
88
|
|
|
307
|
–
|
(5)
|
302
|
–
|
302
|
|
Total
|
4,165
|
–
|
(8)
|
4,157
|
3,445
|
712
|
Other short-term investments at December 31, 2018 were receivables
of $206 million, representing reverse repurchase agreements.
─
Note 6
Derivatives financial instruments
The Company is exposed to certain currency, commodity, interest
rate and equity risks arising from its global operating, financing and
investing activities. The Company uses derivative instruments to reduce and
manage the economic impact of these exposures.
Currency risk
Due to the global nature of the Company’s operations, many of its
subsidiaries are exposed to currency risk in their operating activities from
entering into transactions in currencies other than their functional currency.
To manage such currency risks, the Company’s policies require its subsidiaries
to hedge their foreign currency exposures from binding sales and purchase
contracts denominated in foreign currencies. For forecasted foreign currency
denominated sales of standard products and the related foreign currency
denominated purchases, the Company’s policy is to hedge up to a maximum of 100 percent
of the forecasted foreign currency denominated exposures, depending on the
length of the forecasted exposures. Forecasted exposures greater than 12 months
are not hedged. Forward foreign exchange contracts are the main instrument used
to protect the Company against the volatility of future cash flows (caused by
changes in exchange rates) of contracted and
16
Q1
2019 Financial Information
forecasted
sales and purchases denominated in foreign currencies. In addition, within its
treasury operations, the Company primarily uses foreign exchange swaps and
forward foreign exchange contracts to manage the currency and timing mismatches
arising in its liquidity management activities.
Commodity risk
Various commodity products are used in the Company’s manufacturing
activities. Consequently it is exposed to volatility in future cash flows arising
from changes in commodity prices. To manage the price risk of commodities, the
Company’s policies require that its subsidiaries hedge the commodity price risk
exposures from binding contracts, as well as at least 50 percent (up to a
maximum of 100 percent) of the forecasted commodity exposure over the next 12
months or longer (up to a maximum of 18 months). Primarily swap contracts are
used to manage the associated price risks of commodities.
Interest rate risk
The Company has issued bonds at fixed rates. Interest rate swaps
are used to manage the interest rate risk associated with certain debt and
generally such swaps are designated as fair value hedges. In addition, from
time to time, the Company uses instruments such as interest rate swaps,
interest rate futures, bond futures or forward rate agreements to manage
interest rate risk arising from the Company’s balance sheet structure but does
not designate such instruments as hedges.
Equity risk
The Company is exposed to fluctuations in the fair value of its
warrant appreciation rights (WARs) issued under its management incentive plan.
A WAR gives its holder the right to receive cash equal to the market price
of an equivalent listed warrant on the date of exercise. To eliminate such
risk, the Company has purchased cash-settled call options, indexed to the
shares of the Company, which entitle the Company to receive amounts equivalent
to its obligations under the outstanding WARs.
Volume of derivative activity
In general, while the Company’s primary objective in its use of
derivatives is to minimize exposures arising from its business, certain
derivatives are designated and qualify for hedge accounting treatment while
others either are not designated or do not qualify for hedge accounting.
Foreign exchange and interest rate derivatives
The gross notional amounts of outstanding foreign exchange and interest
rate derivatives (whether designated as hedges or not) were as follows:
|
Type of derivative
|
Total notional amounts at
|
|
($ in millions)
|
March 31,
2019
|
December
31, 2018
|
March 31,
2018
|
|
Foreign exchange contracts
|
12,837
|
13,612
|
15,303
|
|
Embedded foreign exchange
derivatives
|
766
|
733
|
951
|
|
Interest rate contracts
|
3,703
|
3,300
|
5,276
|
Derivative
commodity contracts
The Company uses derivatives to hedge its direct or indirect
exposure to the movement in the prices of commodities which are primarily
copper, silver and aluminum. The following table shows the notional amounts of
outstanding derivatives (whether designated as hedges or not), on a net basis,
to reflect the Company’s requirements for these commodities:
|
Type of derivative
|
Unit
|
Total notional amounts at
|
|
|
|
March 31,
2019
|
December
31, 2018
|
March 31,
2018
|
|
Copper swaps
|
metric tonnes
|
45,365
|
46,143
|
32,238
|
|
Silver swaps
|
ounces
|
2,513,033
|
2,861,294
|
2,293,832
|
|
Aluminum swaps
|
metric tonnes
|
9,347
|
9,491
|
1,961
|
Equity
derivatives
At March 31, 2019, December 31, 2018, and March 31,
2018, the Company held 40 million, 41 million and 35 million
cash-settled call options indexed to ABB Ltd shares (conversion ratio 5:1) with
a total fair value of $4 million, $6 million and $20 million,
respectively.
Cash flow hedges
As noted above, the Company mainly uses forward foreign exchange
contracts to manage the foreign exchange risk of its operations, commodity
swaps to manage its commodity risks and cash-settled call options to hedge its
WAR liabilities. Where such instruments are designated and qualify as cash flow
hedges, the effective portion of the changes in their fair value is recorded in
“Accumulated other comprehensive loss” and subsequently reclassified into
earnings in the same line item and in the same period as the underlying hedged
transaction affects earnings.
At March 31, 2019, and December 31, 2018, “Accumulated other
comprehensive loss” included net unrealized losses of $13 million and $16 million,
respectively, net of tax, on derivatives designated as cash flow hedges. Of the
amount at March 31, 2019, net losses of $2 million are expected to be
reclassified to earnings in the following 12 months. At March 31, 2019,
the longest maturity of a derivative classified as a cash flow hedge was 58 months.
The amount of gains or losses, net of tax, reclassified into
earnings due to the discontinuance of cash flow hedge accounting and the amount
of ineffectiveness in cash flow hedge relationships directly recognized in earnings
were not significant in the three months ended March 31, 2019 and 2018.
17
Q1
2019 Financial Information
The pre-tax effects of derivative instruments,
designated and qualifying as cash flow hedges, on “Accumulated other
comprehensive loss” (OCI) and the Consolidated Income Statements were not
significant.
Fair value hedges
To reduce its interest rate exposure arising primarily from its
debt issuance activities, the Company uses interest rate swaps. Where such
instruments are designated as fair value hedges, the changes in the fair value
of these instruments, as well as the changes in the fair value of the risk
component of the underlying debt being hedged, are recorded as offsetting gains
and losses in “Interest and other finance expense”. Hedge ineffectiveness of
instruments designated as fair value hedges for the three months ended
March 31, 2019 and 2018, was not significant.
The effect of interest rate contracts, designated and qualifying
as fair value hedges, on the Consolidated Income Statements was as follows:
|
|
Three months ended March 31,
|
|
($ in millions)
|
2019
|
2018
|
|
Gains (losses) recognized in Interest
and other finance expense:
|
|
|
|
- on derivatives designated
as fair value hedges
|
26
|
(25)
|
|
- on hedged item
|
(26)
|
26
|
Derivatives not designated in hedge relationships
Derivative instruments that are not designated as hedges or do not
qualify as either cash flow or fair value hedges are economic hedges used for
risk management purposes. Gains and losses from changes in the fair values of
such derivatives are recognized in the same line in the income statement as the
economically hedged transaction.
Furthermore,
under certain circumstances, the Company is required to split and account
separately for foreign currency derivatives that are embedded within certain
binding sales or purchase contracts denominated in a currency other than the
functional currency of the subsidiary and the counterparty.
The gains (losses) recognized in the Consolidated Income
Statements on derivatives not designated in hedging relationships were as
follows:
|
Type of derivative not
|
Gains (losses) recognized in income
|
|
designated as a hedge
|
|
Three months ended March 31,
|
|
($ in millions)
|
Location
|
2019
|
2018
|
|
Foreign exchange contracts
|
Total revenues
|
3
|
10
|
|
|
Total cost of sales
|
(37)
|
9
|
|
|
SG&A expenses
(1)
|
(3)
|
(8)
|
|
|
Non-order related research and
development
|
–
|
(1)
|
|
|
Interest and other finance
expense
|
(20)
|
25
|
|
Embedded foreign exchange
contracts
|
Total revenues
|
(2)
|
4
|
|
|
Total cost of sales
|
–
|
1
|
|
|
SG&A expenses
(1)
|
–
|
1
|
|
Commodity contracts
|
Total cost of sales
|
18
|
(16)
|
|
|
Interest and other finance
expense
|
–
|
1
|
|
Other
|
Interest and other finance
expense
|
–
|
2
|
|
Total
|
|
(41)
|
28
|
(1) SG&A
expenses
represent
“Selling,
general
and
administrative
expenses”.
The fair values of derivatives included in the Consolidated
Balance Sheets were as follows:
|
|
March 31, 2019
|
|
|
Derivative assets
|
|
Derivative liabilities
|
|
|
Current
in
|
Non-current
in
|
|
Current
in
|
Non-current
in
|
|
|
“Other
current
|
“Other
non-current
|
|
“Other
current
|
“Other
non-current
|
|
($ in millions)
|
assets”
|
assets”
|
|
liabilities”
|
liabilities”
|
|
Derivatives designated
as hedging instruments:
|
|
|
|
|
|
|
Foreign exchange contracts
|
–
|
–
|
|
2
|
4
|
|
Commodity contracts
|
1
|
–
|
|
–
|
–
|
|
Interest rate contracts
|
–
|
59
|
|
–
|
–
|
|
Cash-settled call options
|
2
|
2
|
|
–
|
–
|
|
Total
|
3
|
61
|
|
2
|
4
|
|
|
|
|
|
|
|
|
Derivatives not
designated as hedging instruments:
|
|
|
|
|
|
|
Foreign exchange contracts
|
92
|
13
|
|
149
|
24
|
|
Commodity contracts
|
16
|
1
|
|
5
|
–
|
|
Embedded foreign exchange
derivatives
|
21
|
2
|
|
11
|
2
|
|
Total
|
129
|
16
|
|
165
|
26
|
|
Total fair value
|
132
|
77
|
|
167
|
30
|
18
Q1
2019 Financial Information
|
|
December 31, 2018
|
|
|
Derivative assets
|
|
Derivative liabilities
|
|
|
Current
in
|
Non-current
in
|
|
Current
in
|
Non-current
in
|
|
|
“Other
current
|
“Other
non-current
|
|
“Other
current
|
“Other
non-current
|
|
($ in millions)
|
assets”
|
assets”
|
|
liabilities”
|
liabilities”
|
|
Derivatives designated
as hedging instruments:
|
|
|
|
|
|
|
Foreign exchange contracts
|
–
|
–
|
|
1
|
4
|
|
Commodity contracts
|
–
|
–
|
|
2
|
–
|
|
Interest rate contracts
|
–
|
35
|
|
–
|
1
|
|
Cash-settled call options
|
3
|
3
|
|
–
|
–
|
|
Total
|
3
|
38
|
|
3
|
5
|
|
|
|
|
|
|
|
|
Derivatives not designated
as hedging instruments:
|
|
|
|
|
|
|
Foreign exchange contracts
|
117
|
14
|
|
160
|
30
|
|
Commodity contracts
|
8
|
1
|
|
21
|
1
|
|
Embedded foreign exchange
derivatives
|
15
|
10
|
|
8
|
1
|
|
Total
|
140
|
25
|
|
189
|
32
|
|
Total fair value
|
143
|
63
|
|
192
|
37
|
Close-out
netting agreements provide for the termination, valuation and net settlement of
some or all outstanding transactions between two counterparties on the
occurrence of one or more pre-defined trigger events.
Although
the Company is party to close-out netting agreements with most derivative
counterparties, the fair values in the tables above and in the Consolidated
Balance Sheets at March 31, 2019, and December 31, 2018, have been
presented on a gross basis.
The Company’s netting agreements and other similar arrangements
allow net settlements under certain conditions. At March 31, 2019, and
December 31, 2018, information related to these offsetting arrangements
was as follows:
|
($ in millions)
|
March 31, 2019
|
|
|
Gross
amount
|
Derivative
liabilities
|
Cash
|
Non-cash
|
|
|
Type of agreement or
|
of
recognized
|
eligible
for set-off
|
collateral
|
collateral
|
Net
asset
|
|
similar arrangement
|
assets
|
in case
of default
|
received
|
received
|
exposure
|
|
Derivatives
|
186
|
(102)
|
–
|
–
|
84
|
|
Total
|
186
|
(102)
|
–
|
–
|
84
|
|
|
|
|
|
|
|
|
($ in millions)
|
March 31, 2019
|
|
|
Gross
amount
|
Derivative
liabilities
|
Cash
|
Non-cash
|
|
|
Type of agreement or
|
of
recognized
|
eligible
for set-off
|
collateral
|
collateral
|
Net
liability
|
|
similar arrangement
|
liabilities
|
in case
of default
|
pledged
|
pledged
|
exposure
|
|
Derivatives
|
184
|
(102)
|
–
|
–
|
82
|
|
Total
|
184
|
(102)
|
–
|
–
|
82
|
|
($ in millions)
|
December 31, 2018
|
|
|
Gross
amount
|
Derivative
liabilities
|
Cash
|
Non-cash
|
|
|
Type of agreement or
|
of
recognized
|
eligible
for set-off
|
collateral
|
collateral
|
Net
asset
|
|
similar arrangement
|
assets
|
in case
of default
|
received
|
received
|
exposure
|
|
Derivatives
|
181
|
(121)
|
–
|
–
|
60
|
|
Reverse repurchase agreements
|
206
|
–
|
–
|
(206)
|
–
|
|
Total
|
387
|
(121)
|
–
|
(206)
|
60
|
|
|
|
|
|
|
|
|
($ in millions)
|
December 31, 2018
|
|
|
Gross
amount
|
Derivative
liabilities
|
Cash
|
Non-cash
|
|
|
Type of agreement or
|
of
recognized
|
eligible
for set-off
|
collateral
|
collateral
|
Net
liability
|
|
similar arrangement
|
liabilities
|
in
case of default
|
pledged
|
pledged
|
exposure
|
|
Derivatives
|
220
|
(121)
|
–
|
–
|
99
|
|
Total
|
220
|
(121)
|
–
|
–
|
99
|
19
Q1
2019 Financial Information
─
Note 7
Fair values
The Company uses fair value measurement principles to record
certain financial assets and liabilities on a recurring basis and, when
necessary, to record certain non‑financial assets at fair value on a non‑recurring
basis, as well as to determine fair value disclosures for certain financial
instruments carried at amortized cost in the financial statements. Financial
assets and liabilities recorded at fair value on a recurring basis include
foreign currency, commodity and interest rate derivatives, as well as cash‑settled
call options and available‑for‑sale securities. Non‑financial
assets recorded at fair value on a non‑recurring basis include long‑lived
assets that are reduced to their estimated fair value due to impairments.
Fair value is
the price that would be received when selling an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement
date. In determining fair value, the Company uses various valuation techniques
including the market approach (using observable market data for identical or
similar assets and liabilities), the income approach (discounted cash flow
models) and the cost approach (using costs a market participant would incur to
develop a comparable asset). Inputs used to determine the fair value of assets
and liabilities are defined by a three‑level hierarchy, depending on the nature
of those inputs. The Company has categorized its financial assets and
liabilities and non‑financial assets measured at fair value within this
hierarchy based on whether the inputs to the valuation technique are observable
or unobservable. An observable input is based on market data obtained from
independent sources, while an unobservable input reflects the Company’s
assumptions about market data.
The levels of
the fair value hierarchy are as follows:
Level 1:
Valuation
inputs consist of quoted prices in an active market for identical assets or
liabilities (observable quoted prices). Assets and liabilities valued using
Level 1 inputs include certain actively traded debt securities.
Level 2:
Valuation
inputs consist of observable inputs (other than Level 1 inputs) such as
actively quoted prices for similar assets, quoted prices in inactive markets
and inputs other than quoted prices such as interest rate yield curves, credit
spreads, or inputs derived from other observable data by interpolation,
correlation, regression or other means. The adjustments applied to quoted
prices or the inputs used in valuation models may be both observable and
unobservable. In these cases, the fair value measurement is classified as Level
2 unless the unobservable portion of the adjustment or the unobservable input
to the valuation model is significant, in which case the fair value measurement
would be classified as Level 3. Assets and liabilities valued or disclosed
using Level 2 inputs include investments in certain funds, reverse repurchase
agreements, certain debt securities that are not actively traded, interest rate
swaps, commodity swaps, cash‑settled call options, forward foreign
exchange contracts, foreign exchange swaps and forward rate agreements, time
deposits, as well as financing receivables and debt.
Level 3:
Valuation
inputs are based on the Company’s assumptions of relevant market data
(unobservable input).
Whenever
quoted prices involve bid‑ask spreads, the Company ordinarily determines
fair values based on mid‑market quotes. However, for the purpose of
determining the fair value of cash‑settled call options serving as hedges
of the Company’s management incentive plan, bid prices are used.
When
determining fair values based on quoted prices in an active market, the Company
considers if the level of transaction activity for the financial instrument has
significantly decreased, or would not be considered orderly. In such cases, the
resulting changes in valuation techniques would be disclosed. If the market is
considered disorderly or if quoted prices are not available, the Company is
required to use another valuation technique, such as an income approach.
Recurring fair value measures
The fair values of financial assets and liabilities measured at
fair value on a recurring basis were as follows:
|
|
March 31, 2019
|
|
($ in millions)
|
Level 1
|
Level 2
|
Level 3
|
Total
fair value
|
|
Assets
|
|
|
|
|
|
Securities in “Marketable
securities and short-term investments”:
|
|
|
|
|
|
Equity securities
|
–
|
504
|
–
|
504
|
|
Debt securities—U.S.
government obligations
|
249
|
–
|
–
|
249
|
|
Debt securities—Corporate
|
–
|
79
|
–
|
79
|
|
Derivative assets—current in
“Other current assets”
|
–
|
132
|
–
|
132
|
|
Derivative assets—non-current
in “Other non-current assets”
|
–
|
77
|
–
|
77
|
|
Total
|
249
|
792
|
–
|
1,041
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
Derivative liabilities—current
in “Other current liabilities”
|
–
|
167
|
–
|
167
|
|
Derivative
liabilities—non-current in “Other non-current liabilities”
|
–
|
30
|
–
|
30
|
|
Total
|
–
|
197
|
–
|
197
|
20
Q1
2019 Financial Information
|
|
December 31, 2018
|
|
($ in millions)
|
Level 1
|
Level 2
|
Level 3
|
Total
fair value
|
|
Assets
|
|
|
|
|
|
Securities in “Marketable
securities and short-term investments”:
|
|
|
|
|
|
Equity securities
|
–
|
203
|
–
|
203
|
|
Debt securities—U.S.
government obligations
|
214
|
–
|
–
|
214
|
|
Debt securities—Corporate
|
–
|
88
|
–
|
88
|
|
Derivative assets—current in
“Other current assets”
|
–
|
143
|
–
|
143
|
|
Derivative assets—non-current
in “Other non-current assets”
|
–
|
63
|
–
|
63
|
|
Total
|
214
|
497
|
–
|
711
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
Derivative liabilities—current
in “Other current liabilities”
|
–
|
192
|
–
|
192
|
|
Derivative
liabilities—non-current in “Other non-current liabilities”
|
–
|
37
|
–
|
37
|
|
Total
|
–
|
229
|
–
|
229
|
The Company uses the following methods and assumptions in
estimating fair values of financial assets and liabilities measured at fair
value on a recurring basis:
·
Securities in “Marketable securities and short-term investments”:
If
quoted market prices in active markets for identical assets are available,
these are considered Level 1 inputs; however, when markets are not active,
these inputs are considered Level 2. If such quoted market prices are not
available, fair value is determined using market prices for similar assets or
present value techniques, applying an appropriate risk-free interest rate
adjusted for nonperformance risk. The inputs used in present value techniques
are observable and fall into the Level 2 category.
·
Derivatives
: The fair values of derivative instruments are
determined using quoted prices of identical instruments from an active market,
if available (Level 1). If quoted prices are not available, price quotes for
similar instruments, appropriately adjusted, or present value techniques, based
on available market data, or option pricing models are used. Cash-settled call
options hedging the Company’s WAR liability are valued based on bid prices of
the equivalent listed warrant. The fair values obtained using price quotes for
similar instruments or valuation techniques represent a Level 2 input unless
significant unobservable inputs are used.
Non-recurring fair value measures
There were no significant non-recurring fair
value measurements during the three months ended March 31, 2019 and 2018.
Disclosure about financial instruments
carried on a cost basis
The fair values of financial instruments
carried on a cost basis were as follows:
|
|
March 31, 2019
|
|
($ in millions)
|
Carrying
value
|
|
Level 1
|
Level 2
|
Level 3
|
Total
fair value
|
|
Assets
|
|
|
|
|
|
|
|
Cash and equivalents
(excluding securities with original
|
|
|
|
|
|
|
|
maturities up to 3 months):
|
|
|
|
|
|
|
|
Cash
|
1,780
|
|
1,780
|
–
|
–
|
1,780
|
|
Time deposits
|
954
|
|
–
|
954
|
–
|
954
|
|
Marketable securities and
short-term investments
|
|
|
|
|
|
|
|
(excluding securities):
|
|
|
|
|
|
|
|
Time deposits
|
1
|
|
–
|
1
|
–
|
1
|
|
Other non-current assets:
|
|
|
|
|
|
|
|
Loans granted
|
31
|
|
–
|
33
|
–
|
33
|
|
Restricted time deposits
|
36
|
|
36
|
–
|
–
|
36
|
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
Short-term debt and current
maturities of long-term debt
|
|
|
|
|
|
|
|
(excluding capital lease
obligations)
|
1,437
|
|
97
|
1,340
|
–
|
1,437
|
|
Long-term debt (excluding
capital lease obligations)
|
6,899
|
|
6,400
|
711
|
–
|
7,111
|
21
Q1
2019 Financial Information
|
|
December 31, 2018
|
|
($ in millions)
|
Carrying
value
|
|
Level 1
|
Level 2
|
Level 3
|
Total
fair value
|
|
Assets
|
|
|
|
|
|
|
|
Cash and equivalents
(excluding securities with original
|
|
|
|
|
|
|
|
maturities up to 3 months):
|
|
|
|
|
|
|
|
Cash
|
1,983
|
|
1,983
|
–
|
–
|
1,983
|
|
Time deposits
|
1,462
|
|
–
|
1,462
|
–
|
1,462
|
|
Marketable securities and
short-term investments
|
|
|
|
|
|
|
|
(excluding securities):
|
|
|
|
|
|
|
|
Time deposits
|
1
|
|
–
|
1
|
–
|
1
|
|
Receivables under reverse
repurchase agreements
|
206
|
|
–
|
206
|
–
|
206
|
|
Other non-current assets:
|
|
|
|
|
|
|
|
Loans granted
|
30
|
|
–
|
31
|
–
|
31
|
|
Restricted time deposits
|
39
|
|
39
|
–
|
–
|
39
|
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
Short-term debt and current
maturities of long-term debt
|
|
|
|
|
|
|
|
(excluding capital lease
obligations)
|
2,008
|
|
1,480
|
528
|
–
|
2,008
|
|
Long-term debt (excluding
capital lease obligations)
|
6,457
|
|
5,839
|
707
|
–
|
6,546
|
The Company uses the following methods and assumptions in
estimating fair values of financial instruments carried on a cost basis:
·
Cash and equivalents (excluding securities with original
maturities up to 3 months), and Marketable securities and short-term
investments (excluding securities)
: The carrying amounts approximate the fair
values as the items are short-term in nature.
·
Other non-current assets
: Includes (i) loans granted whose fair values
are based on the carrying amount adjusted using a present value technique to
reflect a premium or discount based on current market interest rates (Level 2
inputs), and (ii) restricted time deposits whose fair values approximate the
carrying amounts (Level 1 inputs).
·
Short-term debt and current maturities of long-term debt
(excluding capital lease obligations)
: Short-term debt includes commercial paper, bank
borrowings and overdrafts. The carrying amounts of short-term debt and current
maturities of long-term debt, excluding capital lease obligations, approximate
their fair values.
·
Long-term debt (excluding capital lease obligations)
: Fair
values of bonds are determined using quoted market prices (Level 1 inputs), if
available. For bonds without available quoted market prices and other long-term
debt, the fair values are determined using a discounted cash flow methodology
based upon borrowing rates of similar debt instruments and reflecting
appropriate adjustments for non-performance risk (Level 2 inputs).
─
Note 8
Commitments and contingencies
Contingencies—Regulatory, Compliance and Legal
Regulatory
In April
2014, the European Commission announced its decision regarding its
investigation of anticompetitive practices in the cables industry and granted
the Company full immunity from fines under its leniency program.
In
February 2019, the Brazilian Antitrust Authority (CADE) announced its decision
regarding its investigation of anticompetitive practices in certain power
businesses of the Company, including flexible alternating current transmission
systems (FACTS) and power transformers, and granted the Company full immunity
from fines under its leniency program.
As a
result of an internal investigation, the Company self-reported to the
Securities and Exchange Commission (SEC) and the Department of Justice (DoJ) in
the United States as well as to the Serious Fraud Office (SFO) in the United
Kingdom concerning certain of its past dealings with Unaoil and its
subsidiaries, including alleged improper payments made by these entities to
third parties. The SFO has commenced an investigation into this matter. The
Company is cooperating fully with the authorities. At this time, it is not
possible for the Company to make an informed judgment about the outcome of
these matters.
Based on
findings during an internal investigation, the Company self-reported to the SEC
and the DoJ, to various authorities in South Africa and other countries as well
as to certain multilateral financial institutions potential suspect payments
and other compliance concerns in connection with some of the Company’s dealings
with Eskom and related persons. Many of those parties have expressed an
interest in, or commenced an investigation into, these matters and the Company
is cooperating fully with them. At this time, it is not possible for the
Company to make an informed judgment about the outcome of these matters.
General
The Company is aware of proceedings, or the threat of proceedings,
against it and others in respect of private claims by customers and other third
parties with regard to certain actual or alleged anticompetitive practices.
Also, the Company is subject to other claims and legal proceedings, as well as
investigations carried out by various law enforcement authorities. With respect
to the above-mentioned claims, regulatory matters, and any related proceedings,
the Company will bear the related costs, including costs necessary to resolve
them.
22
Q1
2019 Financial Information
Liabilities recognized
At March 31, 2019, and December 31, 2018, the Company
had aggregate liabilities of $217 million and $221 million,
respectively, included in “Other provisions” and “Other non‑current
liabilities”, for the above regulatory, compliance and legal contingencies, and
none of the individual liabilities recognized was significant. As it is not
possible to make an informed judgment on, or reasonably predict, the outcome of
certain matters and as it is not possible, based on information currently
available to management, to estimate the maximum potential liability on other
matters, there could be material adverse outcomes beyond the amounts accrued.
Guarantees
General
The following table provides quantitative data regarding the
Company’s third-party guarantees. The maximum potential payments represent a
“worst‑case scenario”, and do not reflect management’s expected outcomes.
|
Maximum potential payments
($ in
millions)
|
March 31,
2019
|
December
31, 2018
|
|
Performance guarantees
|
1,567
|
1,584
|
|
Financial guarantees
|
8
|
10
|
|
Indemnification guarantees
|
65
|
64
|
|
Total
(1)
|
1,640
|
1,658
|
(1) Maximum
potential payments include amounts in both continuing and discontinued operations
.
The carrying amount of liabilities recorded in the Consolidated
Balance Sheets reflects the Company’s best estimate of future payments, which
it may incur as part of fulfilling its guarantee obligations. In respect of the
above guarantees, the carrying amounts of liabilities at March 31, 2019,
and December 31, 2018, were not significant.
The Company is party to various guarantees providing financial or
performance assurances to certain third parties. These guarantees, which have
various maturities up to 2027, mainly consist of performance guarantees whereby
(i) the Company guarantees the performance of a third party’s product or
service according to the terms of a contract and (ii) as member of a
consortium/joint-venture that includes third parties, the Company guarantees
not only its own performance but also the work of third parties. Such
guarantees may include guarantees that a project will be completed within a
specified time. If the third party does not fulfill the obligation, the Company
will compensate the guaranteed party in cash or in kind. The original maturity
dates for the majority of these performance guarantees range from one to eight
years.
In conjunction with the divestment of the high-voltage cable and
cables accessories businesses, the Company has entered into various performance
guarantees with other parties with respect to certain liabilities of the
divested business. At March 31, 2019 and December 31, 2018, the maximum
potential payable under these guarantees amounts to $755 million and
$771 million, respectively, and these guarantees have various maturities
ranging from one to ten years.
Commercial
commitments
In addition, in the normal course of bidding for and executing
certain projects, the Company has entered into standby letters of credit, bid/performance
bonds and surety bonds (collectively “performance bonds”) with various
financial institutions. Customers can draw on such performance bonds in the
event that the Company does not fulfill its contractual obligations. The
Company would then have an obligation to reimburse the financial institution
for amounts paid under the performance bonds. At March 31, 2019, and
December 31, 2018, the total outstanding performance bonds aggregated to $7.2 billion
and $7.4 billion, respectively, of which $4.1 billion and
$4.3 billion, respectively, relate to discontinued operations. There have
been no significant amounts reimbursed to financial institutions under these
types of arrangements in the three months ended March 31, 2019 and 2018.
Product and order-related contingencies
The Company calculates its provision for product warranties based
on historical claims experience and specific review of certain contracts.
The reconciliation of the “Provisions for warranties”, including
guarantees of product performance, was as follows:
|
($ in millions)
|
2019
|
2018
|
|
Balance at January 1,
|
948
|
909
|
|
Net change in warranties due
to acquisitions and divestments
(1)
|
14
|
–
|
|
Claims paid in cash or in kind
|
(68)
|
(58)
|
|
Net increase in provision for
changes in estimates, warranties issued and warranties expired
|
51
|
40
|
|
Exchange rate differences
|
(8)
|
21
|
|
Balance at
March 31,
|
937
|
912
|
(1) Includes
adjustments to the initial purchase price allocation recorded during the
measurement period
─
Note 9
Contract assets and liabilities
The following table provides information about Contract Assets and
Contract Liabilities:
|
($ in millions)
|
March 31,
2019
|
December
31, 2018
|
March 31,
2018
|
|
Contract assets
|
1,094
|
1,082
|
1,213
|
|
Contract liabilities
|
1,690
|
1,707
|
1,742
|
23
Q1
2019 Financial Information
Contract assets primarily relate to the Company’s
right to receive consideration for work completed but for which no invoice has
been issued at the reporting date. Contract assets are transferred to
receivables when rights to receive payment become unconditional.
Contract
liabilities primarily relate to up-front advances received on orders from
customers as well as amounts invoiced to customers in excess of revenues
recognized predominantly on long-term projects. Contract liabilities are
reduced as work is performed and as revenues are recognized.
The significant changes in the Contract assets and Contract
liabilities balances were as follows:
|
|
Three months ended March 31,
|
|
|
2019
|
|
2018
|
|
|
Contract
|
|
Contract
|
|
Contract
|
|
Contract
|
|
($ in millions)
|
assets
|
|
liabilities
|
|
assets
|
|
liabilities
|
|
Revenue recognized, which was
included in the Contract liabilities balance at Jan 1, 2019/2018
|
–
|
|
(420)
|
|
–
|
|
(490)
|
|
Additions to Contract
liabilities - excluding amounts recognized as revenue during the period
|
–
|
|
406
|
|
–
|
|
426
|
|
Receivables recognized that
were included in the Contract asset balance at Jan 1, 2019/2018
|
(311)
|
|
–
|
|
(332)
|
|
–
|
At
March 31, 2019
, the Company had unsatisfied performance
obligations totaling $13,853 million and, of this amount, the Company
expects to fulfill approximately 69 percent of the obligations in 2019,
approximately 19 percent of the obligations in 2020 and the balance thereafter.
─
Note 10
Debt
The Company’s total debt at March 31, 2019, and
December 31, 2018, amounted to $8,518 million and $
8,618
million,
respectively.
Short-term debt and current maturities of long-term debt
The Company’s “Short-term debt and current maturities of long-term
debt” consisted of the following:
|
($ in millions)
|
March 31,
2019
|
December
31, 2018
|
|
Short-term debt
|
1,423
|
561
|
|
Current maturities of
long-term debt
|
45
|
1,470
|
|
Total
|
1,468
|
2,031
|
Short-term
debt primarily represented issued commercial paper and short-term loans from
various banks. At March 31, 2019, and December 31, 2018, $
753
million
and $
292
million,
respectively, was outstanding under the $2 billion commercial paper
program in the United States. In addition, at March 31, 2019, and
December 31, 2018, $
505
million and $
172
million was outstanding under the
$2 billion Euro-commercial paper program.
In March
2019, the Company repaid at maturity its EUR 1,250 million 2.625% Instruments,
equivalent to $1,414
million at date of payment.
Long-term debt
The Company’s long-term debt at March 31, 2019, and
December 31, 2018, amounted to $7,050 million and $
6,587
million,
respectively.
Outstanding bonds (including maturities within the next 12 months)
were as follows:
|
|
March 31, 2019
|
December 31, 2018
|
|
(in millions)
|
Nominal outstanding
|
Carrying
value
(1)
|
Nominal outstanding
|
Carrying
value
(1)
|
|
Bonds:
|
|
|
|
|
|
|
|
|
|
2.625% EUR Instruments, due
2019
|
|
|
|
|
EUR
|
1,250
|
$
|
1,431
|
|
2.8% USD Notes, due 2020
|
USD
|
300
|
$
|
299
|
USD
|
300
|
$
|
299
|
|
4.0% USD Notes, due 2021
|
USD
|
650
|
$
|
646
|
USD
|
650
|
$
|
646
|
|
2.25% CHF Bonds, due 2021
|
CHF
|
350
|
$
|
368
|
CHF
|
350
|
$
|
373
|
|
5.625% USD Notes, due 2021
|
USD
|
250
|
$
|
264
|
USD
|
250
|
$
|
265
|
|
2.875% USD Notes, due 2022
|
USD
|
1,250
|
$
|
1,252
|
USD
|
1,250
|
$
|
1,242
|
|
3.375% USD Notes, due 2023
|
USD
|
450
|
$
|
448
|
USD
|
450
|
$
|
448
|
|
0.625% EUR Instruments, due
2023
|
EUR
|
700
|
$
|
798
|
EUR
|
700
|
$
|
807
|
|
0.75% EUR Instruments, due
2024
|
EUR
|
750
|
$
|
856
|
EUR
|
750
|
$
|
862
|
|
0.3% CHF Notes, due 2024
|
CHF
|
280
|
$
|
281
|
|
|
|
–
|
|
3.8% USD Notes, due 2028
|
USD
|
750
|
$
|
746
|
USD
|
750
|
$
|
746
|
|
1.0% CHF Notes, due 2029
|
CHF
|
170
|
$
|
170
|
|
|
|
–
|
|
4.375% USD Notes, due 2042
|
USD
|
750
|
$
|
724
|
USD
|
750
|
$
|
723
|
|
Total
|
|
|
$
|
6,852
|
|
|
$
|
7,842
|
24
Q1
2019 Financial Information
(1)
USD carrying
values include unamortized debt issuance costs, bond discounts or premiums, as
well as adjustments for fair value hedge accounting, where appropriate.
In February 2019, the Company issued the
following notes with a principal of:
·
CHF 280 million, due 2024, paying
interest annually in arrears at a fixed rate of 0.3 percent per annum, and
·
CHF 170 million, due 2029, paying interest
annually in arrears at a fixed rate of 1.0 percent per annum.
The aggregate net proceeds of these bond issues, after
underwriting discount and other fees, amounted to CHF 449 million
(equivalent to approximately $449 million on date of issuance).
Subsequent events
In April 2019, the Company issued 18-month floating rate notes
with an aggregate principal of EUR 1,000 million, due in October 2020.
These notes pay interest quarterly in arrears at a variable interest rate of 35
basis points above the 3-month EURIBOR, with a floor rate of zero. The
aggregate net proceeds amounted to EUR 1,002 million (equivalent to approximately
$1,129 million on date of issuance).
─
Note 11
Employee benefits
The Company operates defined benefit pension plans, defined
contribution pension plans, and termination indemnity plans, in accordance with
local regulations and practices. These plans cover a large portion of the
Company’s employees and provide benefits to employees in the event of death,
disability, retirement, or termination of employment. Certain of these plans
are multi-employer plans. The Company also operates other postretirement
benefit plans including postretirement health care benefits, and other
employee-related benefits for active employees including long-service award
plans. The measurement date used for the Company’s employee benefit plans is
December 31. The funding policies of the Company’s plans are consistent with
the local government and tax requirements.
The following tables include amounts relating to defined benefit
pension plans and other postretirement benefits for both continuing and
discontinued operations.
Net periodic benefit cost of the Company’s defined benefit pension
and other postretirement benefit plans consisted of the following:
|
($ in millions)
|
Defined pension benefits
|
|
Other postretirement
|
|
|
Switzerland
|
International
|
|
benefits
|
|
Three months ended
March 31,
|
2019
|
2018
|
2019
|
2018
|
|
2019
|
2018
|
|
Operational pension cost:
|
|
|
|
|
|
|
|
|
Service cost
|
19
|
23
|
28
|
34
|
|
–
|
–
|
|
Operational pension cost
|
19
|
23
|
28
|
34
|
|
–
|
–
|
|
Non-operational pension cost
(credit):
|
|
|
|
|
|
|
|
|
Interest cost
|
4
|
8
|
44
|
51
|
|
1
|
1
|
|
Expected return on plan assets
|
(28)
|
(30)
|
(70)
|
(79)
|
|
–
|
–
|
|
Amortization of prior service
cost (credit)
|
(4)
|
(4)
|
1
|
–
|
|
(1)
|
(1)
|
|
Amortization of net actuarial
loss
|
–
|
–
|
27
|
24
|
|
(1)
|
–
|
|
Curtailments, settlements and
special termination benefits
|
–
|
–
|
1
|
–
|
|
–
|
–
|
|
Non-operational pension
cost (credit)
|
(28)
|
(26)
|
3
|
(4)
|
|
(1)
|
–
|
|
Net periodic benefit
cost
|
(9)
|
(3)
|
31
|
30
|
|
(1)
|
–
|
The components of net periodic benefit cost
other than the service cost component are included in the line “Non-operational
pension (cost) credit” in the income statement. Net periodic benefit cost
includes $10 million and $11 million, for the three months end March
31, 2019 and 2018, respectively, related to discontinued operations.
Employer contributions were as follows:
|
($ in millions)
|
Defined pension benefits
|
|
Other postretirement
|
|
|
Switzerland
|
International
|
|
benefits
|
|
Three months ended
March 31,
|
2019
|
2018
|
2019
|
2018
|
|
2019
|
2018
|
|
Total contributions to defined
benefit pension and
|
|
|
|
|
|
|
|
|
other postretirement benefit
plans
|
23
|
23
|
24
|
23
|
|
2
|
2
|
The
Company expects to make contributions totaling approximately $200 million
and $11 million to its defined benefit pension plans and other
postretirement benefit plans, respectively, for the full year 2019.
25
Q1
2019 Financial Information
─
Note 12
Stockholder's equity
In February
2019, the Company announced that a proposal will be put to the 2019 AGM for
approval by the shareholders to distribute 0.80 Swiss francs per share to
shareholders.
─
Note 13
Earnings per share
Basic earnings per share is calculated by dividing income by the
weighted-average number of shares outstanding during the period. Diluted
earnings per share is calculated by dividing income by the weighted-average
number of shares outstanding during the period, assuming that all potentially
dilutive securities were exercised, if dilutive. Potentially dilutive
securities comprise outstanding written call options, and outstanding options
and shares granted subject to certain conditions under the Company’s
share-based payment arrangements.
|
Basic earnings per share
|
|
|
|
|
|
Three months ended March 31,
|
|
($ in millions, except per
share data in $)
|
|
|
2019
|
2018
|
|
Amounts attributable to ABB
shareholders:
|
|
|
|
|
|
Income from continuing
operations, net of tax
|
|
|
397
|
399
|
|
Income from discontinued
operations, net of tax
|
|
|
138
|
173
|
|
Net income
|
|
|
535
|
572
|
|
|
|
|
|
|
|
Weighted-average number
of shares outstanding (in millions)
|
|
|
2,132
|
2,134
|
|
|
|
|
|
|
|
Basic earnings per share
attributable to ABB shareholders:
|
|
|
|
|
|
Income from continuing operations,
net of tax
|
|
|
0.19
|
0.19
|
|
Income from discontinued
operations, net of tax
|
|
|
0.06
|
0.08
|
|
Net income
|
|
|
0.25
|
0.27
|
|
|
|
|
|
|
|
Diluted earnings per
share
|
|
|
|
|
|
Three months ended March 31,
|
|
($ in millions, except per
share data in $)
|
|
|
2019
|
2018
|
|
Amounts attributable to ABB
shareholders:
|
|
|
|
|
|
Income from continuing
operations, net of tax
|
|
|
397
|
399
|
|
Income from discontinued
operations, net of tax
|
|
|
138
|
173
|
|
Net income
|
|
|
535
|
572
|
|
|
|
|
|
|
|
Weighted-average number of
shares outstanding (in millions)
|
|
|
2,132
|
2,134
|
|
Effect of dilutive
securities:
|
|
|
|
|
|
Call options and shares
|
|
|
2
|
11
|
|
Adjusted
weighted-average number of shares outstanding (in millions)
|
|
|
2,134
|
2,145
|
|
|
|
|
|
|
|
Diluted earnings per share
attributable to ABB shareholders:
|
|
|
|
|
|
Income from continuing
operations, net of tax
|
|
|
0.19
|
0.19
|
|
Income from discontinued
operations, net of tax
|
|
|
0.06
|
0.08
|
|
Net income
|
|
|
0.25
|
0.27
|
26
Q1
2019 Financial Information
─
Note 14
Reclassifications out of accumulated other
comprehensive loss
The following table shows changes in “Accumulated other
comprehensive loss” (OCI) attributable to ABB, by component, net of tax:
|
|
|
Unrealized
gains
|
Pension
and
|
Unrealized
gains
|
|
|
|
Foreign
currency
|
(losses)
on
|
other
|
(losses)
of cash
|
|
|
|
translation
|
available-for-sale
|
postretirement
|
flow
hedge
|
|
|
($ in millions)
|
adjustments
|
securities
|
plan
adjustments
|
derivatives
|
Total
OCI
|
|
Balance at January 1,
2018
|
(2,693)
|
8
|
(1,672)
|
12
|
(4,345)
|
|
Cumulative effect of changes
in
|
|
|
|
|
|
|
accounting principles
(1)
|
–
|
(9)
|
–
|
–
|
(9)
|
|
Other comprehensive (loss)
income:
|
|
|
|
|
|
|
Other comprehensive (loss)
income
|
|
|
|
|
|
|
before reclassifications
|
210
|
(4)
|
(4)
|
(21)
|
181
|
|
Amounts reclassified from OCI
|
–
|
–
|
14
|
11
|
25
|
|
Changes attributable to
divestments
|
(14)
|
–
|
–
|
–
|
(14)
|
|
Total other
comprehensive (loss) income
|
196
|
(4)
|
10
|
(10)
|
192
|
|
|
|
|
|
|
|
|
Less:
|
|
|
|
|
|
|
Amounts attributable to
|
|
|
|
|
|
|
noncontrolling interests
|
16
|
–
|
–
|
–
|
16
|
|
Balance at
March 31, 2018
|
(2,513)
|
(5)
|
(1,662)
|
2
|
(4,178)
|
|
|
|
Unrealized
gains
|
Pension
and
|
Unrealized
gains
|
|
|
|
Foreign
currency
|
(losses)
on
|
other
|
(losses)
of cash
|
|
|
|
translation
|
available-for-sale
|
postretirement
|
flow
hedge
|
|
|
($ in millions)
|
adjustments
|
securities
|
plan
adjustments
|
derivatives
|
Total
OCI
|
|
Balance at January 1,
2019
|
(3,324)
|
(4)
|
(1,967)
|
(16)
|
(5,311)
|
|
Adoption of accounting
standard update
(2)
|
–
|
–
|
(36)
|
–
|
(36)
|
|
Other comprehensive (loss)
income:
|
|
|
|
|
|
|
Other comprehensive (loss)
income
|
|
|
|
|
|
|
before reclassifications
|
(45)
|
4
|
18
|
–
|
(23)
|
|
Amounts reclassified from OCI
|
–
|
2
|
15
|
4
|
21
|
|
Total other
comprehensive (loss) income
|
(45)
|
6
|
33
|
4
|
(2)
|
|
|
|
|
|
|
|
|
Less:
|
|
|
|
|
|
|
Amounts attributable to
|
|
|
|
|
|
|
noncontrolling interests
|
6
|
–
|
–
|
–
|
6
|
|
Balance at
March 31, 2019
|
(3,375)
|
2
|
(1,970)
|
(12)
|
(5,355)
|
(1)
Amounts relate to the adoption of two accounting standard updates in 2018
regarding the Recognition and measurement of financial assets and financial
liabilities
.
(2)
Amounts relate to the adoption of an accounting standard update in 2019
regarding the Tax Cuts and Jobs Act of 2017. See “Applicable for current
period” section of Note 2 for more details.
The following table reflects
amounts reclassified out of OCI in respect of Pension and other postretirement
plan adjustments:
|
($ in millions)
|
|
Three months ended March 31,
|
|
Details about OCI
components
|
Location of (gains)
losses reclassified from OCI
|
2019
|
2018
|
|
|
|
|
|
|
Pension and other
postretirement plan adjustments:
|
|
|
|
|
Amortization of prior service cost
|
Non-operational pension (cost)
credit
(1)
|
(4)
|
(5)
|
|
Amortization of net actuarial
loss
|
Non-operational pension (cost)
credit
(1)
|
26
|
24
|
|
Total before tax
|
|
22
|
19
|
|
Tax
|
Provision for taxes
|
(7)
|
(5)
|
|
Amounts reclassified
from OCI
|
|
15
|
14
|
(1) Amounts
include
a total of $3 million, for both the three months ended March 31, 2019
and 2018, reclassified from OCI to Income from discontinued operations (see
Note 3).
The
amounts in respect of Unrealized gains (losses) on available-for-sale
securities and Unrealized gains (losses) of cash flow hedge derivatives were
not significant for the three months ended March 31, 2019 and 2018.
27
Q1
2019 Financial Information
─
Note 15
Restructuring and related expenses
OS program
In
December 2018, the Company announced a two-year restructuring program with the
objective of simplifying its business model and structure through the
implementation of a new organizational structure driven by its businesses.
The program includes the elimination of the country and
regional structures within the current matrix organization, including the
elimination of the three regional Executive Committee roles.
The operating businesses will each be responsible for both
their customer-facing activities and business support functions, while the
remaining Group-level corporate activities will primarily focus on Group
strategy, portfolio and performance management, capital allocation, core technologies
and the ABB Ability
™
platform. The program is expected to be performed over two years
and incur restructuring expenses of $350 million.
The following table outlines the costs incurred in the three
months ended March 31, 2019, the cumulative costs incurred up to
March 31, 2019, and the total amount of costs expected to be incurred
under the program per operating segment:
|
|
|
Cost
incurred
|
Cumulative
net
|
|
|
|
|
Three
months ended
|
cost
incurred up to
|
Total
|
|
($ in millions)
|
|
March 31,
2019
|
March 31,
2019
|
Expected
Costs
|
|
Electrification Products
|
|
(2)
|
30
|
40
|
|
Industrial Automation
|
|
–
|
21
|
60
|
|
Robotics and Motion
|
|
–
|
1
|
50
|
|
Corporate and Other
|
|
1
|
12
|
200
|
|
Total
|
|
(1)
|
64
|
350
|
Of the total expected costs of $350 million the majority is
related to employee severance costs.
In the three months ended March 31, 2019, restructuring expenses
(income) recorded for this program relate to employee severance costs and are
included in “Total cost of sales”. Liabilities associated with this program at
March 31, 2019 and December 31, 2018, amount to $64 million and
$65 million, respectively, and are primarily included in “Other
provisions”.
Other
restructuring-related activities
In the three months ended
March 31, 2019 and 2018, the Company executed
various other restructuring related activities and incurred expenses of
$50 million and $12 million, respectively. These amounts relate
mainly to employee severance costs and are included in the following line items
in the Consolidated Income Statements:
|
|
|
|
Three months ended March 31,
|
|
($ in millions)
|
|
|
2019
|
2018
|
|
Total cost of sales
|
|
|
21
|
7
|
|
Selling, general and
administrative expenses
|
|
|
11
|
1
|
|
Non-order related research and
development expenses
|
|
|
–
|
–
|
|
Other income (expenses), net
|
|
|
18
|
4
|
|
Total
|
|
|
50
|
12
|
─
Note 16
Operating segment data
The Chief Operating Decision Maker (CODM) is the Chief Executive
Officer. The CODM allocates resources to and assesses the performance of each
operating segment using the information outlined below.
The
Company is organized into operating segments based on products and services and
these operating segments consist of Electrification Products, Industrial
Automation, and Robotics and Motion. The remaining operations of the Company
are included in Corporate and Other. Following the announcement in December
2018, to sell its Powers Grids business, the Company reclassified the results
of operations for this business and certain related amounts previously included
in Corporate and Other to discontinued operations (See Note 3). The segment information
for the three months ended March 31, 2018 and at December 31, 2018, has
been recast to reflect these changes.
A description of the types of products and services provided by
each reportable segment is as follows:
·
Electrification Products:
manufactures and sells products and solutions which
are designed to provide smarter and safer electrical flow from the substation
to the socket. The portfolio of increasingly digital and connected solutions
includes electric vehicle charging infrastructure, solar power
solutions, modular substation packages, distribution automation products,
switchboard and panelboards, switchgear, UPS solutions, circuit breakers,
measuring and sensing devices, control products, wiring accessories, enclosures
and cabling systems and intelligent home and building solutions, designed to
integrate and automate lighting, heating, ventilation, security and data
communication networks.
28
Q1
2019 Financial Information
·
Industrial Automation:
develops and sells integrated automation and
electrification systems and solutions, such as process and discrete control
solutions, advanced process control software and manufacturing execution
systems, sensing, measurement and analytical instrumentation and solutions,
electric ship propulsion systems, as well as solutions for modern machine and
factory automation and large turbochargers. In addition, the division offers a
comprehensive range of services ranging from repair to advanced services such
as remote monitoring, preventive maintenance and cybersecurity services.
·
Robotics and Motion:
manufactures and sells robotics, motors,
generators, drives, wind converters, components and systems for railways and related
services and digital solutions for a wide range of applications in industry,
transportation and infrastructure, and utilities.
·
Corporate and Other:
includes
headquarters, central research and development, the Company’s real
estate activities, Group Treasury Operations, historical operating activities
of certain divested businesses and other non-core operating activities.
The primary measure of profitability on which the operating
segments are evaluated is Operational EBITA, which represents income from
operations excluding:
·
amortization expense on intangibles arising upon acquisitions
(acquisition-related amortization),
·
restructuring, related and implementation costs,
·
changes in the amount recorded for obligations related to divested
businesses occurring after the divestment date (changes in obligations related
to divested businesses),
·
changes in estimates relating to opening balance sheets of
acquired businesses (changes in pre-acquisition estimates),
·
gains and losses from sale of businesses,
·
acquisition- and divestment-related expenses and integration
costs,
·
certain other non-operational items, as well as
·
foreign exchange/commodity timing differences in income from
operations consisting of: (a) unrealized gains and losses on derivatives
(foreign exchange, commodities, embedded derivatives), (b) realized gains and
losses on derivatives where the underlying hedged transaction has not yet been
realized, and (c) unrealized foreign exchange movements on
receivables/payables (and related assets/liabilities).
Certain other
non-operational items generally includes: certain regulatory, compliance and
legal costs, certain asset write downs/impairments as well as other items which
are determined by management on a case-by-case basis.
The CODM
primarily reviews the results of each segment on a basis that is before the
elimination of profits made on inventory sales between segments. Segment
results below are presented before these eliminations, with a total deduction
for intersegment profits to arrive at the Company’s consolidated Operational
EBITA. Intersegment sales and transfers are accounted for as if the sales and
transfers were to third parties, at current market prices.
The following tables present disaggregated segment revenues from
contracts with customers, Operational EBITA, and the reconciliations of
consolidated Operational EBITA to Income from continuing operations before
taxes for the three months ended March 31, 2019 and 2018, as well as total
assets at March 31, 2019, and December 31, 2018.
|
|
|
Three months ended March 31, 2019
|
|
|
|
Electrification
|
Industrial
|
Robotics
|
Corporate
|
|
|
($ in millions)
|
|
Products
|
Automation
|
and
Motion
|
and
Other
|
Total
|
|
Geographical markets
|
|
|
|
|
|
|
|
Europe
|
|
983
|
754
|
694
|
16
|
2,447
|
|
The Americas
|
|
1,106
|
392
|
700
|
–
|
2,198
|
|
Asia, Middle East and Africa
|
|
865
|
557
|
705
|
22
|
2,149
|
|
|
|
2,954
|
1,703
|
2,099
|
38
|
6,794
|
|
End Customer
Markets
|
|
|
|
|
|
|
|
Utilities
|
|
460
|
250
|
149
|
3
|
862
|
|
Industry
|
|
1,151
|
1,105
|
1,608
|
27
|
3,891
|
|
Transport & infrastructure
|
|
1,343
|
348
|
342
|
8
|
2,041
|
|
|
|
2,954
|
1,703
|
2,099
|
38
|
6,794
|
|
Product type
|
|
|
|
|
|
|
|
Products
|
|
2,577
|
568
|
1,531
|
39
|
4,715
|
|
Systems
|
|
140
|
417
|
236
|
(1)
|
792
|
|
Services and other
|
|
237
|
718
|
332
|
–
|
1,287
|
|
|
|
2,954
|
1,703
|
2,099
|
38
|
6,794
|
|
|
|
|
|
|
|
|
|
Third-party revenues
|
|
2,954
|
1,703
|
2,099
|
38
|
6,794
|
|
Intersegment revenues
(1)
|
|
103
|
35
|
130
|
(215)
|
53
|
|
Total Revenues
|
|
3,057
|
1,738
|
2,229
|
(177)
|
6,847
|
29
Q1
2019 Financial Information
|
|
|
Three months ended March 31, 2018
|
|
|
|
Electrification
|
Industrial
|
Robotics
|
Corporate
|
|
|
($ in millions)
|
|
Products
|
Automation
|
and
Motion
|
and
Other
|
Total
|
|
Geographical
markets
|
|
|
|
|
|
|
|
Europe
|
|
937
|
808
|
709
|
22
|
2,476
|
|
The Americas
|
|
648
|
377
|
684
|
10
|
1,719
|
|
Asia, Middle East and Africa
|
|
800
|
639
|
692
|
56
|
2,187
|
|
|
|
2,385
|
1,824
|
2,085
|
88
|
6,382
|
|
End Customer
Markets
|
|
|
|
|
|
|
|
Utilities
|
|
573
|
296
|
167
|
62
|
1,098
|
|
Industry
|
|
1,051
|
1,077
|
1,622
|
13
|
3,763
|
|
Transport & infrastructure
|
|
761
|
451
|
296
|
13
|
1,521
|
|
|
|
2,385
|
1,824
|
2,085
|
88
|
6,382
|
|
Product type
|
|
|
|
|
|
|
|
Products
|
|
2,085
|
639
|
1,511
|
16
|
4,251
|
|
Systems
|
|
137
|
464
|
244
|
72
|
917
|
|
Services and other
|
|
163
|
721
|
330
|
–
|
1,214
|
|
|
|
2,385
|
1,824
|
2,085
|
88
|
6,382
|
|
|
|
|
|
|
|
|
|
Third-party revenues
|
|
2,385
|
1,824
|
2,085
|
88
|
6,382
|
|
Intersegment revenues
(1)
|
|
109
|
35
|
124
|
(209)
|
59
|
|
Total Revenues
|
|
2,494
|
1,859
|
2,209
|
(121)
|
6,441
|
(1) Intersegment
revenues include sales to the Power Grids business which is presented as
discontinued operations and are not eliminated from Total revenues.
|
|
Three months ended
|
|
|
March 31,
|
|
($ in millions)
|
2019
|
2018
|
|
Operational EBITA:
|
|
|
|
Electrification Products
|
377
|
377
|
|
Industrial Automation
|
226
|
262
|
|
Robotics and Motion
|
337
|
338
|
|
Corporate and Other
(1)
|
(174)
|
(225)
|
|
Consolidated Operational
EBITA
|
766
|
752
|
|
Acquisition-related
amortization
|
(68)
|
(63)
|
|
Restructuring, related and
implementation costs
(2)
|
(68)
|
(7)
|
|
Changes in obligations related
to divested businesses
|
(3)
|
(7)
|
|
Gains and losses from sale of
businesses
|
(1)
|
(6)
|
|
Acquisition- and
divestment-related expenses and integration costs
|
(24)
|
(25)
|
|
Foreign exchange/commodity
timing differences in income from operations:
|
|
|
|
Unrealized gains and losses on
derivatives (foreign exchange, commodities, embedded derivatives)
|
6
|
(13)
|
|
Realized gains and losses on
derivatives where the underlying hedged transaction has not yet been realized
|
(1)
|
9
|
|
Unrealized foreign exchange
movements on receivables/payables (and related assets/liabilities)
|
16
|
(9)
|
|
Certain other
non-operational items:
|
|
|
|
Costs for planned divestment
of Power Grids
|
(20)
|
–
|
|
Regulatory, compliance and
legal costs
|
(8)
|
(3)
|
|
Division transformation costs
|
(3)
|
(2)
|
|
Losses and other (costs)
recoveries on Korea fraud
|
1
|
(3)
|
|
Other non-operational items
|
(3)
|
3
|
|
Income from operations
|
590
|
626
|
|
Interest and dividend income
|
19
|
22
|
|
Interest and other finance
expense
|
(62)
|
(89)
|
|
Non-operational pension (cost)
credit
|
23
|
27
|
|
Income from continuing
operations before taxes
|
570
|
586
|
(1) Corporate
and Other includes Stranded corporate costs of $67 million and $76 million at
March 31, 2019 and 2018, respectively.
(2) Amounts
in 2019 include $19 million of implementation costs in relation to the OS
program.
30
Q1
2019 Financial Information
|
|
Total assets
(1), (2)
|
|
($ in millions)
|
March 31,
2019
|
December
31, 2018
|
|
Electrification Products
|
12,404
|
12,049
|
|
Industrial Automation
|
6,811
|
6,669
|
|
Robotics and Motion
|
8,595
|
8,397
|
|
Corporate and Other
|
17,792
|
17,326
|
|
Consolidated
|
45,602
|
44,441
|
(1)
Total assets are after intersegment eliminations and therefore reflect
third-party assets only.
(2) Assets
held for sale of $8,982 million and $8,591 million are included in Corporate
and Other at March 31, 2019 and December 31, 2018, respectively (see Note 3).
2019 Realignment of segments
On December 17, 2018, the Company announced a reorganization of
its operating segments into four customer-focused, entrepreneurial businesses.
Effective April 1, 2019:
·
the Electrification Products segment was renamed the Electrification
segment,
·
the Industrial Automation segment remains unchanged except that it
now excludes the Machine and Factory Automation business, which has been transferred
to the new Robotics and Discrete Automation segment,
·
the new Robotics and Discrete Automation segment includes the
combined businesses of the Machine and Factory Automation business, previously
included in the Industrial Automation segment, and the Robotics business from
the former Robotics and Motion segment, and
·
the new Motion segment contains the remaining businesses of the
former Robotics and Motion segment.
31
Q1
2019 Financial Information
32
Q1
2019 Financial Information
—
Supplemental Reconciliations and
Definitions
The following reconciliations and definitions include measures
which ABB uses to supplement its Consolidated Financial Information (unaudited)
which is prepared in accordance with United States generally accepted
accounting principles (U.S. GAAP). Certain of these financial measures are, or
may be, considered non-GAAP financial measures as defined in the rules of the
U.S. Securities and Exchange Commission (SEC).
While ABB’s management believes that the non-GAAP financial
measures herein are useful in evaluating ABB’s operating results, this
information should be considered as supplemental in nature and not as a
substitute for the related financial information prepared in accordance with
U.S. GAAP. Therefore these measures should not be viewed in isolation but
considered together with the Consolidated Financial Information (unaudited)
prepared in accordance with U.S. GAAP as of and for the three months ended
March 31, 2019.
On January 1, 2018, the Company adopted a new accounting standard,
Revenue from contracts with customers, and consistent with the method of
adoption elected, comparative information for 2017 has not been restated and
continues to be reported under the accounting standards previously in effect
for that period (see Note 2 to the Consolidated Financial Information). In
addition, on January 1, 2019, the Company adopted a new accounting standard for
lease accounting. Consistent with the method of adoption elected, comparable
information has not been restated to reflect the adoption of this new standard
and continues to be measured and reported under the accounting standard in
effect for those period presented.
Comparable growth rates
Growth rates for certain key figures may be presented and
discussed on a “comparable” basis. The comparable growth rate measures growth
on a constant currency basis. Since we are a global company, the comparability
of our operating results reported in U.S. dollars is affected by foreign
currency exchange rate fluctuations. We calculate the impacts from foreign
currency fluctuations by translating the current-year periods’ reported key
figures into U.S. dollar amounts using the exchange rates in effect for the
comparable periods in the previous year.
Comparable growth rates are also adjusted for changes in our
business portfolio. Adjustments to our business portfolio occur due to
acquisitions, divestments, or by exiting specific business activities or
customer markets. The adjustment for portfolio changes is calculated as
follows: where the results of any business acquired or divested have not been
consolidated and reported for the entire duration of both the current and
comparable periods, the reported key figures of such business are adjusted to
exclude the relevant key figures of any corresponding quarters which are not
comparable when computing the comparable growth rate. Certain portfolio changes
which do not qualify as divestments under U.S. GAAP have been treated in a
similar manner to divestments. Changes in our portfolio where we have exited
certain business activities or customer markets are adjusted as if the relevant
business was divested in the period when the decision to cease business
activities was taken. We do not adjust for portfolio changes where the relevant
business has annualized revenues of less than $50 million.
The following tables provide reconciliations of reported growth
rates of certain key figures to their respective comparable growth rate.
Divisional comparable growth rate reconciliation
|
|
Q1 2019 compared to Q1 2018
|
|
|
Order growth rate
|
|
Revenue growth rate
|
|
|
US$
|
Foreign
|
|
|
|
US$
|
Foreign
|
|
|
|
|
(as
|
exchange
|
Portfolio
|
|
|
(as
|
exchange
|
Portfolio
|
|
|
Division
|
reported)
|
impact
|
changes
|
Comparable
|
|
reported)
|
impact
|
changes
|
Comparable
|
|
Electrification Products
|
21%
|
7%
|
-22%
|
6%
|
|
23%
|
7%
|
-25%
|
5%
|
|
Industrial Automation
|
-11%
|
6%
|
0%
|
-5%
|
|
-7%
|
7%
|
0%
|
0%
|
|
Robotics and Motion
|
-1%
|
6%
|
0%
|
5%
|
|
1%
|
6%
|
0%
|
7%
|
|
ABB Group
|
1%
|
6%
|
-4%
|
3%
|
|
6%
|
7%
|
-9%
|
4%
|
Regional comparable growth rate reconciliation
|
|
Q1 2019 compared to Q1 2018
|
|
|
Order growth rate
|
|
Revenue growth rate
|
|
|
US$
|
Foreign
|
|
|
|
US$
|
Foreign
|
|
|
|
|
(as
|
exchange
|
Portfolio
|
|
|
(as
|
exchange
|
Portfolio
|
|
|
Region
|
reported)
|
impact
|
changes
|
Comparable
|
|
reported)
|
impact
|
changes
|
Comparable
|
|
Europe
|
-8%
|
8%
|
-3%
|
-3%
|
|
-1%
|
9%
|
-4%
|
4%
|
|
The Americas
|
28%
|
3%
|
-22%
|
9%
|
|
28%
|
3%
|
-25%
|
6%
|
|
Asia, Middle East and Africa
|
-7%
|
5%
|
7%
|
5%
|
|
-2%
|
6%
|
-2%
|
2%
|
|
ABB Group
|
1%
|
6%
|
-4%
|
3%
|
|
6%
|
7%
|
-9%
|
4%
|
33
Q1
2019 Financial Information
Order backlog growth rate reconciliation
|
|
March 31, 2019 compared to March 31, 2018
|
|
|
|
US$
|
Foreign
|
|
|
|
|
|
(as
|
exchange
|
Portfolio
|
|
|
|
Division
|
reported)
|
impact
|
changes
|
Comparable
|
|
|
Electrification Products
|
28%
|
8%
|
-30%
|
6%
|
|
|
Industrial Automation
|
-5%
|
7%
|
0%
|
2%
|
|
|
Robotics and Motion
|
2%
|
7%
|
0%
|
9%
|
|
|
ABB Group
|
2%
|
7%
|
-3%
|
6%
|
|
Other growth rate reconciliations
|
|
Q1 2019 compared to Q1 2018
|
|
|
|
|
US$
|
Foreign
|
|
|
|
|
|
|
|
|
|
(as
|
exchange
|
Portfolio
|
|
|
|
|
|
|
|
|
reported)
|
impact
|
changes
|
Comparable
|
|
|
|
|
|
|
Large orders
|
-66%
|
2%
|
22%
|
-42%
|
|
|
|
|
|
|
Base orders
|
8%
|
7%
|
-9%
|
6%
|
|
|
|
|
|
|
Service orders
|
6%
|
7%
|
-7%
|
6%
|
|
|
|
|
|
|
Service revenues
|
6%
|
7%
|
-7%
|
6%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following information presents a reconciliation
of growth rates of orders and revenues for 2018 compared with 2017 on a
continuing operations basis.
Divisional comparable growth rate reconciliation
|
|
Q1 2018 compared to Q1 2017
|
|
|
Order growth rate
|
|
Revenue growth rate
|
|
|
US$
|
Foreign
|
|
|
|
US$
|
Foreign
|
|
|
|
|
(as
|
exchange
|
Portfolio
|
|
|
(as
|
exchange
|
Portfolio
|
|
|
Division
|
reported)
|
impact
|
changes
|
Comparable
|
|
reported)
|
impact
|
changes
|
Comparable
|
|
Electrification Products
|
10%
|
-7%
|
0%
|
3%
|
|
9%
|
-7%
|
0%
|
2%
|
|
Industrial Automation
|
26%
|
-9%
|
-13%
|
4%
|
|
23%
|
-9%
|
-14%
|
0%
|
|
Robotics and Motion
|
18%
|
-7%
|
0%
|
11%
|
|
15%
|
-7%
|
0%
|
8%
|
|
ABB Group
|
21%
|
-9%
|
-4%
|
8%
|
|
13%
|
-8%
|
-2%
|
3%
|
34
Q1
2019 Financial Information
Operational EBITA margin
Definition
Operational
EBITA margin
Operational EBITA margin is Operational EBITA as a percentage of
Operational revenues.
Operational
EBITA
Operational
earnings before interest, taxes and acquisition-related amortization
(Operational EBITA) represents Income from operations excluding:
·
acquisition-related amortization (as defined below),
·
restructuring, related and implementation costs,
·
changes in the amount recorded for obligations related to divested
businesses occurring after the divestment date (changes in obligations related
to divested businesses),
·
changes in estimates relating to opening balance sheets of
acquired businesses (changes in pre-acquisition estimates),
·
gains and losses from sale of businesses,
·
acquisition- and divestment-related expenses and integration costs,
·
certain other non-operational items, as well as
·
foreign exchange/commodity timing differences in income from
operations consisting of: (a) unrealized gains and losses on derivatives
(foreign exchange, commodities, embedded derivatives), (b) realized gains
and losses on derivatives where the underlying hedged transaction has not yet
been realized, and (c) unrealized foreign exchange movements on
receivables/payables (and related assets/liabilities).
Certain other non-operational items generally includes: certain
regulatory, compliance and legal costs, certain asset write downs/impairments
as well as other items which are determined by management on a case-by-case
basis.
Operational EBITA is our measure of segment profit but is also
used by management to evaluate the profitability of the Company as a whole.
Acquisition-related
amortization
Amortization expense on intangibles arising upon acquisitions.
Restructuring,
related and implementation costs
Restructuring, related and implementation costs consists of restructuring
and other related expenses, as well as internal and external costs relating to
the implementation of group-wide restructuring programs.
Operational
revenues
The Company presents Operational revenues solely for the purpose
of allowing the computation of Operational EBITA margin. Operational revenues
are total revenues adjusted for foreign exchange/commodity timing differences
in total revenues of: (i) unrealized gains and losses on derivatives,
(ii) realized gains and losses on derivatives where the underlying hedged
transaction has not yet been realized, and (iii) unrealized foreign
exchange movements on receivables (and related assets). Operational revenues
are not intended to be an alternative measure to Total Revenues, which
represent our revenues measured in accordance with U.S. GAAP.
Reconciliation
The following tables provide reconciliations of consolidated
Operational EBITA to Net Income and Operational EBITA Margin by division.
Reconciliation of consolidated Operational EBITA to Net Income
|
|
Three months ended March 31,
|
|
($ in millions)
|
2019
|
2018
|
|
Operational EBITA
|
766
|
752
|
|
Acquisition-related amortization
|
(68)
|
(63)
|
|
Restructuring, related and
implementation costs
(1)
|
(68)
|
(7)
|
|
Changes in obligations related
to divested businesses
|
(3)
|
(7)
|
|
Gains and losses from sale of
businesses
|
(1)
|
(6)
|
|
Acquisition- and
divestment-related expenses and integration costs
|
(24)
|
(25)
|
|
Certain other non-operational
items
|
(33)
|
(5)
|
|
FX/commodity timing
differences in income from operations
|
21
|
(13)
|
|
Income from operations
|
590
|
626
|
|
Interest and dividend income
|
19
|
22
|
|
Interest and other finance
expense
|
(62)
|
(89)
|
|
Non-operational pension (cost)
credit
|
23
|
27
|
|
Income from continuing
operations before taxes
|
570
|
586
|
|
Provision for taxes
|
(155)
|
(172)
|
|
Income from continuing
operations, net of tax
|
415
|
414
|
|
Income from discontinued
operations, net of tax
|
149
|
186
|
|
Net income
|
564
|
600
|
(1)
Amounts in 2019 include $19 million of implementation costs in relation to
the OS program.
35
Q1
2019 Financial Information
Reconciliation
of Operational EBITA margin by division
|
|
|
Three months ended March 31, 2019
|
|
|
|
|
|
|
Corporate
and
|
|
|
|
|
|
|
|
Other
and
|
|
|
|
|
Electrification
|
Industrial
|
Robotics
|
Intersegment
|
|
|
($ in millions, unless
otherwise indicated)
|
|
Products
|
Automation
|
and
Motion
|
elimination
|
Consolidated
|
|
Total revenues
|
|
3,057
|
1,738
|
2,229
|
(177)
|
6,847
|
|
Foreign exchange/commodity
timing
|
|
|
|
|
|
|
|
differences in total
revenues:
|
|
|
|
|
|
|
|
Unrealized gains and losses
|
|
|
|
|
|
|
|
on derivatives
|
|
(1)
|
–
|
(2)
|
–
|
(3)
|
|
Realized gains and losses on
derivatives
|
|
|
|
|
|
|
|
where the underlying hedged
|
|
|
|
|
|
|
|
transaction has not yet been
realized
|
|
–
|
(4)
|
(1)
|
1
|
(4)
|
|
Unrealized foreign exchange
movements
|
|
|
|
|
|
|
|
on receivables (and related
assets)
|
|
(4)
|
3
|
(1)
|
(2)
|
(4)
|
|
Operational revenues
|
|
3,052
|
1,737
|
2,225
|
(178)
|
6,836
|
|
|
|
|
|
|
|
|
|
Income (loss) from
operations
|
|
297
|
198
|
325
|
(230)
|
590
|
|
Acquisition-related
amortization
|
|
29
|
20
|
14
|
5
|
68
|
|
Restructuring, related and
|
|
|
|
|
|
|
|
implementation costs
|
|
40
|
5
|
3
|
20
|
68
|
|
Changes in obligations related
to
|
|
|
|
|
|
|
|
divested businesses
|
|
–
|
–
|
–
|
3
|
3
|
|
Gains and losses from sale of
businesses
|
|
1
|
–
|
–
|
–
|
1
|
|
Acquisition- and
divestment-related expenses
|
|
|
|
|
|
|
|
and integration costs
|
|
22
|
–
|
–
|
2
|
24
|
|
Certain other non-operational
items
|
|
1
|
2
|
3
|
27
|
33
|
|
Foreign exchange/commodity
timing
|
|
|
|
|
|
|
|
differences in income from
operations:
|
|
|
|
|
|
|
|
Unrealized gains and losses on
derivatives
|
|
|
|
|
|
|
|
(foreign exchange,
commodities,
|
|
|
|
|
|
|
|
embedded derivatives)
|
|
(7)
|
4
|
(5)
|
2
|
(6)
|
|
Realized gains and losses on derivatives
|
|
|
|
|
|
|
|
where the underlying hedged
|
|
|
|
|
|
|
|
transaction has not yet been
realized
|
|
2
|
(1)
|
(1)
|
1
|
1
|
|
Unrealized foreign exchange
movements
|
|
|
|
|
|
|
|
on receivables/payables
|
|
|
|
|
|
|
|
(and related
assets/liabilities)
|
|
(8)
|
(2)
|
(2)
|
(4)
|
(16)
|
|
Operational EBITA
|
|
377
|
226
|
337
|
(174)
|
766
|
|
|
|
|
|
|
|
|
|
Operational EBITA margin
(%)
|
|
12.4%
|
13.0%
|
15.1%
|
n.a.
|
11.2%
|
In the three months ended March 31, 2019, Certain other
non-operational items in table above includes the following:
|
|
|
Three months ended March 31, 2019
|
|
|
|
Electrification
|
Industrial
|
Robotics
|
Corporate
|
|
|
($ in millions, unless
otherwise indicated)
|
|
Products
|
Automation
|
and
Motion
|
and
Other
|
Consolidated
|
|
Certain other
non-operational items:
|
|
|
|
|
|
|
|
Costs for planned divestment
of Power Grids
|
|
–
|
–
|
–
|
20
|
20
|
|
Regulatory, compliance and
legal costs
|
|
–
|
–
|
–
|
8
|
8
|
|
Division transformation costs
|
|
–
|
–
|
3
|
–
|
3
|
|
Losses and other costs
(recoveries)
|
|
|
|
|
|
|
|
on Korea fraud
|
|
–
|
–
|
–
|
(1)
|
(1)
|
|
Other non-operational items
|
|
1
|
2
|
–
|
–
|
3
|
|
Total
|
|
1
|
2
|
3
|
27
|
33
|
36
Q1
2019 Financial Information
|
|
|
Three months ended March 31, 2018
|
|
|
|
|
|
|
Corporate
and
|
|
|
|
|
|
|
|
Other
and
|
|
|
|
|
Electrification
|
Industrial
|
Robotics
|
Intersegment
|
|
|
($ in millions, unless otherwise
indicated)
|
|
Products
|
Automation
|
and
Motion
|
elimination
|
Consolidated
|
|
Total revenues
|
|
2,494
|
1,859
|
2,209
|
(121)
|
6,441
|
|
Foreign exchange/commodity
timing
|
|
|
|
|
|
|
|
differences in total
revenues:
|
|
|
|
|
|
|
|
Unrealized gains and losses
|
|
|
|
|
|
|
|
on derivatives
|
|
(4)
|
(4)
|
4
|
8
|
4
|
|
Realized gains and losses on
derivatives
|
|
|
|
|
|
|
|
where the underlying hedged
|
|
|
|
|
|
|
|
transaction has not yet been
realized
|
|
–
|
3
|
–
|
(11)
|
(8)
|
|
Unrealized foreign exchange
movements
|
|
|
|
|
|
|
|
on receivables (and related
assets)
|
|
(2)
|
–
|
(3)
|
8
|
3
|
|
Operational revenues
|
|
2,488
|
1,858
|
2,210
|
(116)
|
6,440
|
|
|
|
|
|
|
|
|
|
Income (loss) from
operations
|
|
325
|
237
|
313
|
(249)
|
626
|
|
Acquisition-related
amortization
|
|
20
|
23
|
16
|
4
|
63
|
|
Restructuring, related and
|
|
|
|
|
|
|
|
implementation costs
|
|
4
|
2
|
4
|
(3)
|
7
|
|
Changes in obligations related
to
|
|
|
|
|
|
|
|
divested businesses
|
|
–
|
–
|
–
|
7
|
7
|
|
Gains and losses from sale of
businesses
|
|
–
|
3
|
–
|
3
|
6
|
|
Acquisition- and
divestment-related expenses
|
|
|
|
|
|
|
|
and integration costs
|
|
24
|
1
|
–
|
–
|
25
|
|
Certain other non-operational
items
|
|
(2)
|
–
|
1
|
6
|
5
|
|
Foreign exchange/commodity
timing
|
|
|
|
|
|
|
|
differences in income from
operations:
|
|
|
|
|
|
|
|
Unrealized gains and losses on
derivatives
|
|
|
|
|
|
|
|
(foreign exchange,
commodities,
|
|
|
|
|
|
|
|
embedded derivatives)
|
|
6
|
(8)
|
2
|
13
|
13
|
|
Realized gains and losses on
derivatives
|
|
|
|
|
|
|
|
where the underlying hedged
|
|
|
|
|
|
|
|
transaction has not yet been
realized
|
|
–
|
2
|
–
|
(11)
|
(9)
|
|
Unrealized foreign exchange
movements
|
|
|
|
|
|
|
|
on receivables/payables
|
|
|
|
|
|
|
|
(and related
assets/liabilities)
|
|
–
|
2
|
2
|
5
|
9
|
|
Operational EBITA
|
|
377
|
262
|
338
|
(225)
|
752
|
|
|
|
|
|
|
|
|
|
Operational EBITA margin
(%)
|
|
15.2%
|
14.1%
|
15.3%
|
n.a.
|
11.7%
|
In the three months ended March 31, 2018, Certain other
non-operational items in table above includes the following:
|
|
|
Three months ended March 31, 2018
|
|
|
|
Electrification
|
Industrial
|
Robotics
|
Corporate
|
|
|
($ in millions, unless
otherwise indicated)
|
|
Products
|
Automation
|
and
Motion
|
and
Other
|
Consolidated
|
|
Certain other
non-operational items:
|
|
|
|
|
|
|
|
Regulatory, compliance and
legal costs
|
|
–
|
–
|
–
|
3
|
3
|
|
Division transformation costs
|
|
–
|
–
|
1
|
1
|
2
|
|
Losses and other costs
(recoveries)
|
|
|
|
|
|
|
|
on Korea fraud
|
|
–
|
–
|
–
|
3
|
3
|
|
Other non-operational items
|
|
(2)
|
–
|
–
|
(1)
|
(3)
|
|
Total
|
|
(2)
|
–
|
1
|
6
|
5
|
37
Q1
2019 Financial Information
Operational EPS
Definition
Operational
EPS
Operational EPS is calculated as Operational net income divided by
the weighted-average number of shares outstanding used in determining basic
earnings per share.
Operational
net income
Operational net income is calculated as Net income attributable to
ABB adjusted for the following:
(i)
acquisition-related
amortization,
(ii)
restructuring,
related and implementation costs
(iii)
non-operational
pension cost (credit),
(iv)
changes
in obligations related to divested businesses,
(v)
changes
in pre-acquisition estimates,
(vi)
gains
and losses from sale of businesses,
(vii)
acquisition-
and divestment-related expenses and integration costs,
(viii)
certain
other non-operational items,
(ix)
foreign
exchange/commodity timing differences in income from operations consisting of:
(a) unrealized gains and losses on derivatives (foreign exchange,
commodities, embedded derivatives), (b) realized gains and losses on
derivatives where the underlying hedged transaction has not yet been realized,
and (c) unrealized foreign exchange movements on receivables/payables (and
related assets/liabilities), and
(x)
The
amount of income tax on operational adjustments either estimated using the
Adjusted Group effective tax rate or in certain specific cases, computed using
the actual income tax effects of the relevant item in (i) to (ix) above.
Acquisition-related
amortization
Amortization expense on intangibles arising upon acquisitions.
Restructuring,
related and implementation costs
Restructuring,
related and implementation costs consists of restructuring and other related
expenses, as well as internal and external costs relating to the implementation
of group-wide restructuring programs.
Adjusted Group
effective tax rate
The Adjusted Group effective tax rate is computed by dividing an
adjusted provision for taxes by an adjusted income from continuing operations
before taxes. Certain amounts recorded in income from continuing operations
before taxes and the related provision for taxes (primarily gains and losses
from sale of businesses) are excluded from the computation.
Constant
currency Operational EPS adjustment and Operational EPS growth rate (constant
currency)
In connection with ABB’s 2015-2020 targets, Operational EPS growth
is measured assuming 2014 as the base year and uses constant exchange rates. We
compute the constant currency operational net income for all periods using the
relevant monthly exchange rates which were in effect during 2014 and any
difference in computed Operational net income is divided by the relevant
weighted-average number of shares outstanding to identify the constant currency
Operational EPS adjustment.
Reconciliation
|
|
Three months ended March 31,
|
|
|
($ in millions, except per
share data in $)
|
2019
|
2018
|
Growth
(3)
|
|
Net income (attributable
to ABB)
|
535
|
572
|
|
|
Operational adjustments:
|
|
|
|
|
Acquisition-related
amortization
|
68
|
63
|
|
|
Restructuring, related and
implementation costs
(1)
|
68
|
7
|
|
|
Non-operational pension cost
(credit)
|
(23)
|
(27)
|
|
|
Changes in obligations related
to divested businesses
|
3
|
7
|
|
|
Gains and losses from sale of
businesses
|
1
|
6
|
|
|
Acquisition- and
divestment-related expenses and integration costs
|
24
|
25
|
|
|
Certain other non-operational
items
|
33
|
5
|
|
|
FX/commodity timing
differences in income from operations
|
(21)
|
13
|
|
|
Operational adjustments in
discontinued operations
|
6
|
36
|
|
|
Tax on operational adjustments
(2)
|
(42)
|
(38)
|
|
|
Operational net income
|
652
|
669
|
-3%
|
|
|
|
|
|
|
Weighted-average number
of shares outstanding (in millions)
|
2,132
|
2,134
|
|
|
|
|
|
|
|
Operational EPS
|
0.31
|
0.31
|
-3%
|
|
Constant currency Operational
EPS adjustment
|
0.05
|
0.04
|
|
|
Operational EPS
(constant currency basis - 2014 exchange rates)
|
0.36
|
0.35
|
5%
|
(1)
Amounts in 2019 include $19 million of implementation costs in relation to the
OS program.
(2)
Tax amount is computed by applying the Adjusted Group effective tax rate to the
operational adjustments, except for gains and losses from sale of businesses
for which the actual provision for taxes resulting from the gain or loss has
been computed.
(3)
Growth is computed using unrounded EPS amounts.
38
Q1
2019 Financial Information
Net debt
Definition
Net debt
Net debt is defined as Total debt less Cash and marketable
securities.
Total debt
Total debt is the sum of Short-term debt and current maturities of
long-term debt, and Long-term debt.
Cash and
marketable securities
Cash and marketable securities is the sum of Cash and equivalents,
and Marketable securities and short-term investments.
Reconciliation
|
($ in millions)
|
March 31,
2019
|
December
31, 2018
|
|
Short-term debt and current
maturities of long-term debt
|
1,468
|
2,031
|
|
Long-term debt
|
7,050
|
6,587
|
|
Total debt
|
8,518
|
8,618
|
|
Cash and equivalents
|
2,734
|
3,445
|
|
Marketable securities and
short-term investments
|
833
|
712
|
|
Cash and marketable
securities
|
3,567
|
4,157
|
|
Net debt
|
4,951
|
4,461
|
Net working capital as a percentage of revenues
Definition
Net working
capital as a percentage of revenues
Net working capital as a percentage of revenues is calculated as
Net working capital divided by Adjusted revenues for the trailing twelve
months.
Net working
capital
Net working capital is the sum of (i) receivables, net, (ii)
contract assets, (iii) inventories, net, and (iv) prepaid expenses; less (v)
accounts payable, trade, (vi) contract liabilities, and (vii) other current
liabilities (excluding primarily: (a) income taxes payable, (b) current
derivative liabilities, and (c) pension and other employee benefits); and
including the amounts related to these accounts which have been presented as
either assets or liabilities held for sale but excluding any amounts included
in discontinued operations.
Adjusted
revenues for the trailing twelve months
Adjusted revenues for the trailing twelve months includes total
revenues recorded by ABB in the twelve months preceding the relevant balance
sheet date adjusted to eliminate revenues of divested businesses and the
estimated impact of annualizing revenues of certain acquisitions which were
completed in the same trailing twelve-month period.
Reconciliation
|
($ in millions, unless
otherwise indicated)
|
March 31,
2019
|
March 31,
2018
|
|
Net working capital:
|
|
|
|
Receivables, net
|
6,499
|
6,027
|
|
Contract assets
|
1,094
|
1,213
|
|
Inventories, net
|
4,459
|
4,085
|
|
Prepaid expenses
|
252
|
282
|
|
Accounts payable, trade
|
(4,081)
|
(3,710)
|
|
Contract liabilities
|
(1,690)
|
(1,742)
|
|
Other current liabilities
(1)
|
(3,323)
|
(2,805)
|
|
Net working capital
|
3,210
|
3,350
|
|
Total revenues for the
three months ended:
|
|
|
|
March 31, 2019 / 2018
|
6,847
|
6,441
|
|
December 31, 2018 / 2017
|
7,395
|
6,804
|
|
September 30, 2018 / 2017
|
7,095
|
6,486
|
|
June 30, 2018 / 2017
|
6,731
|
6,187
|
|
Adjustment to
annualize/eliminate revenues of certain acquisitions/divestments
|
495
|
95
|
|
Adjusted revenues for
the trailing twelve months
|
28,563
|
26,013
|
|
Net working capital as a
percentage of revenues (%)
|
11.2%
|
12.9%
|
(1) Amounts
exclude $568 million and $540 million at March 31, 2019 and 2018,
respectively, related primarily to (a) income taxes payable, (b) current
derivative liabilities, and (c) pension and other employee benefits.
39
Q1
2019 Financial Information
Free cash flow conversion to net income
Definition
Free cash flow
conversion to net income
Free cash flow conversion to net income is calculated as adjusted
free cash flow divided by Net income attributable to ABB.
Adjusted free
cash flow
Adjusted free cash flow is calculated as net cash provided by
operating activities adjusted for: (i) purchases of property, plant and
equipment and intangible assets, (ii) proceeds from sales of property, plant
and equipment, and (iii) changes in financing and other non-current
receivables, net (included in other investing activities).
Free cash flow
for the trailing twelve months
Free cash flow for the trailing twelve months includes adjusted free
cash flow recorded by ABB in the twelve months preceding the relevant balance
sheet date.
Net income for
the trailing twelve months
Net income for the trailing twelve months includes net income
recorded by ABB in the twelve months preceding the relevant balance sheet date.
Free cash flow conversion to net income
|
|
Twelve months to
|
|
($ in millions, unless
otherwise indicated)
|
March 31,
2019
|
December
31, 2018
|
|
Net cash provided by
operating activities
|
3,186
|
2,924
|
|
Adjusted for the effects of:
|
|
|
|
Continuing operations:
|
|
|
|
Purchases of property, plant
and equipment and intangible assets
|
(788)
|
(772)
|
|
Proceeds from sale of
property, plant and equipment
|
96
|
72
|
|
Changes in financing
receivables and other non-current receivables
|
(5)
|
(8)
|
|
Discontinued operations:
|
|
|
|
Purchases of property, plant
and equipment and intangible assets
|
(197)
|
(201)
|
|
Proceeds from sale of
property, plant and equipment
|
6
|
8
|
|
Changes in financing
receivables and other non-current receivables
|
1
|
1
|
|
Adjusted free cash flow
|
2,299
|
2,024
|
|
Net income attributable
to ABB
|
2,136
|
2,173
|
|
Free cash flow
conversion to net income
|
108%
|
93%
|
Reconciliation of the trailing
twelve months to March 31, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
cash provided by operating activities
|
Continuing operations
|
|
Discontinued operations
|
Net
income attributable
to ABB
|
|
($ in millions)
|
Purchases
of property, plant and equipment and intangible assets
|
Proceeds
from
sale of property, plant and equipment
|
Changes
in financing receivables
and
other
non-current
receivables
|
|
Purchases
of property, plant and equipment and intangible assets
|
Proceeds
from
sale of property, plant and equipment
|
Changes
in
financing
receivables
and
other
non-current
receivables
|
|
Q2 2018
|
1,010
|
(154)
|
18
|
–
|
|
(43)
|
1
|
1
|
681
|
|
Q3 2018
|
565
|
(192)
|
7
|
(6)
|
|
(47)
|
1
|
–
|
603
|
|
Q4 2018
|
1,867
|
(235)
|
23
|
(1)
|
|
(64)
|
4
|
–
|
317
|
|
Q1 2019
|
(256)
|
(207)
|
48
|
2
|
|
(43)
|
–
|
–
|
535
|
|
Total for the trailing
twelve months
to March 31, 2019
|
3,186
|
(788)
|
96
|
(5)
|
|
(197)
|
6
|
1
|
2,136
|
Finance net
Definition
Finance net is calculated as Interest and dividend income less
Interest and other finance expense.
Reconciliation
|
|
Three months ended March 31,
|
|
($ in millions)
|
2019
|
2018
|
|
Interest and dividend income
|
19
|
22
|
|
Interest and other finance
expense
|
(62)
|
(89)
|
|
Finance net
|
(43)
|
(67)
|
40
Q1
2019 Financial Information
Book-to-bill
ratio
Definition
Book-to-bill ratio is calculated as Orders received divided by
Total revenues.
Reconciliation
|
|
Three months ended March 31,
|
|
($ in millions, unless
otherwise indicated)
|
2019
|
2018
|
|
Orders received
|
7,613
|
7,555
|
|
Total revenues
|
6,847
|
6,441
|
|
Book-to-bill ratio
|
1.11
|
1.17
|
41
Q1
2019 Financial Information
—
ABB
Ltd
Corporate Communications
P.O.
Box
8131
805
0
Zurich
Switzerland
Tel:
+41
(0)43
317
71
11
Fax:
+41
(0)43
317
79
58
www.abb.com
42
Q1
2019 Financial Information
—
ZURICH, SWITZERLAND, APRIL 17, 2019
ABB names Peter Voser as interim CEO
Ulrich Spiesshofer steps down
The Board of Directors of ABB and its CEO Ulrich Spiesshofer (55)
have mutually agreed for him to step down from his role, which he has held
since 2013. The Chairman of the Board, Peter Voser (61), will become interim
CEO in addition to his current role, with immediate effect. An official search
to find a new CEO has been initiated.
Peter Voser: “On behalf of the Board and the employees of ABB, I
would like to personally thank Ulrich for his dedication and commitment to
ABB’s customers and employees not only as CEO but also in other executive roles
at ABB since 2005. Under his leadership, ABB has been transformed into a global
technology leader focused in digital industries. He strategically repositioned
the company and built up growth momentum across all businesses. We wish him all
the best for his future endeavors.”
Voser added: “We will continue to focus on implementing ABB’s
strategy and delivering value to all our stakeholders. To achieve our key
financial targets, we will proceed with the divestment of ABB’s Power Grids
business as planned, simplify the organizational structure of the group and
deliver cost savings. Finally, our four new leading businesses will be fully
dedicated to meet our customer needs for digitalization, electrification,
automation and robotics.”
Ulrich Spiesshofer: “After 14 years of “all in” dedication and
commitment to all our employees and customers, I hand over to Peter a trimmed
ABB ship that is on a clear course and gaining speed. I would like to warmly
thank our colleagues around the world, customers and partners as well as the
Board of Directors for the opportunity to serve this fine company for nearly
one and a half decades in different roles in the Executive Committee and as
CEO. I will now take some time out before deciding on the next chapter of my
professional life. From the bottom of my heart, I wish ABB’s global team all
the very best for its future.”
Peter Voser, a Swiss citizen, has been Chairman of ABB since April
2015. Prior to this, he was CEO of Royal Dutch Shell from 2009-2013, and CFO
between 2004-2009. Between 2002 and October 2004, he was CFO of ABB and a key
leader behind the successful turnaround of the company. Voser also brings a
wealth of experience in board positions in leading companies such as a Roche,
IBM, Catalyst, Temasek Holdings and PSA International in Singapore.
ABB will hold its Annual General Meeting on May 2, 2019, in
Zurich, as planned.
ABB
(ABBN: SIX Swiss Ex) is a pioneering technology leader with a
comprehensive offering for digital industries. With a history of innovation
spanning more than 130 years, ABB is today a leader in digital industries with
four customer-focused, globally leading businesses: Electrification, Industrial
Automation, Motion, and Robotics & Discrete Automation, supported by its
common ABB Ability™ digital platform. ABB’s marketleading Power Grids business
will be divested to Hitachi in 2020. ABB operates in more than 100 countries
with about 147,000 employees. www.abb.com
This
information is information that ABB is obliged to make public pursuant to the
EU Market Abuse Regulation. The information was submitted for publication,
through the agency of the contact person set out below, at 6.45 a.m. CEST on
April 17, 2019.
—
For more information, please contact:
|
Media Relations
Phone: +41 43 317 71 11
E-mail: media.relations@ch.abb.com
|
Investor Relations
Jessica Mitchell
Phone: +41 43 317 71 11
E-mail: investor.relations@ch.abb.com
|
ABB Ltd
Affolternstrasse 44
8050 Zurich
Switzerland
|
ABB NAMES PETER VOSER AS INTERIM CEO
|
2/2
|
January —
April 2019 — Q1
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ABB Ltd announces that the following members of the Executive
Committee or Board of Directors of ABB have purchased, sold or been granted
ABB’s registered shares, call options and warrant appreciation rights
(“WARs”), in the following amounts:
|
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|
|
|
|
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|
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Name
|
|
Date
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|
Description
|
|
Received *
|
|
Purchased
|
|
Sold
|
|
Price
|
Timo Ihamuotila
|
|
April 02, 2019
|
|
Share
|
|
42,572
|
|
|
|
|
|
CHF
|
19.05
|
|
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Key:
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* Received instruments were delivered as part of the ABB Ltd
Director’s or Executive Committee Member’s compensation
|
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly
authorized.
|
ABB LTD
|
|
|
|
|
|
|
Date: April 17, 2019.
|
By:
|
|
|
|
Name:
|
Jessica Mitchell
|
|
|
Title:
|
Group Senior Vice President
and
Head of Investor Relations
|
|
|
|
|
|
|
Date: April 17, 2019.
|
By:
|
|
|
|
Name:
|
Richard A. Brown
|
|
|
Title:
|
Group Senior Vice President
and
Chief Counsel Corporate & Finance
|
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