SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
For the month of: July 2004
Commission File Number: 001-16429
ABB Ltd
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(Exact name of registrant as specified in charter)
N/A
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(Translation of registrant's name into English)
Switzerland
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(Jurisdiction of organization)
P.O. Box 8131, Affolternstrasse 44, CH-8050, Zurich, Switzerland
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(Address of principal executive offices)
Registrant's telephone number, international: + 011-41-1-317-7111
Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F.
Form 20-F X Form 40-F
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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.
Yes No X
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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 of ABB Ltd (the "Company"), dated April 29, 2004, announcing
the Company's financial results for the first quarter of its 2004 fiscal
year.
2. Summary financial information of the Company for the three months ended
March 31, 2004.
3. Press release of the Company, dated July 29, 2004, announcing the Company's
financial results for the second quarter of its 2004 fiscal year.
4. Summary financial information of the Company for the six months ended June
30, 2004.
Press Release
ABB POSTS STRONGER RESULTS IN Q1
Sixth quarter in a row of higher core division earnings
o Core divisions maintain double-digit order growth
o Group EBIT more than doubles to $233 million
o Cash flow from operations improves $787 million versus Q1 2003
2004 Q1 key figures
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(US$ in millions) Q1 04 Q1 03(1) Change
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Orders Group 5,379 4,929 9%
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Power Technologies 2,388 2,046 17%
Automation Technologies 3,006 2,432 24%
Revenues Group 4,356 4,317 1%
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Power Technologies 1,852 1,767 5%
Automation Technologies 2,507 2,180 15%
EBIT(2) Group 233 95
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Power Technologies 139 136 2%
Automation Technologies 213 155 37%
Non-core activities (2) (55)
Corporate (117) (141)
EBIT margin Group 5.3% 2.2%
-------------------------------------------------------------------------------------------------
Power Technologies 7.5% 7.7%
Automation Technologies 8.5% 7.1%
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Loss from discontinued operations (76) (15)
-------------------------------------------------------------------------------------------------
Net income (loss) 4 (45)
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Basic net income (loss) per share 0.00 (0.04)
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(1) Adjusted to reflect the reclassification of activities to Discontinued operations in 2003;
(2) Earnings before interest and taxes
Zurich, Switzerland, April 29, 2004 - ABB's core Power Technologies and
Automation Technologies divisions today reported a further quarter of improved
results, marked by continued growth in orders received, higher earnings before
interest and taxes (EBIT) and significantly improved cash flow from operations.
The core divisions' strong results, combined with lower losses in Non-core
activities and Corporate costs, contributed to a break-even net income for the
first quarter of 2004.
Higher losses from Discontinued operations were related primarily to
asbestos-related charges, currency exchange losses on the equity value of the
insurance business and divestment-related costs. The downstream Oil, Gas and
Petrochemicals business turned in a break-even operational performance in the
quarter.
"We continue to deliver on our promises," said Jurgen Dormann, ABB chairman and
CEO. "This was the sixth consecutive quarter of higher earnings for our core
businesses. Order growth remained solid, continuing the trend we saw at the end
of 2003. Cash flow in the core divisions was up by more than $200 million
compared to the same quarter a year ago."
Asia was again the main driver of order growth, while the modest growth seen in
western Europe and North America at the end of 2003 continued into the first
quarter of 2004. Revenues in Automation Technologies were supported by the order
growth in the second half of 2003, while Power Technologies' revenues reflect
the low order level of late 2002 and the first half of 2003.
Summary of first quarter results
Combined orders received for the core divisions in the first quarter of 2004
grew 20 percent to $5,394 million (up 10 percent in local currencies: 8 percent
for Power Technologies and 11 percent for Automation Technologies). The
improvement was fueled mainly by a more than 50-percent increase in orders from
Asia and double-digit local-currency growth in base orders (less than $15
million). Orders grew modestly in North America and western Europe versus the
first quarter of 2003 and continued the growth trend seen in the second half of
last year.
Combined base orders were 21 percent higher in the core divisions compared to
the same quarter in 2003, 10 percent higher in local currencies. The Power
Technologies division recorded a double-digit local-currency increase in base
orders. Large orders (more than $15 million) amounted to $346 million, 7 percent
higher in local currencies than the first quarter of 2003. Large orders were up
in Automation Technologies from a very low level in the same quarter last year,
and down in Power Technologies. Large orders in the core divisions amounted to
6.4 percent of total orders in the first quarter of 2004 compared to 6.7 percent
in the same quarter last year.
At the group level, orders were up 9 percent to $5,379 million. Expressed in
local currencies, orders were down 2 percent compared to the same period last
year, reflecting the divestment of most of the Building Systems businesses since
the first quarter of 2003.
The combined order backlog for the core divisions rose 8 percent to $10,655
million at the end of March 2004 compared to $9,856 million at the end of the
fourth quarter of 2003 (up 10 percent in local currencies). The order backlog in
Power Technologies was up 7 percent (8 percent higher in local currencies), and
was 11 percent higher in Automation Technologies (up 13 percent in local
currencies). The order backlog for the Group at the end of the first quarter was
$10,663 million, up 6 percent compared to the fourth quarter of 2003 (8 percent
higher in local currencies).
Revenues in the first quarter rose 5 percent for the Power Technologies division
(down 4 percent in local currencies) and 15 percent for Automation Technologies
(up 3 percent in local currencies). The local-currency revenue decline in Power
Technologies reflects the lower levels in the first half of 2003 of large
project orders, which may take up to several quarters before they are recognized
as revenues. In Automation Technologies, the revenue growth in the first quarter
of 2004 is the result of the order growth seen in the second half of 2003.
Regionally, core division revenues were significantly higher in Asia
(particularly China and India) and eastern Europe, slightly higher in the Middle
East, Africa and western Europe, and lower in the Americas.
For the group, revenues in the quarter were $4,356 million, flat compared to the
first quarter of last year (down 9 percent in local currencies), primarily the
result of the divestment since the first quarter of 2003 of several of the
Building Systems businesses. These divested businesses reported revenues in the
first quarter of 2003 of approximately $360 million.
EBIT in the core divisions was $352 million in the first quarter, a 21-percent
increase from $291 million in the same period in 2003. EBIT losses in Non-core
activities were reduced to $2 million from a loss of $55 million in the
year-earlier period, reflecting lower losses from the
Building Systems business in Germany and remaining Structured Finance. Corporate
costs were also lower at $117 million compared to $141 million in the same
period last year.
As a result, EBIT for the group was $233 million ($95 million in the first
quarter of 2003).
Included in the group's first-quarter EBIT is net expense of $4 million reported
in Other income (expense), net, comprising restructuring costs, capital gains
and losses, and income from equity-accounted companies. Restructuring charges of
$32 million ($33 million in the first quarter of 2003) included costs of $18
million from the Step change productivity improvement program, restructuring to
prepare businesses in Non-core activities for disposal and site consolidations
within Power Technologies. These costs were mostly offset by net capital gains
of $6 million recorded in the first quarter of 2004, compared to a capital loss
of $9 million in the same period last year. The 2004 figure includes a capital
gain of $12 million on the finalization of the sale of the Building Systems
business in Switzerland. Income from equity-accounted companies amounted to $22
million ($18 million in the first quarter of 2003). There were no significant
asset write-downs in the quarter.
ABB's Step change productivity improvement program yielded savings of $240
million in the first quarter of 2004 on restructuring costs of $18 million. The
program aims to increase the competitiveness of ABB's core businesses, reduce
overhead costs and streamline operations by approximately $900 million on an
annual basis by 2005.
As of March 31, 2004, ABB employed 113,000 people, compared to 116,500 at the
end of 2003. Included in the difference are about 1,100 Step change-related job
reductions. ABB also divested businesses in the quarter employing about 2,000
people, most of whom were employed in the Building Systems businesses.
The Group EBIT margin in the quarter was 5.3 percent compared to 2.2 percent in
the same quarter of 2003.
Finance net(1) was negative $76 million compared to negative $125 million in the
first quarter of 2003. The difference primarily reflects lower financing costs
and the non-recurrence of a $30 million marketable security write-down in the
first quarter of 2003.
Included in Interest and other finance expense is an aggregate expense of $35
million (compared to $23 million for the same quarter in 2003) arising from the
mark-to-market of the equity option embedded in the $968 million worth of
convertible bonds issued in 2002, combined with the continued amortization of
the discount on issuance of these bonds. The planned change to the convertible
bonds, announced on April 21, 2004 - whereby the bonds will be convertible into
American Depositary Shares (ADS) instead of ordinary shares denominated in Swiss
francs - will, if approved by the bondholders, eliminate the volatility in
earnings coming from the mark-to-market of the embedded equity option ($23
million of the total $35 million aggregate charge in the first quarter of 2004).
The net loss in Discontinued operations amounted to $76 million, compared to a
net loss of $15 million in the first quarter of 2003. The result includes an
additional after-tax loss of $30 million related to currency exchange losses on
the announced sale of the reinsurance business.
--------------------------
(1) Finance net is the difference between interest and dividend income and
interest and other finance expenses.
Also included in the Discontinued operations result is a $17-million net loss in
the Oil, Gas and Petrochemicals business and costs of $27 million related to
ABB's asbestos liability. (For more details on Discontinued operations, please
refer to page 8).
ABB's net income for the first quarter amounted to $4 million, compared to a net
loss of $45 million for the same period in 2003.
Balance sheet and debt
Cash and marketable securities at the end of March 2004 amounted to $3.8 billion
(excluding Discontinued operations), down from $5.1 billion at the end of
December 2003.
The reduction results primarily from the repayment of debt as a result of bonds
maturing, as well as the buy-back of bonds. At the end of March 2004, total debt
(defined as total short and long-term borrowings) amounted to $6.7 billion,
compared to $7.9 billion at December 31, 2003. Included in ABB's total debt is
approximately $600 million in bonds due for repayment during the remainder of
2004.
Stockholders' equity at March 31, 2004, amounted to $3,013 million compared to
$3,026 million at the end of December 2003.
Cash flow from operating activities
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$ in millions Q1 2004 Q1 2003 Change
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Power Technologies (71) (119) 48
Automation Technologies 97 (74) 171
Non-core activities 64 (176) 240
Corporate (174) (306) 132
Oil, Gas and Petrochemicals businesses (57) (253) 196
Total net cash used in operating activities (141) (928) 787
--------------------------------------------------------------------------------------------
Net cash used in operations for the group in the first quarter of 2004 was $141
million, an improvement of $787 million compared to the first quarter of 2003.
The two core divisions generated a combined cash flow from operations in the
quarter of $26 million, compared to a cash outflow of $193 million for the same
period in 2003. The improvement reflects both increased earnings and successful
net working capital management aimed in part at reducing seasonal cash flow
fluctuations.
Non-core activities generated cash flow from operations of $64 million in the
quarter, an improvement of $240 million from the first quarter of 2003,
resulting mainly from dividend receipts from the Equity Ventures business and
improved operational performance in Building Systems.
Cash outflow from Corporate amounted to $174 million in the quarter and included
cash payments to the Settlement Trust for ABB's U.S. subsidiary Combustion
Engineering (CE) of $19 million. Total asbestos cash outflows, including fees
and insurance collections, amounted to $21 million in the quarter, compared to
$226 million in the same period last year.
Divestments
The company sold its Building Systems business in Switzerland during the first
quarter of 2004 and booked a gain on the disposal of $12 million in Other income
(expense), net. The sale of the company's cable business in Germany was
finalized in January 2004. The results of the sale were booked in the fourth
quarter of 2003.
The sale of ABB's reinsurance business announced late last year for cash
proceeds of approximately $425 million was finalized on April 16, 2004, for
total cash proceeds of approximately $433 million to be reported in the second
quarter results.
Asbestos
On July 31, 2003, a U.S. district court approved a pre-packaged Chapter 11
protection plan filed earlier in the year by a U.S. subsidiary of ABB,
Combustion Engineering. Following the court's approval, an appeals period began
on a fast-track basis before the U.S. 3rd Circuit Court of Appeals. All
documentation was received by the court in October 2003 and a hearing date has
been set for June 3, 2004. ABB remains confident that the plan will be approved.
Group outlook
The company confirms its 2005 targets for revenue, EBIT, total
debt and gearing (total debt divided by total debt plus stockholders' equity,
including minority interest).
From 2002 to 2005, ABB expects compound average annual revenue growth of 4
percent in local currencies. The Power Technologies division expects compound
average annual revenue growth of 5.3 percent in local currencies. The Automation
Technologies division expects compound average annual revenue growth of 3.3
percent in local currencies.
For 2005, the Group's target EBIT margin remains 8 percent in U.S. dollars. The
2005 EBIT margin targets in U.S. dollars for the Power Technologies and
Automation Technologies divisions remain at 10 percent and 10.7 percent,
respectively.
The company intends to reduce total debt to about $4 billion and gearing to
approximately 50 percent by 2005.
Revenue and margin targets exclude major acquisitions, divestitures and business
closures.
Divisional performance Q1 2004
Power Technologies
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$ in millions (except where indicated) Q1 2004 Q1 2003(1) Change
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Orders 2,388 2,046 17%
Revenues 1,852 1,767 5%
EBIT 139 136 2%
EBIT margin 7.5% 7.7%
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Restructuring costs (included in EBIT) -17 -11
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(1) Adjusted to reflect the reclassification of activities to Discontinued
operations in 2003 and of substation automation activities from the Automation
Technologies division, effective January 1, 2004.
Orders received in the Power Technologies division rose 17 percent to $2,388
million in the first quarter of 2004 (8 percent in local currencies), driven by
continued growth in Asia and eastern Europe, both up more than 50 percent.
Growth remained modest in western Europe
and North America. The business environment in Latin America remained burdened
by financial and political uncertainty.
Orders rose at a double-digit pace in the three product business areas -
High-Voltage Products, Medium-Voltage Products and Transformers. Orders were
also higher in the Utility Automation business area, reflecting a large order
from Russia and higher base orders. Orders increased slightly in the Power
Systems business area as improved base order business compensated for fewer
large orders compared to the first quarter of 2003.
Revenues in the quarter were 5 percent higher at $1,852 million (down 4 percent
in local currencies). Expressed in local currencies, revenues were higher in
High-Voltage Products, Medium-Voltage Products and Transformers. These gains
were offset by lower local-currency revenues in Utility Automation and Power
Systems, reflecting the weak demand for large projects in the global power
sector experienced in late 2002 and the first half of 2003, and the
correspondingly lower order intake during that period.
First-quarter EBIT increased by 2 percent to $139 million compared to the
year-earlier period despite higher restructuring charges related to continued
implementation of the division's focused factory and focused engineering
strategy. The division continued to benefit from productivity improvement
initiatives, including the Step change program. As a result of the higher
associated restructuring costs, the EBIT margin decreased to 7.5 percent from
7.7 percent. The EBIT margin before restructuring increased from 8.3 percent in
the first quarter of 2003 to 8.4 percent in the same quarter this year.
Cash flow from operations for the division improved from a net cash outflow of
$119 million to a net cash outflow of $71 million as the result of general
improvements in net working capital management and especially in inventory
reduction.
Automation Technologies
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$ in millions (except where indicated) Q1 2004 Q1 2003(1) Change
-------------------------------------------------------------------------------
Orders 3,006 2,432 24%
Revenues 2,507 2,180 15%
EBIT 213 155 37%
EBIT margin 8.5% 7.1%
-------------------------------------------------------------------------------
Restructuring costs (included in EBIT) -9 -16
-------------------------------------------------------------------------------
(1) Adjusted to reflect the move of substation automation activities to the
Power Technologies division, effective January 1, 2004
The Automation Technologies division reported a 24-percent increase in orders in
the first quarter of 2004 to $3,006 million compared to the same quarter last
year (up 11 percent in local currencies).
Both base orders and large project orders grew in the quarter, contributing to
double-digit order growth in the Automation Products and Process Automation
business areas. Base order growth was led by the launch of several new products,
mainly the Industrial IT process control system 800xA and a new line of
energy-efficient low-voltage drives. Orders were flat in Manufacturing
Automation as demand for robotics systems in the U.S. and European automotive
sectors remained weak.
Orders continued to grow at a double-digit pace in Asia, led by more than
50-percent growth in China and India. Demand was also higher in both eastern and
western Europe. Order growth in North America continued the positive trend seen
at the end of 2003, with U.S. orders up compared to the fourth quarter of 2003,
excluding the flat order development in the automotive sector. Compared to the
first quarter of 2003, North American orders were flat.
Revenues rose 15 percent (3 percent in local currencies) to $2,507 million
compared to the first quarter of last year, led by the Automation Products
business area which reported higher revenues in both U.S. dollars and local
currencies. Revenues in local currencies were flat in Process Automation and
lower in Manufacturing Automation. It was the sixth consecutive quarter of
higher revenues compared to their corresponding year-earlier quarters.
Earnings before interest and taxes (EBIT) also increased for the sixth
consecutive quarter, up 37 percent to $213 million compared to the same quarter
in 2003. The improvement lifted the EBIT margin to 8.5 percent from 7.1 percent.
The main contributors were ongoing productivity improvements achieved on lower
restructuring costs. The EBIT margin before restructuring increased to 8.9
percent in the first quarter of 2004 from 7.8 percent in the same period last
year.
Cash flow from operations for the division rose to $97 million, an improvement
of $171 million compared to net cash used in operations of $74 million in the
first quarter of 2003. In addition to the stronger earnings, the biggest
contributor to the improvement was tighter management of working capital across
all business areas.
Non-core activities
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EBIT ($ in millions) Q1 2004 Q1 2003(1)
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Equity Ventures 22 22
Remaining Structured Finance (9) (37)
Building Systems (17) (33)
New Ventures 0 (2)
Other non-core activities 2 (5)
Total (2) (55)
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Restructuring costs (included in EBIT) (3) (2)
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(1) Adjusted to reflect the reclassification of activities to Discontinued
operations in 2003
Revenues from Non-core activities were down 75 percent from the 2003 period,
primarily the result of the divestment since the first quarter of 2003 of
several of the Building Systems businesses. These divested businesses reported
revenues in the first quarter of 2003 of about $360 million.
Non-core activities reported an EBIT loss of $2 million in the first quarter
compared to a loss of $55 million in the same period of 2003. Operational
improvements in the Building Systems business in Germany helped reduce the EBIT
loss in Building Systems to $17 million in the quarter compared to a loss of $33
million in the first quarter of 2003.
Corporate
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EBIT ($ in millions) Q1 2004 Q1 2003(1)
--------------------------------------------------------------------------------
Headquarters/stewardship (99) (114)
Research and development (21) (21)
Other(2) 3 (6)
Total (117) (141)
--------------------------------------------------------------------------------
Restructuring costs (included in EBIT) (3) (4)
--------------------------------------------------------------------------------
(1) Adjusted to reflect the reclassification of activities to Discontinued
operations in 2003
(2) Includes consolidation effects, real estate and Treasury Services
Lower corporate costs in the first quarter of 2004 mainly reflect lower
personnel-related costs in the U.S. head office and the cessation of proprietary
trading and associated costs in Treasury Services.
Discontinued operations (not included in EBIT)
--------------------------------------------------------------------------------
Net income (loss) ($ in millions) Q1 2004 Q1 2003(1)
--------------------------------------------------------------------------------
Reinsurance business (30) (8)
Asbestos (27) 4
Oil, Gas and Petrochemicals business (17) (12)
Other (2) 1
Total net loss (76) (15)
--------------------------------------------------------------------------------
(1) Adjusted to reflect the reclassification of activities to Discontinued
operations in 2003
The reinsurance business, whose results were reclassified into Discontinued
operations following its announced sale in December 2003, reported flat revenues
in the first quarter at $143 million on stable premium income. An additional net
loss after tax of $30 million was recorded in the quarter on the discontinuation
of the business, related primarily to currency exchange losses on the equity
value of the business during the first quarter of 2004.
The asbestos result is primarily due to a $24-million expense on the
mark-to-market treatment of the approximately 30 million ABB shares reserved to
cover part of the company's asbestos liabilities, compared to a gain of $15
million reported in the first quarter of 2003.
Oil, Gas and Petrochemicals
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($ in millions) Q1 2004 Q1 2003 Change
--------------------------------------------------------------------------------
Orders 764 502 52%
Revenues 599 779 (23%)
Net loss (17) (12)
Orders were 52 percent higher in the Oil, Gas and Petrochemicals business (43
percent in local currencies) in the first quarter of 2004 compared to the same
period in 2003, driven primarily by increased customer investments in the
downstream market, especially in Europe, including a $68-million order at an
ethylene project in Poland.
Revenues fell 23 percent (26 percent in local currencies), reflecting the
winding down and completion of several downstream projects and the lower level
of large downstream orders from late 2002 and 2003 that resulted from weaker
markets and more selective bidding. Upstream revenues rose on increased
modification and maintenance activities.
The upstream business generated a small operational profit in the quarter. On
the downstream side, the strategy implemented over the past several quarters to
move from fixed price engineering, procurement and construction contracts
towards lower-risk reimbursable contracts, plus tighter project cost controls,
resulted in a break-even operational result in the quarter.
The net loss from the businesses in the quarter amounted to $17 million,
compared to a net loss of $12 million in the first quarter of 2003, resulting
mainly from costs associated with the planned divestment of the upstream
business, including costs related to the compliance review being undertaken in
cooperation with the U.S. Department of Justice.
Appendix
ABB key figures Q1 2004
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$ in millions % change
Q1 2004 Q1 2003(1) ------------------
Nominal Local
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Orders Group 5,379 4,929 9% (2%)
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Power Technologies 2,388 2,046 17% 8%
Automation Technologies 3,006 2,432 24% 11%
Non-core activities 166 837
Corporate (181) (386)
----------------------------------------------------------------------------------------------
Revenues Group 4,356 4,317 1% (9%)
-----------------------------------------------------------------------------
Power Technologies 1,852 1,767 5% (4%)
Automation Technologies 2,507 2,180 15% 3%
Non-core activities 184 745
Corporate (187) (375)
----------------------------------------------------------------------------------------------
EBIT* Group 233 95 na na
-----------------------------------------------------------------------------
Power Technologies 139 136 2%
Automation Technologies 213 155 37%
Non-core activities (2) (55)
Corporate (117) (141)
----------------------------------------------------------------------------------------------
EBIT Group 5.3% 2.2%
Margin -----------------------------------------------------------------------------
Power Technologies 7.5% 7.7%
Automation Technologies 8.5% 7.1%
Non-core activities -- --
Corporate -- --
----------------------------------------------------------------------------------------------
Net income (loss) 4 (45)
----------------------------------------------------------------------------------------------
* Earnings before interest and taxes. See Summary Financial Information for more information
(1) Adjusted to reflect the reclassification of activities to Discontinued operations in 2003
More information
The 2004 Q1 results press release and presentation slides are available from
April 29, 2004 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 telephone conference for journalists today starting at 1000
Central European Time (CET). Callers from the UK should dial +44 20 7107 0611.
From Sweden, dial +46 8 5069 2105, and from the rest of Europe, please dial +41
91 610 56 00. Lines will be open 15 minutes before the start of the conference.
The audio playback of the conference call will start one hour after the end of
the call and be available for 72 hours: Playback numbers: +44 207 866 4300
(U.K.), +41 91 612 4330 (rest of Europe) or +1 412 858 1440 (U.S.). The code is
339, followed by the # key.
A conference call for analysts and investors is scheduled to begin at 1500 CET.
Callers should dial +41 91 610 56 00 (Europe and the rest of the world), +1 412
858 4600 (from the U.S.). Callers are requested to phone in ten minutes before
the start of the conference call. The audio playback of the conference call will
start one hour after the end of the call and be available for 72 hours. Playback
numbers: +41 91 612 4330 (Europe and the rest of the world) or +1 412 858 1440
(U.S.). The code is 730 followed by the # key.
Further reporting dates for quarterly results in 2004 are July 29 and October
28. ABB (www.abb.com) is a leader in power and automation technologies that
enable utility and industry customers to improve performance while lowering
environmental impact. The ABB Group of companies operates in around 100
countries and employs about 113,000 people.
Zurich, April 29, 2004
Jurgen Dormann, chairman and CEO
This press release includes forward-looking information and statements that are
subject to risks and uncertainties that could cause actual results to differ.
These statements are based on current expectations, estimates and projections
about global economic conditions, the economic conditions of the regions and
industries that are major markets for ABB Ltd and ABB Ltd's lines of business.
These expectations, estimates and projections are generally identifiable by
statements containing words such as "expects," "believes," "estimates" or
similar expressions. Important factors that could cause actual results to differ
materially from those expectations include, among others, ABB's ability to
dispose of certain of our non-core businesses on terms and conditions acceptable
to it, ABB's ability to further reduce its indebtedness as planned, the
resolution of asbestos claims on terms and conditions satisfactory to ABB,
economic and market conditions in the geographic areas and industries that are
major markets for ABB's businesses, market acceptance of new products and
services, changes in governmental regulations, interest rates, fluctuations in
currency exchange rates and such other factors as may be discussed from time to
time in ABB's filings with the U.S. Securities and Exchange Commission,
including its AnnualReports 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.
For more information please contact:
Media Relations: Investor Relations: ABB Ltd
ABB Corporate Communications, Switzerland: Tel. +41 43 317 3804 Affolternstrasse 54
Zurich Sweden: Tel. +46 21 325 719 CH-8050 Zurich, Switzerland
Thomas Schmidt, Wolfram Eberhardt USA: Tel. +1 203 750 7743
Tel: +41 43 317 6568 investor.relations@ch.abb.com
Fax: +41 43 317 7958
media.relations@ch.abb.com
Summary Financial Information
Three Months Ended March 2004
ABB Ltd
Summary Consolidated Income Statements
--------------------------------------------------------------------------------------------------------------------
January-March
2004 2003
------------------- --------------------
(unaudited) (unaudited)
(in millions, except per share data)
--------------------------------------------------------------------------------------------------------------------
Revenues $ 4,356 $ 4,317
Cost of sales (3,205) (3,235)
------------------- --------------------
Gross profit 1,151 1,082
Selling, general and administrative expenses (904) (952)
Amortization expense (10) (10)
Other income(expense), net (4) (25)
------------------- --------------------
Earnings before interest and taxes 233 95
Interest and dividend income 31 40
Interest and other finance expense (107) (165)
------------------- --------------------
Income(loss) from continuing operations before taxes
and minority interest 157 (30)
Provision for taxes (62) 11
Minority interest (15) (11)
------------------- --------------------
Income(loss) from continuing operations 80 (30)
Loss from discontinued operations, net of tax (76) (15)
Net income(loss) $ 4 $ (45)
=================== ====================
Basic earnings(loss) per share:
Income(loss) from continuing operations $ 0.04 $ (0.03)
Net income(loss) $ 0.00 $ (0.04)
Diluted earnings(loss) per share:
Income(loss) from continuing operations $ 0.04 $ (0.03)
Net income(loss) $ 0.00 $ (0.04)
---------------------------------------------------------------------------------------------------------------------
ABB Ltd
Summary Consolidated Balance Sheets
--------------------------------------------------------------------------------------------------------------------
At At
March 31 December 31
2004 2004
------------------- --------------------
(unaudited) (unaudited)
(in millions, except share data)
----------------------------------------
Cash and equivalents $ 2,583 $ 4,669
Marketable securities 1,237 473
Receivables, net 5,153 5,337
Inventories, net 2,821 2,605
Prepaid expenses and other 1,684 2,002
Assets held for sale and in discontinued operations 6,110 6,427
------------------- --------------------
Total current assets 19,588 21,513
Financing receivables, non-current 1,312 1,330
Property, plant and equipment, net 2,749 2,840
Goodwill 2,309 2,331
Other intangible assets, net 498 549
Prepaid pension and other employee benefits 522 524
Investments and other 1,286 1,326
------------------- --------------------
Total assets $ 28,264 $ 30,413
=================== ====================
Accounts payable, trade $ 2,874 $ 2,981
Accounts payable, other 1,239 1,394
Short-term borrowings and current maturities of long-term borrowings 974 1,597
Accrued liabilities and other 4,760 5,140
Liabilities held for sale and in discontinued operations 4,764 5,100
------------------- --------------------
Total current liabilities 14,611 16,212
Long-term borrowings 5,774 6,290
Pension and other employee benefits 1,773 1,794
Deferred taxes 952 969
Other liabilities 1,854 1,837
------------------- --------------------
Total liabilities 24,964 27,102
Minority interest 287 285
Stockholders' equity:
Capital stock and additional paid-in capital 3,067 3,067
Retained earnings 1,851 1,847
Accumulated other comprehensive loss (1,767) (1,750)
Less: Treasury stock, at cost (11,611,529 shares at March 31, 2004) (138) (138)
------------------- --------------------
Total stockholders' equity 3,013 3,026
------------------- --------------------
Total liabilities and stockholders' equity $ 28,264 $ 30,413
=================== ====================
--------------------------------------------------------------------------------------------------------------------
ABB Ltd
Summary Consolidated Statements of Cash Flows
-------------------------------------------------------------------------------------------------------------------
January-March
2004 2003
------------------- --------------------
(unaudited) (unaudited)
(in millions)
--------------------------------------------------------------------------------------------------------------------
Operating activities
Net income (loss) $ 4 $ (45)
Adjustments to reconcile net income (loss) to net cash used in operating
activities:
Depreciation and amortization 148 144
Provisions (149) (470)
Pension and post-retirement benefits 26 (2)
Deferred taxes (2) (37)
Net gain from sale of property, plant and equipment (1) (11)
Other 118 68
Changes in operating assets and liabilities:
Marketable securities (trading) 41 46
Trade receivables 22 (113)
Inventories (343) (133)
Trade payables (132) (37)
Other assets and liabilities, net 127 (338)
------------------- --------------------
Net cash used in operating activities (141) (928)
------------------- --------------------
Investing activities
Changes in financing receivables (21) 121
Purchases of marketable securities (other than trading) (1,486) (793)
Purchases of property, plant and equipment (98) (100)
Acquisitions of businesses (net of cash acquired) (6) (14)
Proceeds from sales of marketable securities (other than trading) 690 829
Proceeds from sales of property, plant and equipment 11 45
Proceeds from sales of businesses (net of cash disposed) 22 14
------------------- --------------------
Net cash provided by (used in) investing activities (888) 102
------------------- --------------------
Financing activities
Changes in borrowings (1,070) (87)
Treasury and capital stock transactions (36) 156
Other (4) 15
------------------- --------------------
Net cash provided by (used in) financing activities (1,110) 84
------------------- --------------------
Effects of exchange rate changes on cash and equivalents (17) 12
Adjustment for the net change in cash and equivalents in assets held for
sale and in discontinued operations 70 28
------------------- --------------------
Net change in cash and equivalents - continuing operations (2,086) (702)
------------------- --------------------
Cash and equivalents beginning of period 4,669 2,336
------------------- --------------------
Cash and equivalents end of period $ 2,583 $ 1,634
=================== ====================
Interest paid $ 84 $ 129
Taxes paid $ 78 $ 54
--------------------------------------------------------------------------------------------------------------------
ABB Ltd notes to summary consolidated financial statements
(US$ in millions, except per share data)
Note 1 The Summary Consolidated Financial Statements
The summary consolidated financial information is prepared on the basis of
accounting principles generally accepted in the United States (USGAAP) and is
presented in United States dollars ($) unless otherwise stated. Data for orders
and number of employees are shown as additional information and are not required
disclosure under USGAAP.
The par value of capital stock is denominated in Swiss francs (CHF).
The Company considers earnings before interest and taxes (operating income),
which excludes interest and dividend income, interest and other finance expense,
provision for taxes, minority interest and loss from discontinued operations,
net of tax, to be the most relevant measure of the Company's and its divisions'
financial and operational performance. Accordingly, the Company evaluates itself
and its divisions based on this measure.
Note 2 Developments in the Three Months Ended March 31, 2004:
o Significant divestitures
In January 2004, the Company sold its MDCV cable business, located in
Germany, to the Wilms Group of Menden, Germany.
In March 2004, the Company completed the sale of its Swiss Building Systems
business to CapVis Equity Partners AG, a Swiss private equity company, for
approximately $39 million and bought a 10% ownership interest in a
subsidiary of CapVis Equity Partners AG. The Company recorded a net gain of
approximately $12 million from the sale of this business in other income
(expense), net, in the first quarter of 2004.
In April 2004, the Company completed the sale of its Reinsurance business
to White Mountains Insurance Group Limited, a Bermuda-based insurance
holding company, for approximately $433 million. Consequently, in the first
quarter of 2004, the Company recorded a loss of $30 million in loss from
discontinued operations, net of tax, related to foreign exchange effects of
the business from January 1, 2004, through the date of sale.
For additional information see Note 2 - Discontinued operations and
businesses held for sale.
o Reclassifications and restatements
Amounts in prior periods have been reclassified to conform to the Company's
current presentation, primarily relating to the treatment of certain
businesses as assets and liabilities held for sale and in discontinued
operations.
o Restructuring programs
2001 Program
The 2001 program initiated in July 2001 in an effort to improve
productivity, reduce cost base, simplify product lines, reduce multiple
location activities and perform other downsizing in response to weakening
markets and consolidation of major customers in certain industries
continued to be paid out in 2004.
In the first quarter of 2004, the Company paid termination benefits of $8
million to approximately 45 employees. Currency fluctuations resulted in a
$2 million decrease in the liabilities accrued for workforce reductions,
lease terminations and other exit costs. At March 31, 2004, accrued
liabilities included $3 million for termination benefits and $23 million
for lease terminations and other exit costs. The 2001 program was
substantially completed during 2002 and the remaining liability will be
substantially paid out in 2004.
Step change program
In October 2002, the Company announced the Step change program. The goals
of the Step change program are to increase competitiveness of the Company's
core businesses, reduce overhead costs and streamline operations by
approximately $900 million on an annual basis by 2005. The Step change
program is expected to be completed by mid-2004.
In the first quarter of 2004, related to the Step change program, the
Company recognized restructuring charges of $14 million related to
workforce reductions and $4 million related to lease terminations and other
exit costs. Termination benefits of $52 million were paid to approximately
500 employees. Workforce reductions include production, managerial and
administrative employees. At March 31, 2004, accrued liabilities included
$56 million for termination benefits and $41 million for lease terminations
and other exit costs.
Other
Certain other restructuring programs were initiated during 2003 and 2004 at
specified locations not included in the Step change program. The goals of
these programs are to increase efficiencies by reducing headcount and
streamlining operations. These programs are expected to increase
productivity of the noncore businesses as well as to improve results in the
specified locations of the core divisions not covered by the Step change
program.
In the first quarter of 2004, the Company recognized restructuring charges
of $13 million related to workforce reductions and $2 million related to
lease terminations and other exit costs. Termination benefits of $14
million were paid to approximately 150 employees and $6 million were paid
to cover costs associated with lease terminations and other exit costs.
Workforce reductions include production, managerial and administrative
employees. Based on changes in management's original estimate, a $1 million
decrease in the amounts accrued for workforce reductions, lease
terminations and other exit costs has been included in other income
(expense), net. Currency fluctuations resulted in a $4 million decrease in
the liabilities accrued for workforce reductions, lease terminations and
other exit costs. At March 31, 2004, accrued liabilities included $66
million for termination benefits and $26 million for lease terminations and
other exit costs.
----------------------------------------------------------------------------------------------------------------------
2001 Step
Three months ended March 31, 2004 program change Other Total
------------------------------------------------------
(in millions)
----------------------------------------------------------------------------------------------------------------------
Restructuring charge for workforce reduction $ -- $ 14 $ 13 $ 27
Restructuring charge for lease terminations and other -- 4 2 6
Change in estimate -- -- (1) (1)
------------ ------------ ------------ ---------------
Total restructuring charges and related asset write-downs $ -- $ 18 $ 14 $ 32
============ ============ ============ ===============
----------------------------------------------------------------------------------------------------------------------
o Borrowings
The Company's total reported borrowings outstanding at March 31, 2004, and
December 31, 2003, amounted to $6,748 million and $7,887 million,
respectively.
In November 2003, as part of the capital-strengthening program, the Company
entered into a new unsecured syndicated $1.0 billion 3-year revolving
credit facility, which became available in December 2003 upon the
fulfillment of certain conditions. No amount was drawn under this facility
at March 31, 2004 and December 31, 2003.
The credit facility contains certain financial covenants in respect of
minimum interest coverage, maximum net leverage and a minimum level of
consolidated net worth. The Company is required to meet these covenants on
a quarterly basis. As of March 31, 2004, the Company was in compliance with
these covenants.
o Accounting for the USD convertible bond
In May 2002, the Company issued $968 million aggregate principal amount of
convertible unsubordinated bonds due 2007. The Company's shares to be
issued if the bonds are converted are denominated in Swiss francs while the
bonds are denominated in U.S. dollars. Therefore, under Statement of
Financial Accounting Standards No. 133, Accounting for Derivative
Instruments and Hedging Activities, as amended, a component of the
convertible bonds must be accounted for as a derivative. A portion of the
issuance proceeds is deemed to relate to the value of the derivative on
issuance and subsequent changes in value of the derivative are recorded
through earnings and as an adjustment to the carrying value of the bond.
The allocation of a portion of the proceeds to the derivative creates a
discount on issuance which is amortized to earnings over the life of the
bond. For the three months ended March 31, 2004, the Company recorded a
loss from the change in fair value of the derivative, which when added to
the continued amortization of the discount on issuance of these bonds,
resulted in an aggregate charge to earnings of $35 million ($23 million for
the first quarter 2003) and a corresponding increase in borrowings.
o Discontinued operations and businesses held for sale
Discontinued businesses are accounted for in accordance with Statement of
Financial Accounting Standards No. 144 (SFAS 144), Accounting for the
Impairment or Disposal of Long-Lived Assets, issued in August 2001 by the
Financial Accounting Standards Board. The balance sheet and income
statement data for all prior periods presented are reclassified to present
the financial position and results of operations of businesses meeting the
criteria of SFAS 144 as discontinued operations. In addition, the balance
sheet data for all prior periods presented are reclassified to present the
financial position of businesses meeting the criteria of SFAS 144 as assets
and liabilities held for sale. In the statement of cash flows, the amounts
related to businesses with assets and liabilities held for sale and in
discontinued operations are not segregated, as permitted by Statement of
Financial Accounting Standards No. 95, Statement of Cash Flows.
The following divestments are in line with the Company's strategy to focus
on power and automation technologies for industry and utility customers.
In January 2004, the Company agreed to sell most of the upstream part of
the Oil, Gas and Petrochemicals businesses (Upstream business) to a
consortium consisting of Candover Partners Limited, JP Morgan Partners LLC
and 3i Group PLC (collectively, the Purchasers) for an initial purchase
price of $925 million plus a potential deferred consideration of up to $50
million. The initial purchase price of $925 million is subject to
adjustments based on, among other things, the net assets of the Upstream
business at closing and further potential adjustments that will be
calculated at closing. Additionally, the initial purchase price will be
reduced by $85 million to reflect the unfunded benefit liabilities of
pension plan obligations assumed by the Purchasers. The $85 million
reduction of the purchase price may increase or decrease based on the
actual unfunded benefit liability calculated at closing, in accordance with
the terms of the purchase agreement. Furthermore, the initial purchase
price will be increased or decreased based on the net intercompany balance
between the Company and the Upstream business at closing. The potential
deferred consideration of up to $50 million can be realized by the Company
if the Upstream business meets specified earnings targets in 2004. The
Company does not expect a significant gain or loss to be recognized on the
sale of the Upstream business. The remaining part of the Oil, Gas and
Petrochemicals businesses (remaining OGP businesses) is available for
immediate sale and continues to be actively marketed. It is unlikely that
significant changes to the divestment strategy will be made or that the
plan to divest the remaining OGP businesses will be withdrawn in the
future. Management anticipates divesting this business in 2004. The results
of operations of these businesses are reflected as discontinued operations.
In December 2003, the Company completed the sale of ABB Export Bank in
Switzerland for approximately $50 million, resulting in a loss on sale of
$12 million during the second half of 2003. This divestment reflects the
Company's continued strategy to discontinue its Structured Finance
businesses. The results of operations of this business are reflected as
discontinued operations.
In December 2003, the Company agreed to sell its Reinsurance business to
White Mountains Insurance Group Limited, a Bermuda-based insurance holding
company. As a result of the anticipated sale, the Company recorded an
impairment charge of $154 million in the fourth quarter of 2003. In April
2004, the Company completed the sale of its Reinsurance business for
approximately $433 million. Consequently, in the first quarter of 2004, the
Company recorded a loss of $30 million in loss from discontinued
operations, net of tax, related to foreign exchange effects of the business
from January 1, 2004, through the date of sale. The results of operations
of this business are reflected as discontinued operations.
In March 2004, the Company sold its Swiss Building Systems business to
CapVis Equity Partners AG, a Swiss private equity company, for
approximately $39 million and bought a 10% ownership interest in a
subsidiary of CapVis Equity Partners AG. The Company recorded a net gain of
approximately $12 million from the sale of this business in other income
(expense), net, in the first quarter of 2004. As of December 31, 2003, the
assets and liabilities of the Swiss Building Systems business have been
reflected in assets and liabilities held for sale and in discontinued
operations. The results of operations have been reflected in continuing
operations.
In January 2004, the Company sold its MDCV cable business, located in
Germany, to the Wilms Group of Menden, Germany. The Company recorded $10
million of impairment charges on this divestment in loss from discontinued
operations, net of tax, in the fourth quarter of 2003. No additional
significant losses were recorded in the first quarter of 2004 as a result
of the sale of this business.
In addition, the Company has also reflected other minor operations and
projects as discontinued operations.
In discontinued operations, the Company also recorded a charge of
approximately $27 million primarily related to the mark-to-market treatment
of the 30 million shares of the Company that are reserved for use with the
pre-packaged plan of reorganization for Combustion Engineering, Inc, under
Chapter 11 of the United States Bankruptcy Code (see Note 2 - Commitments
and contingencies).
The loss from discontinued operations, net of tax, of $76 million
recognized in the first quarter of 2004 includes revenues of $737 million,
primarily related to the Oil, Gas and Petrochemicals businesses.
At March 31, 2004, the major classes of assets held for sale and in
discontinued operations were: $361 million of cash and equivalents; $1,601
million of marketable securities; $2,478 million of receivables, net; $321
million of inventories, net; $215 million of prepaid expenses and other;
$51 million of financing receivables, non-current; $592 million of goodwill
and other intangible assets; $223 million of property, plant and equipment,
net; and $268 million of other assets. At March 31, 2004, the major classes
of liabilities held for sale and in discontinued operations were: $1,949
million of accounts payable; $18 million of short-term borrowings and
current maturities of long-term borrowings; $2,151 million of accrued
liabilities and other; $46 million of long-term borrowings; and $600
million of other liabilities.
o Employee benefits
For the first quarter 2004, net periodic benefit cost consists of the
following:
--------------------------------------------------------------------------------------------------------------------
Pension benefits Other benefits
----------------------------------------
(in millions)
--------------------------------------------------------------------------------------------------------------------
Service cost $ 47 $ 1
Interest cost 86 6
Expected return on plan assets (73) --
Amortization of prior service cost 1 --
Amortization of net actuarial loss 11 2
------------------- --------------------
Net periodic benefit cost $ 72 $ 9
=================== ====================
--------------------------------------------------------------------------------------------------------------------
For the year ended December 31, 2003, net periodic benefit cost was $296
million and $39 million for pension benefits and other benefits,
respectively.
The Company previously disclosed in its financial statements for the year
ended December 31, 2003, that it expected to contribute $248 million to its
pension plans and $27 million to its other postretirement benefit plans in
2004. As of March 31, 2004, $54 million and $8 million of contributions
have been made to its pension plans and other postretirement plans,
respectively. The Company anticipates contributing an additional $161
million and $22 million in 2004 for a revised expected total in 2004 of
$215 million and $30 million to its pension plans and other postretirement
plans, respectively.
o Earnings per share
Basic earnings per share is calculated by dividing income (loss) by the
weighted-average number of shares outstanding during the period. Diluted
earnings per share is calculated by dividing income (loss) by the
weighted-average number of shares outstanding during the period, assuming
that all potentially dilutive securities were exercised and that any
proceeds from such exercises were used to acquire shares of the Company's
stock at the average market price during the period or the period the
securities were outstanding, if shorter. Potentially dilutive securities
comprise: outstanding written call options, if dilutive; the securities
issued under the Company's management incentive plan, to the extent the
average market price of the Company's stock exceeded the exercise prices of
such instruments; and shares issuable in relation to outstanding
convertible bonds, if dilutive.
The potential shares from the warrants and options outstanding in
connection with the Company's management incentive plan were excluded from
the computation of diluted earnings (loss) per share in the first quarter
of 2003, as their inclusion would have been antidilutive. The shares
issuable in relation to the convertible bonds were excluded from the
computation of diluted earnings per share in all periods presented, as
their inclusion would have been antidilutive.
--------------------------------------------------------------------------------------------------------------------
January-March
----------------------------------------
Basic earnings per share 2004 2003
------------------- --------------------
(in millions, except per share data)
--------------------------------------------------------------------------------------------------------------------
Income (loss) from continuing operations $ 80 $ (30)
Loss from discontinued operations, net of tax (76) (15)
------------------- --------------------
Net income (loss) $ 4 $ (45)
=================== ====================
Weighted average number of shares outstanding 2,028 1,127
Basic earnings (loss) per share:
Income (loss) from continuing operations $ 0.04 $ (0.03)
Loss from discontinued operations, net of tax (0.04) (0.01)
------------------- --------------------
Net income (loss) $ 0.00 $ (0.04)
=================== ====================
--------------------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------
January-March
----------------------------------------
Diluted earnings per share 2004 2003
------------------- --------------------
(in millions, except per share data)
--------------------------------------------------------------------------------------------------------------------
Income (loss) from continuing operations $ 80 $ (30)
Loss from discontinued operations, net of tax (76) (15)
------------------- --------------------
Net income (loss) $ 4 $ (45)
Weighted average number of shares outstanding 2,028 1,127
Dilution from warrants and options 1 --
------------------- --------------------
Diluted weighted average number of shares outstanding 2,029 1,127
=================== ====================
Diluted earnings (loss) per share:
Income (loss) from continuing operations $ 0.04 $ (0.03)
Loss from discontinued operations, net of tax $ (0.04) $ (0.01)
------------------- --------------------
Net income (loss) $ 0.00 $ (0.04)
=================== ====================
--------------------------------------------------------------------------------------------------------------------
o Stock-based compensation
The Company maintains a management incentive plan under which it offers
stock warrants to key employees, for no consideration. The Company accounts
for the warrants using the intrinsic value method of APB Opinion No. 25,
Accounting for Stock Issued to Employees, as permitted by Statement of
Financial Accounting Standards No. 123 (SFAS 123), Accounting for Stock
Based Compensation. All warrants were issued with exercise prices greater
than the market prices of the stock on the dates of grant. Accordingly, the
Company has recorded no compensation expense related to the warrants,
except in circumstances when a participant ceases to be employed by a
consolidated subsidiary, such as after a divestment by the Company, and the
employee retains the right to vest in the warrants. The following table
illustrates the effect on net income and earnings per share if the Company
had applied the fair value recognition provisions of SFAS 123 to
stock-based employee compensation. Fair value of the warrants was
determined on the date of grant by using the Binomial option model.
-------------------------------------------------------------------------------------------------------------------
January-March
2004 2003
(in millions, except per share data)
-------------------------------------------------------------------------------------------------------------------
Net income (loss), as reported $ 4 $ (45)
Less: Total stock-based employee compensation expense determined under
fair value method for all awards, net of related tax effects (2) (5)
------------------- --------------------
Pro forma net income (loss) $ 2 $ (50)
=================== ====================
Basic and diluted income (loss) per share:
Basic - as reported $ 0.00 $ (0.04)
Basic - pro forma $ 0.00 $ (0.04)
Diluted - as reported $ 0.00 $ (0.04)
Diluted - pro forma $ 0.00 $ (0.04)
--------------------------------------------------------------------------------------------------------------------
o Commitments and contingencies
Asbestos
On July 31, 2003, a U.S. district court approved a pre-packaged Chapter 11
protection plan filed earlier in the year by a U.S. subsidiary of the
Company, Combustion Engineering. Following the court's approval, an appeals
period began on a fast-track basis before the U.S. 3rd Circuit Court of
Appeals. All documentation was received by the court in October 2003 and a
hearing date has been set for June 3, 2004. The Company remains confident
that the plan will be approved.
Note 3 New Accounting Standards
In January 2003, the Financial Accounting Standards Board issued Interpretation
No. 46 (FIN 46), Consolidation of Variable Interest Entities. FIN 46 required
variable interest entities (VIEs) to be consolidated by their primary
beneficiaries. During 2003, the Company adopted the requirements of FIN 46 and
applied the guidance to all VIEs in which the Company has an interest. In March
2003, the Company sold its aircraft-leasing portfolio in Sweden to a third
party. The buyer established a VIE upon acquisition, exclusively for the purpose
of servicing the aircraft leasing portfolio. Subsequent to divestment, the
Company continued its involvement in the VIE by providing significant financial
support in the form of mezzanine and subordinated financing of approximately $90
million. As the primary beneficiary, the Company retained $182 million of assets
and acquired $76 million of third party long-term borrowings through
consolidation of the VIE as of December 31, 2003. FIN 46 was revised in December
2003, which among various changes added additional scope exceptions. The
December 2003 revision (FIN 46R) was adopted by March 2004. The Company
completed its assessment of the effects of the adoption of FIN 46R and such
effects were not material to its consolidated financial position.
Note 4 Summary of Consolidated Stockholders' Equity
--------------------------------------------------------------------------------------------------------------------
(in millions)
Stockholders' equity at January 1, 2004 $ 3,026
Comprehensive loss:
Net income 4
Foreign currency translation adjustments (11)
Accumulated foreign currency translation adjustments allocated to
divestment of businesses 32
Unrealized gain on available-for-sale securities, net of tax 20
Unrealized loss on cash flow hedge derivatives, net of tax (58)
-------------------
Total comprehensive loss (13)
--------------------
Stockholders' equity at March 31, 2004 (unaudited) $ 3,013
====================
--------------------------------------------------------------------------------------------------------------------
At March 31, 2004, the Company had 2,440,016,034 authorized shares. Of these,
2,070,314,947 shares are registered and issued, including 30,298,913 shares that
are reserved for use with the pre-packaged plan of reorganization of the
Company's U.S. subsidiary, Combustion Engineering, Inc. As these 30 million
shares are presently held by one of the Company's subsidiaries and carry no
participation rights, these shares are not treated as outstanding for the
purposes of the Company's Consolidated Financial Statements.
Note 5 Segment and Geographic Data
Effective January 1, 2003, in order to streamline the Company's structure and
improve operational performance, the Company put into place two divisions: Power
Technologies, which combines the former Power Technology Products and Utilities
divisions, and Automation Technologies, which combines the former Automation
Technology Products and Industries divisions.
Effective January 1, 2004, the Group Processes activities, previously in the
Non-core activities division, were integrated into the core divisions and the
Substations business was transferred from the Automation Technologies division
to the Power Technologies division.
o The Power Technologies division serves electric, gas, and water
utilities as well as industrial and commercial customers, with a broad
range of products, systems and services for power transmission,
distribution and power plant automation. The division's principal
customers are electric, gas and water utilities, owners and operators
of power transmission systems, utilities that own or operate networks
and owners and operators of power generating plants. Other customers
include gas transmission companies, local distribution companies and
multi-utilities, which are involved in the transmission or
distribution of more than one commodity. The division also serves
industrial and commercial customers, such as operators of large
commercial buildings and heavy industrial plants.
o The Automation Technologies division provides products, systems,
software and services for the automation and optimization of
industrial and commercial processes. Key technologies include
measurement and control, instrumentation, process analysis, drives and
motors, power electronics, robots, and low voltage products. These
technologies are sold to customers of the automotive, cement,
chemical, distribution, electronics, food and beverage, life sciences,
marine, metals, mining, paper, petroleum, printing and
telecommunications industries with application-specific power and
automation technology.
o The Non-core activities division includes the following activities and
businesses of the Company: the remaining Equity Ventures business, the
remaining Structured Finance business, the remaining Building Systems
business, New Ventures, Customer Service and Logistic Systems.
o Corporate includes Headquarters, Central Research and Development,
Real Estate, Group Treasury Operations and the Financial Advisory
business. Inter-divisional transactions are eliminated in Corporate.
All periods presented have been restated to reflect the organizational structure
of the Company at March 31, 2004.
The Company evaluates performance of its segments based on earnings before
interest and taxes (operating income), which excludes interest and dividend
income, interest and other finance expense, provision for taxes, minority
interest, and loss from discontinued operations, net of tax. In accordance with
Statement of Financial Accounting Standards No. 131, Disclosures about Segments
of an Enterprise and Related Information, the Company presents division and
geographic revenues, earning before interest and taxes, depreciation and
amortization, and capital expenditures, all of which have been restated to
reflect the changes to the Company's internal structure.
Segment data
------------
--------------------------------------------------------------------------------------------------------------------
Orders received
----------------------------------------
(in millions) January-March
------------------- --------------------
2004 2003
--------------------------------------------------------------------------------------------------------------------
Power Technologies $ 2,388 $ 2,046
Automation Technologies 3,006 2,432
Non-core activities 166 837
Corporate(1) (181) (386)
------------------- --------------------
Total $ 5,379 $ 4,929
=================== ====================
--------------------------------------------------------------------------------------------------------------------
Revenues
----------------------------------------
(in millions) January-March
----------------------------------------
2004 2003
--------------------------------------------------------------------------------------------------------------------
Power Technologies $ 1,852 $ 1,767
Automation Technologies 2,507 2,180
Non-core activities 184 745
Corporate(1) (187) (375)
------------------- --------------------
Total $ 4,356 $ 4,317
=================== ====================
--------------------------------------------------------------------------------------------------------------------
Earnings before interest and taxes
----------------------------------------
(in millions) January-March
----------------------------------------
2004 2003
--------------------------------------------------------------------------------------------------------------------
Power Technologies $ 139 $ 136
Automation Technologies 213 155
Non-core activities (2) (55)
Corporate(1) (117) (141)
------------------- --------------------
Total $ 233 $ 95
=================== ====================
--------------------------------------------------------------------------------------------------------------------
Depreciation and amortization
----------------------------------------
(in millions) January-March
----------------------------------------
2004 2003
--------------------------------------------------------------------------------------------------------------------
Power Technologies $ 52 $ 43
Automation Technologies 73 60
Non-core activities 4 20
Corporate 19 17
------------------- --------------------
Total $ 148 $ 140
=================== ====================
-------------------------------------------------------------------------------------------------------------------
Capital expenditures(2)
----------------------------------------
(in millions) January-March
----------------------------------------
2004 2003
--------------------------------------------------------------------------------------------------------------------
Power Technologies $ 28 $ 21
Automation Technologies 45 28
Non-core activities 3 3
Corporate 6 13
------------------- --------------------
Total $ 82 $ 65
=================== ====================
--------------------------------------------------------------------------------------------------------------------
Number of employees(3)
----------------------------------------------
March 31, 2004 December 31, 2003
--------------------------------------------------------------------------------------------------------------------
Power Technologies 41,200 40,500
Automation Technologies 55,500 54,800
Non-core activities 3,600 8,300
Oil, Gas and Petrochemicals 11,000 11,100
Corporate 1,700 1,800
--------------------- ------------------------
Total 113,000 116,500
===================== ========================
Geographic Information
----------------------
--------------------------------------------------------------------------------------------------------------------
Orders received(4)
----------------------------------------
(in millions) January-March
----------------------------------------
2004 2003
--------------------------------------------------------------------------------------------------------------------
Europe $ 2,929 $ 2,860
The Americas 855 816
Asia 1,260 750
Middle East and Africa 335 503
------------------- --------------------
Total $ 5,379 $ 4,929
=================== ====================
--------------------------------------------------------------------------------------------------------------------
Revenues(4)
----------------------------------------
(in millions) January-March
----------------------------------------
2004 2003
--------------------------------------------------------------------------------------------------------------------
Europe $ 2,345 $ 2,410
The Americas 809 849
Asia 841 746
Middle East and Africa 361 312
------------------- --------------------
Total $ 4,356 $ 4,317
=================== ====================
(1) Includes adjustments to eliminate inter-division transactions.
(2) Capital expenditures reflect purchases of fixed tangible assets.
(3) Includes businesses in discontinued operations.
(4) Orders received and revenues have been reflected in the regions based on the location of the customers, which
may be different from the ultimate destination of the products' end use.
Press Release
ABB RESULTS CONTINUE TO IMPROVE IN Q2
EBIT more than doubles, net income at $86 million
o Improved demand in most markets
o Solid increases in core division orders, revenues, EBIT
o Step change productivity improvement program substantially completed
2004 Q2 key figures
-----------------------------------------------------------------------------------------------------------
(US$ in millions) Q2 04(1) Q2 03(1)(2) Change
Orders Group 5,529 4,727 17%
-----------------------------------------------------------------------------------------------------------
Power Technologies 2,734 1,928 42%
--------------------------------------------------------------------------------------
Automation Technologies 2,892 2,418 20%
--------------------------------------------------------------------------------------
Revenues Group 4,913 4,843 1%
-----------------------------------------------------------------------------------------------------------
Power Technologies 2,282 1,933 18%
--------------------------------------------------------------------------------------
Automation Technologies 2,700 2,404 12%
--------------------------------------------------------------------------------------
EBIT(3) Group 288 140 106%
-----------------------------------------------------------------------------------------------------------
Power Technologies 168 155 8%
--------------------------------------------------------------------------------------
Automation Technologies 260 191 36%
--------------------------------------------------------------------------------------
Non-core activities (9) (61)
--------------------------------------------------------------------------------------
Corporate (131) (145)
--------------------------------------------------------------------------------------
EBIT margin Group 5.9% 2.9%
-----------------------------------------------------------------------------------------------------------
Power Technologies 7.4% 8.0%
--------------------------------------------------------------------------------------
Automation Technologies 9.6% 7.9%
-----------------------------------------------------------------------------------------------------------
Loss from discontinued operations (41) (71)
-----------------------------------------------------------------------------------------------------------
Net income (loss) 86 (55)
-----------------------------------------------------------------------------------------------------------
Basic net income (loss) per share 0.04 (0.05)
-----------------------------------------------------------------------------------------------------------
(1) Figures for the Group and for Power Technologies will be restated this year to correct a previously
disclosed overstatement of earnings. For more information, refer to Note 2 - Earnings overstatement in an
Italian subsidiary, in the Notes to the summary consolidated financial statements attached to this press
release.
(2) Includes reclassification of activities to Discontinued operations in 2003.
(3) Earnings before interest and taxes.
Zurich, Switzerland, July 29, 2004 - ABB, the leading power and automation
technology group, reported that orders, revenues and earnings before interest
and taxes (EBIT) continued to improve in the second quarter of 2004, reflecting
improved demand in most markets.
Higher earnings in the Power Technologies and Automation Technologies divisions,
together with lower losses from Non-core activities and Discontinued operations,
contributed to a net income of $86 million in the quarter compared to a loss of
$55 million in the 2003 period.
"The results underline our successful turnaround," said Jurgen Dormann, ABB
chairman and CEO. "Most of the businesses in our core divisions continue to
outperform the market. With a solid track record of achievement, we remain on
course to achieve our 2005 targets."
Cash flow from operations was lower in the quarter, primarily due to costs
associated with the divestiture of the upstream oil and gas business - completed
in mid-July - and lower cash flow from operations in the Power Technologies
division, due to an increase in working capital.
The company's 18-month Step change productivity improvement program was
substantially concluded as planned at the end of June, yielding total cost
savings of more than $900 million on an annualized basis.
Summary of second quarter results
Group orders received in the second quarter of 2004 grew 17 percent to $5,529
million compared to the same quarter in 2003 (12 percent higher in local
currencies). Orders in the core divisions were up a combined 29 percent (24
percent in local currencies) to $5,626 million, with Power Technologies orders
42 percent higher (36 percent in local currencies) at $2,734 million and
Automation Technologies orders growing 20 percent to $2,892 million (up 14
percent in local currencies) compared to the same period last year. Orders
received were sharply lower in Non-core activities, reflecting the divestment of
most of the Building Systems businesses since the second quarter of last year.
The order improvement in the core divisions was fueled by the ongoing recovery
in most of ABB's markets. Second-quarter orders from Asia more than doubled in
both U.S. dollar and local currency terms compared to the same period in 2003,
continuing the strong growth trend seen in the region in the past several
quarters. Asian demand, led by China and India, was driven by investment in
power infrastructure and steady growth in most industrial sectors.
Combined core division orders grew at a double-digit pace in the Americas, led
by the United States. Orders for both core divisions also grew in western
Europe; in eastern Europe they were higher for Automation Technologies and lower
for Power Technologies. Orders were lower in the Middle East and Africa compared
to the same period in 2003, when the company won a number of large orders.
Base orders (less than $15 million) in the core divisions were up 23 percent (17
percent in local currencies), led by an increase of more than 50 percent in
Asia. Base orders were 23 percent higher in the Power Technologies division (19
percent in local currencies) and 22 percent higher in the Automation
Technologies division (16 percent in local currencies).
Large orders (more than $15 million) in the Power Technologies division were up
sharply in both U.S. dollar and local currency terms as the result of a
$390-million order for a high-voltage power link in China. Large orders in the
Automation Technologies division were lower in the quarter. Large orders in the
core divisions amounted to 13 percent of total core division orders in the
second quarter, compared to 8 percent in the same quarter in 2003.
The order backlog for the Group at the end of the second quarter was $11,236
million, up 5 percent compared to the first quarter of 2004 (6 percent higher in
local currencies). The combined order backlog for the core divisions rose 6
percent to $11,285 million at the end of June 2004 compared to $10,655 million
at the end of the first quarter of 2004 (up 7 percent in local currencies). The
order backlog year-on-year in Power Technologies was up 11 percent (7 percent in
local currencies), and was 15 percent higher in Automation Technologies (10
percent in local currencies).
Revenues in the core divisions grew strongly in the quarter, up a combined 15
percent - 18 percent for the Power Technologies division (13 percent in local
currencies) and 12 percent in Automation Technologies (6 percent in local
currencies) compared to the same quarter in 2003. The revenue improvement
reflects the strong growth in base orders seen since the fourth quarter of 2003.
Group revenues in the second quarter grew only 1 percent (down 4 percent in
local currencies) to $4,913 million, reflecting the drop in Non-core revenues
caused by the divestment of most
of the Building Systems businesses since the second quarter of 2003. Those
businesses reported revenues of $104 million in the second quarter of 2004
compared to $608 million in the same period in 2003.
Group EBIT in the second quarter more than doubled to $288 million from $140
million in the same quarter in 2003. The improvement was driven by a 24-percent
increase in core division EBIT - led by 36-percent growth in the Automation
Technologies division - and a $52-million reduction in losses from Non-core
activities.
The Group EBIT margin in the quarter was 5.9 percent compared to 2.9 percent in
the same quarter of 2003.
ABB's Step change productivity improvement program, intended to increase the
competitiveness of ABB's core businesses, reduce overhead costs and streamline
operations by approximately $900 million on an annual basis by 2005, yielded
savings of $252 million in the second quarter of 2004 on restructuring costs of
$20 million. The program was substantially complete at the end of June 2004, as
originally planned. In total, the Step change program achieved cost savings on
an annualized basis of $917 million.
Employees in ABB numbered approximately 113,000 on June 30, 2004, the same as at
the end of the first quarter of 2004. A reduction in the number of employees in
Europe and the Americas was offset primarily by an increase in Asia. With the
completion of the sale of ABB's upstream oil and gas business in July 2004,
which employed about 8,000 people, the number of employees has been further
reduced to 105,000.
Finance net(1) was negative $45 million compared to negative $86 million in the
second quarter of 2003. The difference primarily reflects the non-recurrence of
the $40-million loss on the sale of ABB's shares in the China National Petroleum
Corporation (Sinopec) in the second quarter of 2003.
Included in the line Interest and other finance expense was an expense of $3
million (compared to $12 million for the same quarter in 2003) related to the
$968 million worth of convertible bonds issued in 2002, comprising the
mark-to-market of the equity option embedded in these bonds, and amortization of
the discount on the bonds. The mark-to-market resulted in a gain of $7 million
in the second quarter up to May 28, 2004, which was more than offset by an
amortization expense of $10 million.
The mark-to-market treatment of the equity option was eliminated following a
meeting of bondholders on May 28, 2004, who agreed to a change in the terms of
the bonds allowing them to be converted into American Depositary Shares instead
of ordinary shares denominated in Swiss francs. In the future, the amortization
of the discount on the bonds will be between $7 million and $9 million per
quarter until the bond matures in May 2007.
The net loss in Discontinued operations amounted to $41 million, compared to a
net loss of $71 million in the second quarter of 2003. The result includes a
payment to U.S. authorities of approximately $6 million related to a compliance
review of ABB's upstream oil and gas
--------------------------
(1) Finance net is the difference between interest and dividend income and
interest and other finance expense.
business, which was sold on July 12, 2004. (For more details on Discontinued
operations, please refer to page 9).
ABB's net income for the second quarter amounted to $86 million, compared to a
net loss of $55 million for the same period in 2003.
Balance sheet
Cash and marketable securities at the end of June 2004 amounted to $3.4 billion
(excluding Discontinued operations), down from $3.8 billion at the end of March
2004 and $5.1 billion at the end of December 2003. The reduction results
primarily from the repayment of debt as a result of bonds maturing and the
buy-back of bonds.
At the end of June 2004, total debt (defined as total short and long-term
borrowings) amounted to $6.1 billion, compared to $6.7 billion at March 31,
2004, and $7.9 billion at the end of December 2003. Included in ABB's total debt
is approximately $765 million in bonds due for repayment during the remainder of
2004 and the first half of 2005. Gearing, defined as total debt divided by total
debt plus shareholders' equity (including minority interest) amounted to 65
percent at the end of June compared to 67 percent at the end of March 2004.
Stockholders' equity at June 30, 2004, was $3,028 million compared to $3,013
million at the end of March 2004.
Cash flow from operating activities
-------------------------------------------------------------------------------------------------------------
$ in millions Q2 2004(1) Q2 2003(1) Change
-------------------------------------------------------------------------------------------------------------
Power Technologies 11 243 (232)
-------------------------------------------------------------------------------------------------------------
Automation Technologies 225 143 82
-------------------------------------------------------------------------------------------------------------
Non-core activities 22 (125) 147
-------------------------------------------------------------------------------------------------------------
Corporate (211) (195) (16)
-------------------------------------------------------------------------------------------------------------
Oil, Gas and Petrochemicals businesses (183) (91) (92)
-------------------------------------------------------------------------------------------------------------
Total net cash used in operating activities (136) (25) (111)
=============================================================================================================
(1) Figures for the Group and for Power Technologies will be restated this year to correct a previously
disclosed overstatement of earnings. For more information, refer to Note 2 - Earnings overstatement in an
Italian subsidiary, in the Notes to the summary consolidated financial statements attached to this press
release.
Net cash used in operations for the group in the second quarter of 2004 was $136
million compared to $25 million in the second quarter of 2003.
Cash flow from operations in the Power Technologies division amounted to $11
million in the second quarter, compared to $243 million in the same quarter of
2003. The difference mainly reflects an increase in working capital resulting
from lower customer advances in the systems business and higher trade
receivables. In the Automation Technologies division, cash flow from operations
increased by $82 million, reflecting both higher earnings and reduced working
capital.
Cash flow from operations in Non-core activities amounted to $22 million,
reflecting in part lower restructuring cash payments in the remaining Building
Systems and New Ventures businesses.
Cash outflow from Corporate amounted to $211 million in the quarter and included
cash payments to the Settlement Trust for ABB's U.S. subsidiary Combustion
Engineering of $26 million ($51 million in the same quarter of 2003). Total
asbestos cash outflows, including fees and insurance collections, amounted to
$27 million in the second quarter, compared to $51 million in the same period
last year.
Cash outflow from the oil, gas and petrochemicals business increased by $92
million due to the cancellation of an approximately $100-million securitization
program in preparation for the divestiture of the upstream business, which was
completed in July 2004.
Divestments
ABB closed the sale of its reinsurance business in mid-April 2004, as previously
announced, receiving gross cash proceeds of approximately $415 million,
including $12 million received in July 2004. In addition, ABB sold a business in
Sweden, formerly part of the Automation Technologies division, for $11 million,
as well as investments in two U.S. technology businesses for $6 million,
reporting a total gain on the divestments of $7 million in Other income
(expense), net.
The sale of ABB's upstream oil and gas business, first announced in October
2003, was completed on July 12, 2004. Net cash proceeds from the sale were
approximately $800 million, received in July 2004.
Asbestos
ABB is awaiting the results of a hearing held on June 3, 2004, before the U.S.
3rd Circuit Court of Appeals to review a pre-packaged Chapter 11 protection plan
that was filed in 2003 by a U.S. subsidiary of ABB, Combustion Engineering. The
plan has already been approved by both a federal bankruptcy court and a U.S.
district court and ABB remains confident that the Circuit Court will also
approve the plan.
Management change
ABB announced on June 24 that Peter Voser, chief financial officer, will leave
the company effective October 2004 to become chief financial officer of the
Royal Dutch/Shell group of companies. An external search for a successor was
launched by the Board of Directors and an announcement is planned in the coming
months.
Group outlook
The company confirms its 2005 targets for revenue, EBIT, total debt and gearing
(total debt divided by total debt plus stockholders' equity, including minority
interest).
From 2002 to 2005, ABB expects compound average annual revenue growth of 4
percent in local currencies. The Power Technologies division expects compound
average annual revenue growth of 5.3 percent in local currencies. The Automation
Technologies division expects compound average annual revenue growth of 3.3
percent in local currencies.
For 2005, the Group's target EBIT margin remains 8 percent in U.S. dollars. The
2005 EBIT margin targets in U.S. dollars for the Power Technologies and
Automation Technologies divisions remain at 10 percent and 10.7 percent
respectively.
The company intends to reduce total debt to about $4 billion and gearing to
approximately 50 percent by 2005.
Revenue and margin targets exclude major acquisitions, divestitures and business
closures.
Divisional performance Q2 2004
Power Technologies
-------------------------------------------------------------------------------------------------------------
$ in millions (except where indicated) Q2 2004(1) Q2 2003(1)(2) Change
-------------------------------------------------------------------------------------------------------------
Orders 2,734 1,928 42%
-------------------------------------------------------------------------------------------------------------
Revenues 2,282 1,933 18%
-------------------------------------------------------------------------------------------------------------
EBIT 168 155 8%
-------------------------------------------------------------------------------------------------------------
EBIT margin 7.4% 8.0%
=============================================================================================================
Restructuring costs (included in EBIT) -19 -18
-------------------------------------------------------------------------------------------------------------
(1) Figures for the Group and for Power Technologies will be restated this year to correct a previously
disclosed overstatement of earnings. For more information, refer to Note 2 - Earnings overstatement in an
Italian subsidiary, in the Notes to the summary consolidated financial statements attached to this press
release.
2 Adjusted to reflect the reclassification of activities to Discontinued operations in 2003 and of substation
automation activities from the Automation Technologies division, effective January 1, 2004.
Orders received in the Power Technologies division rose 42 percent to $2,734
million in the second quarter of 2004 (up 36 percent in local currencies).
Orders grew in all business areas, reflecting the recovery in power
infrastructure investments in most regions, including higher demand from
utilities for grid interconnections, as well as higher demand from industrial
customers and original equipment manufacturers (OEMs). Base orders continued the
strong growth trend seen in the first quarter of the year.
Orders from Asia grew strongly and more than doubled in China and India in both
U.S. dollars and local currencies in the quarter compared to the same period in
2003. Orders included the $390-million order for the Three Gorges high-voltage
power link.
Western Europe showed double-digit order growth in both U.S. dollar and local
currency terms on higher base orders. Orders decreased in eastern Europe
compared to the high levels of the year-earlier period. Demand from North
America began to show signs of recovery and included a $17-million order for
high-voltage gas-insulated switchgear in the U.S. In Latin America, orders also
increased by more than 10 percent in both U.S. dollars and local currencies.
Orders in the Middle East and Africa remained strong, despite a small decrease
in the quarter compared to the very high levels seen in same period in 2003.
Revenues in the quarter were 18 percent higher at $2,282 million (up 13 percent
in local currencies), as the high level of product orders taken since the end of
2003 impacted top-line growth. Revenues grew at a double-digit pace in both U.S.
dollar and local currency terms in all business areas except Power Systems,
where revenues decreased due to the low level of large project execution in the
quarter.
Revenues increased at a double-digit pace in all regions in both nominal and
local currency terms in the quarter compared to the same period in 2003, except
in North America, where they were slightly lower. The strongest improvement was
seen in Asia, both eastern and western Europe, and the Middle East and Africa.
Second-quarter EBIT grew to $168 million, primarily reflecting the higher
revenues and continued productivity-related margin improvements in most product
businesses. The EBIT margin amounted to 7.4 percent, while the EBIT margin
before restructuring reached 8.2 percent. The margin growth in the product
businesses was more than offset by lower project revenues and the resulting low
capacity utilization in parts of the systems business. This impact is expected
to decrease over the rest of the year.
Cash flow from operations for the division amounted to $11 million in the second
quarter, compared to $243 million in the same quarter of 2003. The difference
mainly reflects an increase in working capital resulting from lower customer
advances in the systems business and higher trade receivables. Net working
capital as a percentage of revenues was slightly lower in the quarter compared
to the second quarter of 2003.
Overstatement of earnings: As reported in June 2004, an internal inquiry
uncovered an EBIT overstatement of approximately $70 million from the first
quarter of 1998 through the first quarter of 2004 by the medium-voltage business
in Italy. The consolidated financial statements and the results for Power
Technologies presented in this press release have not yet been restated for the
overstatement of earnings. ABB intends to restate its consolidated financial
statements in 2004.
Automation Technologies
-------------------------------------------------------------------------------------------------------------
$ in millions (except where indicated) Q2 2004 Q2 2003(1) Change
-------------------------------------------------------------------------------------------------------------
Orders 2,892 2,418 20%
-------------------------------------------------------------------------------------------------------------
Revenues 2,700 2,404 12%
-------------------------------------------------------------------------------------------------------------
EBIT 260 191 36%
-------------------------------------------------------------------------------------------------------------
EBIT margin 9.6% 7.9%
=============================================================================================================
Restructuring costs (included in EBIT) -16 -25
-------------------------------------------------------------------------------------------------------------
(1) Adjusted to reflect the move of substation automation activities to the Power Technologies division,
effective January 1, 2004
The Automation Technologies division reported orders of $2,892 million in the
second quarter of 2004, a 20-percent increase compared to the same quarter last
year (up 14 percent in local currencies). The improvement was driven by higher
base orders in all business areas and across most customer segments.
Orders grew at a double-digit pace in both U.S. dollar and local currency terms
in all regions except the Middle East and Africa, where orders were lower. China
and India again led growth in Asia, with good demand seen in the pulp and paper,
minerals and marine sectors. North American orders were higher than in the same
quarter in 2003, rising for the third consecutive quarter. Orders also improved
in western Europe, which showed signs of an economic recovery in several
sectors. Order growth continued in eastern Europe and Latin America.
Base orders grew strongly in the quarter in both U.S. dollar and local currency
terms, contributing to strong order growth in the Automation Products and
Process Automation
business areas. ABB's Industrial IT process control system 800xA continued to be
well received in the market. Orders were also higher in Manufacturing Automation
due to a large order in North America.
Revenues and EBIT grew for the seventh consecutive quarter. Revenues rose to
$2,700 million, up 12 percent (6 percent in local currencies) compared to the
second quarter of last year. Revenues in local currencies were higher in the
Automation Products business area and flat in Process Automation and
Manufacturing Automation.
Revenues in China were up by close to 50 percent and almost doubled in India in
the quarter in both U.S. dollars and local currencies, leading to another strong
revenue improvement in Asia. Revenues were higher in western Europe in both
nominal and local currencies and grew at a double-digit pace in eastern Europe
in both U.S. dollars and local currencies compared to the same period in 2003.
Revenues were unchanged in Latin America and lower in North America.
EBIT rose 36 percent to $260 million compared to the same quarter in 2003. The
improvement lifted the EBIT margin to 9.6 percent from 7.9 percent. The main
contributors were ongoing productivity improvements, increased revenues from
higher-margin products, and lower restructuring costs. The EBIT margin before
restructuring increased to 10.2 percent in the second quarter of 2004 from 9.0
percent in the same period last year.
Cash flow from operations for the division continued the improvement established
at the end of 2003, rising to $225 million, up $82 million compared to the
second quarter of 2003. Higher earnings and a further reduction in working
capital across all business areas contributed to the improvement.
Non-core activities
-------------------------------------------------------------------------------------------------------------
EBIT ($ in millions) Q2 2004 Q2 2003(1)
-------------------------------------------------------------------------------------------------------------
Equity Ventures 16 47
-------------------------------------------------------------------------------------------------------------
Remaining Structured Finance 2 (54)
-------------------------------------------------------------------------------------------------------------
Building Systems (18) (46)
-------------------------------------------------------------------------------------------------------------
New Ventures (7) (6)
-------------------------------------------------------------------------------------------------------------
Other non-core activities (2) (2)
-------------------------------------------------------------------------------------------------------------
Total (9) (61)
=============================================================================================================
Restructuring costs (included in EBIT) (5) (33)
-------------------------------------------------------------------------------------------------------------
(1) Adjusted to reflect the reclassification of activities to Discontinued operations in 2003
Non-core activities reported a negative EBIT of $9 million in the second quarter
compared to a loss of $61 million in the same period of 2003. The decrease in
Equity Ventures reflects the divestment of two investments in Australia during
the second quarter of 2003 that resulted in a $28-million capital gain. The
improvement in the Remaining Structured Finance earnings resulted from the
non-recurrence of the $87-million loss on the sale of ABB's 35-percent stake in
the Swedish Export Credit Corporation in June 2003.
The lower negative EBIT in Building Systems reflects the divestment of most of
those businesses in 2003 and early 2004. Most of the loss is the result of costs
related to the winding down of the small U.S. unit. The largest part of the
business still to be divested is in Germany, which reported a small operational
loss in the second quarter.
Corporate
-------------------------------------------------------------------------------------------------------------
EBIT ($ in millions) Q2 2004 Q2 2003(1)
-------------------------------------------------------------------------------------------------------------
Headquarters/stewardship (109) (106)
-------------------------------------------------------------------------------------------------------------
Research and development (23) (23)
-------------------------------------------------------------------------------------------------------------
Other(2) 1 (16)
-------------------------------------------------------------------------------------------------------------
Total (131) (145)
=============================================================================================================
Restructuring costs (included in EBIT) 0 (6)
-------------------------------------------------------------------------------------------------------------
(1) Adjusted to reflect the reclassification of activities to Discontinued operations in 2003
(2) Includes consolidation effects, real estate and Treasury Services
Headquarters and stewardship costs remained steady compared to the year-earlier
period. The line Other includes capital gains of about $15 million from the sale
of real estate in the second quarter of this year.
Other income (expense), net
Included in the group's second-quarter EBIT is a net expense of $3 million ($95
million in the same quarter in 2003) comprising restructuring costs, capital
gains and losses, asset write-downs, and income from licenses and
equity-accounted companies.
o Restructuring charges in the second quarter were $40 million ($82
million in the second quarter of 2003), including $20 million from the
Step change productivity improvement program
o Asset write-downs in the quarter were $15 million ($2 million in the
2003 quarter), primarily related to a property in Switzerland
o Net capital gains were $30 million (compared to capital losses of $69
million in the same period in 2003), including a gain of $15 million
on the sale of land and buildings in Switzerland and $7 million on the
sale of businesses in Sweden and the U.S.
o Income from equity-accounted companies decreased to $14 million from
$50 million in the second quarter of 2003, reflecting the divestment
of the 35-percent stake in the Swedish Export Credit Corporation in
June of last year. License income in the second quarter remained
steady at $8 million
Discontinued operations
-------------------------------------------------------------------------------------------------------------
Net income (loss) ($ in millions) Q2 2004 Q2 2003(1)
-------------------------------------------------------------------------------------------------------------
Reinsurance (7) 19
-------------------------------------------------------------------------------------------------------------
Asbestos 9 (36)
-------------------------------------------------------------------------------------------------------------
Oil, Gas and Petrochemicals business (23) (46)
-------------------------------------------------------------------------------------------------------------
Other (20) (8)
-------------------------------------------------------------------------------------------------------------
Total net loss (41) (71)
-------------------------------------------------------------------------------------------------------------
(1) Adjusted to reflect the reclassification of activities to Discontinued operations in 2003
Costs relating to the settlement on the sale of ABB's reinsurance business,
completed on April 16, 2004, resulted in a $7-million loss in the second
quarter. The asbestos result is primarily due to a $12-million gain on the
mark-to-market treatment of the approximately 30 million ABB shares reserved to
cover part of the company's asbestos liabilities, compared to an expense of $30
million reported in the second quarter of 2003.
Oil, Gas and Petrochemicals
-------------------------------------------------------------------------------------------------------------
($ in millions) Q2 2004 Q2 2003 Change
-------------------------------------------------------------------------------------------------------------
Orders 611 845 -28%
-------------------------------------------------------------------------------------------------------------
Revenues 802 1,056 -24%
-------------------------------------------------------------------------------------------------------------
Net loss (23) (46)
-------------------------------------------------------------------------------------------------------------
Orders were 28 percent lower in the Oil, Gas and Petrochemicals business (29
percent lower in local currencies) in the second quarter of 2004 compared to the
same period in 2003. Downstream orders in the quarter were lower as the result
of more selective bidding, with a shift to lower-risk reimbursable contracts
rather than large scope fixed-price contracts. Orders in the upstream business
increased compared to the year-earlier period.
Revenues fell 24 percent (26 percent in local currencies). Higher revenues in
the upstream business were offset by a decrease in the downstream business
compared to the same quarter in 2003, when revenues were lifted by a large
project in Russia. Lower revenues on the downstream side also reflect the
continued shift in bidding strategy.
The net loss from the businesses in the quarter amounted to $23 million ($46
million loss in the second quarter of 2003). The downstream business reported a
small net income (compared to a net loss in the same quarter of 2003) following
a break-even result in the first quarter of 2004. The gain was more than offset,
however, by a loss in the upstream business primarily related to costs
associated with its sale (including costs of $22 million in the second quarter
associated with the compliance review). The sale of the upstream business was
closed in July 2004.
Appendix
ABB key figures second quarter 2004
-----------------------------------------------------------------------------------------------------------
$ in millions Q2 2004(1) Q2 2003(1)(2) % change
-------------------
Nominal Local
-----------------------------------------------------------------------------------------------------------
Orders Group 5,529 4,727 17% 12%
-----------------------------------------------------------------------------------------
Power Technologies 2,734 1,928 42% 36%
-----------------------------------------------------------------------------------------
Automation Technologies 2,892 2,418 20% 14%
-----------------------------------------------------------------------------------------
Non-core activities 92 664
-----------------------------------------------------------------------------------------
Corporate (189) (283)
-----------------------------------------------------------------------------------------------------------
Revenues Group 4,913 4,843 1% -4%
-----------------------------------------------------------------------------------------
Power Technologies 2,282 1,933 18% 13%
-----------------------------------------------------------------------------------------
Automation Technologies 2,700 2,404 12% 6%
-----------------------------------------------------------------------------------------
Non-core activities 127 799
-----------------------------------------------------------------------------------------
Corporate (196) (293)
-----------------------------------------------------------------------------------------------------------
EBIT* Group 288 140 106%
-----------------------------------------------------------------------------------------
Power Technologies 168 155 8%
-----------------------------------------------------------------------------
Automation Technologies 260 191 36%
-----------------------------------------------------------------------------
Non-core activities (9) (61)
-----------------------------------------------------------------------------
Corporate (131) (145)
-----------------------------------------------------------------------------------------------
EBIT margin Group 5.9% 2.9%
-----------------------------------------------------------------------------
Power Technologies 7.4% 8.0%
-----------------------------------------------------------------------------
Automation Technologies 9.6% 7.9%
-----------------------------------------------------------------------------
Non-core activities
-----------------------------------------------------------------------------
Corporate
-----------------------------------------------------------------------------------------------
Net income (loss) 86 (55)
-----------------------------------------------------------------------------------------------------------
ABB key figures six months 2004
-----------------------------------------------------------------------------------------------------------
Six months Six months % change
2004(1) 2003(1)(2)
-----------------------
Nominal Local
-----------------------------------------------------------------------------------------------------------
Orders Group 10,908 9,656 13% 4%
-----------------------------------------------------------------------------------------
Power Technologies 5,122 3,974 29% 21%
-----------------------------------------------------------------------------------------
Automation Technologies 5,898 4,850 22% 13%
-----------------------------------------------------------------------------------------
Non-core activities 258 1,501
-----------------------------------------------------------------------------------------
Corporate (370) (669)
-----------------------------------------------------------------------------------------------------------
Revenues Group 9,269 9,160 1% -6%
-----------------------------------------------------------------------------------------
Power Technologies 4,134 3,700 12% 5%
-----------------------------------------------------------------------------------------
Automation Technologies 5,207 4,584 14% 5%
-----------------------------------------------------------------------------------------
Non-core activities 311 1,544
-----------------------------------------------------------------------------------------
Corporate (383) (668)
-----------------------------------------------------------------------------------------------------------
EBIT* Group 521 235 122%
-----------------------------------------------------------------------------------------
Power Technologies 307 291 5%
-----------------------------------------------------------------------------
Automation Technologies 473 346 37%
-----------------------------------------------------------------------------
Non-core activities (11) (116)
-----------------------------------------------------------------------------
Corporate (248) (286)
-----------------------------------------------------------------------------------------------
EBIT margin Group 5.6% 2.6%
-----------------------------------------------------------------------------
Power Technologies 7.4% 7.9%
-----------------------------------------------------------------------------
Automation Technologies 9.1% 7.5%
-----------------------------------------------------------------------------
Non-core activities
-----------------------------------------------------------------------------
Corporate
-----------------------------------------------------------------------------------------------
Net income (loss) 90 (100)
-----------------------------------------------------------------------------------------------------------
(1) Figures for the Group and for Power Technologies will be restated this year to correct a previously
disclosed overstatement of earnings. For more information, refer to Note 2 - Earnings overstatement in an
Italian subsidiary, in the Notes to the summary consolidated financial statements attached to this press
release.
(2) Includes reclassification of activities to Discontinued operations in 2003;
* Earnings before interest and taxes. See Summary Financial Information for more information.
More information
The 2004 Q2 results press release and presentation slides are available from
July 29, 2004 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 telephone conference for journalists today starting at 10:00
Central European Time (CET). Callers from the U.K. should dial +44 20 7107 0611.
From Sweden, dial +46 8 5069 2105, and from the rest of Europe, dial +41 91 610
56 00. Lines will be open 15 minutes before the start of the conference. The
audio playback of the conference call will start one hour after the end of the
call and be available for 72 hours. Playback numbers: +44 207 866 4300 (U.K.),
+41 91 612 4330 (rest of Europe) or +1 412 317 0088 (U.S.). The code is 299,
followed by the # key.
A conference call for analysts and investors is scheduled to begin at 14:30 CET.
Callers should dial +41 91 610 56 00 (Europe and the rest of the world), +1 412
858 4600 (from the U.S.). Callers are requested to phone in 10 minutes before
the start of the conference call. The audio playback of the conference call will
start one hour after the end of the call and be available for 72 hours. Playback
numbers: +1 412 317 0088 (U.S.) or +41 91 612 4330 (Europe and the rest of the
world). The code is 304 followed by the # key.
The remaining reporting date for quarterly results in 2004 is October 28. In
2005, the reporting dates for quarterly reports are as follows:
February 16 Q4 and full year 2004 results
April 28 Q1 2005 results
July 28 Q2 2005 results
October 27 Q3 2005 results
ABB (www.abb.com) is a leader in power and automation technologies that enable
utility and industry customers to improve performance while lowering
environmental impact. The ABB Group of companies operates in around 100
countries and employs about 105,000 people.
Zurich, July 29, 2004
Jurgen Dormann, chairman and CEO
This press release includes forward-looking information and statements that are
subject to risks and uncertainties that could cause actual results to differ.
These statements are based on current expectations, estimates and projections
about global economic conditions, the economic conditions of the regions and
industries that are major markets for ABB Ltd and ABB Ltd's lines of business.
These expectations, estimates and projections are generally identifiable by
statements containing words such as "expects," "believes," "estimates" or
similar expressions. Important factors that could cause actual results to differ
materially from those expectations include, among others, ABB's ability to
dispose of certain of our non-core businesses on terms and conditions acceptable
to it, ABB's ability to further reduce its indebtedness as planned, the
resolution of asbestos claims on terms and conditions satisfactory to ABB,
economic and market conditions in the geographic areas and industries that are
major markets for ABB's businesses, market acceptance of new products and
services, changes in governmental regulations, interest rates, fluctuations in
currency exchange rates and such other factors as may be discussed from time to
time in ABB'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.
For more information please contact:
Media Relations Investor Relations ABB Ltd
Thomas Schmidt, Wolfram Eberhardt Switzerland: Tel. +41 43 317 3804 Affolternstrasse 54
Tel: +41 43 317 6568 Sweden: Tel. +46 21 325 719 CH-8050 Zurich, Switzerland
Fax: +41 43 317 7958 USA: Tel. +1 203 750 7743
media.relations@ch.abb.com investor.relations@ch.abb.com
Summary Financial Information
Six Months Ended June 2004
ABB Ltd
Summary Consolidated Income Statements
-------------------------------------------------------------------------------------------------
January - June April - June
2004* 2003* 2004* 2003*
----------------------------------------------
(unaudited) (unaudited) (unaudited) (unaudited)
(in millions, except per share data)
-------------------------------------------------------------------------------------------------
Revenues $ 9,269 $ 9,160 $ 4,913 $ 4,843
Cost of sales (6,885) (6,792) (3,680) (3,557)
----------------------------------------------
Gross profit 2,384 2,368 1,233 1,286
Selling, general and administrative expenses (1,836) (1,993) (932) (1,041)
Amortization expense (20) (20) (10) (10)
Other income (expense), net (7) (120) (3) (95)
----------------------------------------------
Earnings before interest and taxes 521 235 288 140
Interest and dividend income 76 69 45 29
Interest and other finance expense (197) (280) (90) (115)
----------------------------------------------
Income from continuing operations before taxes
and minority interest 400 24 243 54
Provision for taxes (152) (8) (90) (19)
Minority interest (41) (30) (26) (19)
----------------------------------------------
Income (loss) from continuing operations 207 (14) 127 16
Loss from discontinued operations, net of tax (117) (86) (41) (71)
----------------------------------------------
Net income (loss) $ 90 $ (100) $ 86 $ (55)
==============================================
Basic earnings (loss) per share:
Income (loss) from continuing operations $ 0.10 $ (0.01) $ 0.06 $ 0.01
Net income (loss) $ 0.04 $ (0.09) $ 0.04 $ (0.05)
Diluted earnings (loss) per share:
Income (loss) from continuing operations $ 0.10 $ (0.01) $ 0.06 $ 0.01
Net income (loss) $ 0.04 $ (0.09) $ 0.04 $ (0.05)
-------------------------------------------------------------------------------------------------
* The periods presented have not yet been restated to correct misstatements in an Italian
subsidiary. See Note 2 - Earnings overstatement in an Italian subsidiary.
ABB Ltd
Summary Consolidated Balance Sheets
--------------------------------------------------------------------------------------------------
At At At
June 30 March 31 December 31
2004* 2004* 2003*
--------------------------------------
(unaudited) (unaudited) (audited)
(in millions, except share data)
--------------------------------------
Cash and equivalents $ 2,914 $ 2,583 $ 4,669
Marketable securities 491 1,237 473
Receivables, net 5,347 5,153 5,337
Inventories, net 2,824 2,821 2,605
Prepaid expenses and other 1,566 1,684 2,002
Assets held for sale and in discontinued operations 3,112 6,110 6,427
--------------------------------------
Total current assets 16,254 19,588 21,513
Financing receivables, non-current 1,249 1,312 1,330
Property, plant and equipment, net 2,695 2,749 2,840
Goodwill 2,306 2,309 2,331
Other intangible assets, net 466 498 549
Prepaid pension and other employee benefits 518 522 524
Investments and other 1,277 1,286 1,326
--------------------------------------
Total assets $ 24,765 $ 28,264 $ 30,413
======================================
Accounts payable, trade $ 2,946 $ 2,874 $ 2,981
Accounts payable, other 1,195 1,239 1,394
Short-term borrowings and current maturities of long-term
borrowings 939 974 1,597
Accrued liabilities and other 4,683 4,760 5,140
Liabilities held for sale and in discontinued operations 1,980 4,764 5,100
--------------------------------------
Total current liabilities 11,743 14,611 16,212
Long-term borrowings 5,176 5,774 6,290
Pension and other employee benefits 1,778 1,773 1,794
Deferred taxes 958 952 969
Other liabilities 1,845 1,854 1,837
--------------------------------------
Total liabilities 21,500 24,964 27,102
Minority interest 237 287 285
Stockholders' equity:
Capital stock and additional paid-in capital 3,067 3,067 3,067
Retained earnings 1,937 1,851 1,847
Accumulated other comprehensive loss (1,838) (1,767) (1,750)
Less: Treasury stock, at cost (11,611,529 shares at
June 30, 2004) (138) (138) (138)
--------------------------------------
Total stockholders' equity 3,028 3,013 3,026
--------------------------------------
Total liabilities and stockholders' equity $ 24,765 $ 28,264 $ 30,413
======================================
--------------------------------------------------------------------------------------------------
* The periods presented have not yet been restated to correct misstatements in an Italian
subsidiary. See Note 2 - Earnings overstatement in an Italian subsidiary.
ABB Ltd
Summary Consolidated Statements of Cash Flows
-------------------------------------------------------------------------------------------------------------------
January - June April - June
2004* 2003* 2004* 2003*
------------------------------------------------
(unaudited) (unaudited) (unaudited) (unaudited)
(in millions)
-------------------------------------------------------------------------------------------------------------------
Operating activities
Net income (loss) $ 90 $ (100) $ 86 $ (55)
Adjustments to reconcile net income (loss) to net cash used in
operating activities:
Depreciation and amortization 296 290 148 146
Provisions (141) (640) 8 (170)
Pension and post-retirement benefits 48 (50) 22 (48)
Deferred taxes 13 (85) 15 (48)
Net gain from sale of property, plant and equipment (23) (12) (22) (1)
Loss on sale of discontinued operations 36 -- 36 --
Other 156 162 38 94
Changes in operating assets and liabilities:
Marketable securities (trading) 43 35 2 (11)
Trade receivables (238) (44) (260) 69
Inventories (372) (125) (29) (8)
Trade payables (20) (47) 112 (10)
Other assets and liabilities, net (165) (337) (292) 1
------------------------------------------------
Net cash used in operating activities (277) (953) (136) (25)
------------------------------------------------
Investing activities
Changes in financing receivables 51 159 72 38
Purchases of marketable securities (other than trading) (1,630) (1,885) (144) (1,092)
Purchases of property, plant and equipment (235) (230) (137) (130)
Acquisitions of businesses (net of cash acquired) (16) (44) (10) (30)
Proceeds from sales of marketable securities (other than trading) 1,562 2,003 872 1,174
Proceeds from sales of property, plant and equipment 63 62 52 17
Proceeds from sales of businesses (net of cash disposed) 315 257 293 243
------------------------------------------------
Net cash provided by investing activities 110 322 998 220
------------------------------------------------
Financing activities
Changes in borrowings (1,717) (52) (647) 35
Treasury and capital stock transactions (36) 156 -- --
Other (26) 42 (22) 27
------------------------------------------------
Net cash provided by (used in) financing activities (1,779) 146 (669) 62
------------------------------------------------
Effects of exchange rate changes on cash and equivalents (27) 61 (10) 49
Adjustment for the net change in cash and equivalents in assets
held for sale and in discontinued operations 218 (18) 148 (46)
------------------------------------------------
Net change in cash and equivalents - continuing operations (1,755) (442) 331 260
------------------------------------------------
Cash and equivalents beginning of period 4,669 2,336 2,583 1,634
------------------------------------------------
Cash and equivalents end of period $ 2,914 $ 1,894 $ 2,914 $ 1,894
================================================
Interest paid $ 185 $ 226 $ 101 $ 97
Taxes paid $ 206 $ 107 $ 128 $ 53
-------------------------------------------------------------------------------------------------------------------
* The periods presented have not yet been restated to correct misstatements in an Italian subsidiary. See Note 2 -
Earnings overstatement in an Italian subsidiary.
ABB Ltd notes to summary consolidated financial statements (unaudited)
(US$ in millions, except per share data)
Note 1 The Summary Consolidated Financial Statements
The summary consolidated financial information is prepared on the basis of
accounting principles generally accepted in the United States (US GAAP) and is
presented in United States dollars ($) unless otherwise stated. Data for orders
and number of employees are shown as additional information and are not required
disclosures under US GAAP.
The par value of capital stock is denominated in Swiss francs (CHF).
The Company considers earnings before interest and taxes (operating income),
which excludes interest and dividend income, interest and other finance expense,
provision for taxes, minority interest and loss from discontinued operations,
net of tax, to be the most relevant measure of the Company's and its divisions'
financial and operational performance. Accordingly, the Company evaluates itself
and its divisions based on this measure.
Note 2 Developments during the Six Months Ended June 30, 2004:
o Earnings overstatement in an Italian subsidiary
During the second quarter of 2004, an internal inquiry uncovered an
overstatement by the medium-voltage business in Italy of its earnings
before interest and taxes of approximately $70 million from the first
quarter of 1998 through the first quarter of 2004. That corresponds to
1.4 percent of the Company's total reported consolidated earnings
before interest and taxes during the period. The medium-voltage
business in Italy is part of the Power Technologies division described
in Note 5.
According to the Company's initial review, the annual impact on
earnings before interest and taxes over the period ranged between $2
million in 1998 to a maximum of approximately $20 million in 2002.
The consolidated financial statements and related notes presented in
this press release have not yet been restated for the misstatements.
The Company intends, in 2004, to restate its consolidated financial
statements by means of an amended 2003 annual report on Form 20-F and
to disclose restated 2003 and 2004 quarterly consolidated financial
statements in a press release.
o Reclassifications and restatements
Amounts in prior periods have been reclassified to conform to the
Company's current presentation.
o Significant divestitures
In January 2004, the Company sold its MDCV cable business, located in
Germany, to the Wilms Group of Menden, Germany.
In March 2004, the Company completed the sale of its Swiss Building
Systems business to CapVis Equity Partners AG, a Swiss private equity
company, for approximately $39 million and bought a 10% ownership
interest in a subsidiary of CapVis Equity Partners AG. The Company
recorded a net gain of approximately $12 million from the sale of this
business in other income (expense), net, in the first quarter of 2004.
In April 2004, the Company completed the sale of its Reinsurance
business to White Mountains Insurance Group Limited, a Bermuda-based
insurance holding company, receiving gross cash proceeds of $415
million, including $12 million received in July 2004. Consequently, in
the first half of 2004, the Company recorded a loss of $36 million in
loss from discontinued operations, net of tax, related primarily to
foreign exchange effects of the business from January 1, 2004, through
the date of sale.
In the second quarter of 2004, the Company sold a business in Sweden,
formerly part of the Automation Technologies division, for $11
million, as well as investments in two U.S. technology businesses for
$6 million, reporting a total gain on these divestments of $7 million
in other income (expense), net, in the second quarter of 2004.
In July 2004, the Company completed the sale of the upstream part of
its Oil, Gas and Petrochemicals division to a consortium of private
equity investors consisting of Candover Partners Limited, JP Morgan
Partners LLC and 3i Group PLC for an initial purchase price of $925
million plus potential deferred consideration of up to $50 million.
Net cash proceeds from the sale were approximately $800 million,
reflecting the initial sales price adjusted for unfunded pension
liabilities of approximately $85 million and changes in net working
capital.
For additional information see Note 2 - Discontinued operations and
businesses held for sale.
o Restructuring programs
2001 Program
The 2001 program initiated in July 2001 in an effort to improve
productivity, reduce cost base, simplify product lines, reduce
multiple location activities and perform other downsizing in response
to weakening markets and consolidation of major customers in certain
industries continued to be paid out in 2004.
In the first half of 2004, the Company paid termination benefits of
$11 million to 55 employees and $3 million were paid to cover costs
associated with lease terminations and other exit costs. At June 30,
2004, accrued liabilities included $19 million for lease terminations
and other exit costs. Currency fluctuations resulted in a $3 million
decrease in the liabilities accrued for workforce reductions, lease
terminations and other exit costs. The 2001 program was substantially
completed during 2002 and the remaining liability will be
substantially paid out in 2004.
Step change program
In October 2002, the Company announced the Step change program. The
goals of the Step change program are to increase competitiveness of
the Company's core businesses, reduce overhead costs and streamline
operations by approximately $900 million on an annual basis by 2005.
As of June 30, 2004, the Step change program was substantially
complete.
In the first half of 2004, related to the Step change program, the
Company recognized restructuring charges of $28 million related to
workforce reductions and $10 million related to lease terminations and
other exit costs. Based on changes in management's original estimate,
a $3 million decrease in the amounts accrued for workforce reductions,
lease terminations and other exit costs has been included in other
income (expense), net. Termination benefits of $85 million were paid
to 582 employees and $7 million were paid to cover costs associated
with lease terminations and other exit costs. Workforce reductions
include production, managerial and administrative employees. At June
30, 2004, accrued liabilities included $35 million for termination
benefits and $39 million for lease terminations and other exit costs.
Currency
fluctuations resulted in a $3 million decrease in the liabilities
accrued for workforce reductions, lease terminations and other exit
costs.
As a result of the Step change program, certain assets, inventories
and property, plant and equipment have been identified as impaired or
will no longer be used in continuing operations. The Company recorded
$3 million in the first half of 2004, to write down these assets to
their fair value. These costs are included in other income (expense),
net.
Other
Certain other restructuring programs were initiated during 2003 and
2004 at specified locations not included in the Step change program.
The goals of these programs are to increase efficiencies by reducing
headcount and streamlining operations. These programs are expected to
increase productivity of the non-core businesses as well as to improve
results in the specified locations of the core divisions not covered
by the Step change program.
In the first half of 2004, the Company recognized restructuring
charges of $32 million related to workforce reductions and $7 million
related to lease terminations and other exit costs. Termination
benefits of $31 million were paid to 436 employees and $13 million
were paid to cover costs associated with lease terminations and other
exit costs. Workforce reductions include production, managerial and
administrative employees. Based on changes in management's original
estimate, a $5 million decrease in the amounts accrued for workforce
reductions, lease terminations and other exit costs has been included
in other income (expense), net. At June 30, 2004, accrued liabilities
included $65 million for termination benefits and $23 million for
lease terminations and other exit costs. Currency fluctuations
resulted in a $4 million decrease in the liabilities accrued for
workforce reductions, lease terminations and other exit costs.
-------------------------------------------------------------------------------------------------------
2001 Step
Six months ended June 30, 2004 program change Other Total
---------------------------------
(in millions)
Restructuring charge for workforce reduction $ - $ 28 $ 32 $ 60
Restructuring charge for lease terminations, writedown of property,
plant and equipment, and other - 13 7 20
Change in estimate - (3) (5) (8)
---------------------------------
Total restructuring charges and related asset write-downs $ - $ 38 $ 34 $ 72
=================================
-------------------------------------------------------------------------------------------------------
o Borrowings
The Company's total reported borrowings outstanding at June 30, 2004,
March 31, 2004, and December 31, 2003, amounted to $6,115 million,
$6,748 million and $7,887 million, respectively. In the first six
months of 2004, the Company bought back a portion of its public bonds
with a total face value of $458 million.
In November 2003, as part of the capital-strengthening program, the
Company entered into a new unsecured syndicated $1.0 billion 3-year
revolving credit facility, which became available in December 2003
upon the fulfillment of certain conditions. No amount was drawn under
this facility at June 30, 2004, March 31, 2004, or December 31, 2003.
The credit facility contains certain financial covenants in respect of
minimum interest coverage, maximum net leverage and a minimum level of
consolidated net worth. The Company is required to meet these
covenants on a quarterly basis. As of June 30, 2004, the Company was
in compliance with these covenants.
o Accounting for the USD convertible bond
In May 2002, the Company issued $968 million aggregate principal
amount of convertible unsubordinated bonds due 2007. Under Statement
of Financial Accounting Standards No. 133, Accounting for Derivative
Instruments and Hedging Activities, as amended, a component of the
convertible bonds had to be accounted for as a derivative as the
shares to be issued upon conversion were denominated in Swiss francs,
while the bonds are denominated in U.S. dollars. A portion of the
issuance proceeds was deemed to relate to the value of the derivative
on issuance and subsequent changes in value of the derivative were
recorded through earnings and as an adjustment to the carrying value
of the bond. The allocation of a portion of the proceeds to the
derivative created a discount on issuance which was being amortized to
earnings over the life of the bond.
On May 28, 2004, bondholders voted in favor of the Company's proposed
amendment to the terms of the bonds whereby if the bonds are
converted, the Company will deliver U.S. dollar-denominated American
Depositary Shares rather than Swiss franc-denominated ordinary shares.
As a result of this amendment, it is no longer required to account for
a portion of the bonds as a derivative. Consequently, on May 28, 2004,
the value of the derivative was fixed and added to the carrying value
of the bonds at that date. The difference between this new carrying
value of the bonds and par ($968 million) will be amortized to
earnings over the remaining life of the bonds, replacing, going
forward, the discount calculated on issuance of the bonds.
The Company recorded a loss from the change in fair value of the
derivative of $16 million from January 1, 2004, up to the date of the
bond amendment. When added to the amortization of the discount on the
bonds for the six months ended June 30, 2004, of $22 million, this
resulted in an aggregate charge to earnings of $38 million ($36
million for the six months ended June 30, 2003) and a corresponding
increase in borrowings.
For the three months ended June 30, 2004, the Company recorded a gain
from the change in fair value of the derivative up to May 28, 2004, of
$7 million, which when netted with the amortization of the discount on
the bonds for the three months ended June 30, 2004, resulted in a
charge to earnings of $3 million ($12 million for the second quarter
2003) and a corresponding increase in borrowings.
o Discontinued operations and businesses held for sale
Discontinued businesses are accounted for in accordance with Statement
of Financial Accounting Standards No. 144 (SFAS 144), Accounting for
the Impairment or Disposal of Long-Lived Assets. The balance sheet and
income statement data for all prior periods presented are reclassified
to present the financial position and results of operations of
businesses meeting the criteria of SFAS 144 as discontinued
operations. In addition, the balance sheet data for all prior periods
presented are reclassified to present the financial position of
businesses meeting the criteria of SFAS 144 as assets and liabilities
held for sale. In the statement of cash flows, the amounts related to
businesses with assets and liabilities held for sale and in
discontinued operations are not segregated, as permitted by Statement
of Financial Accounting Standards No. 95, Statement of Cash Flows.
The following divestments are in line with the Company's strategy to
focus on power and automation technologies for industry and utility
customers.
In January 2004, the Company agreed to sell most of the upstream part
of the Oil, Gas and Petrochemicals businesses (Upstream business) to a
consortium of private equity investors consisting of Candover Partners
Limited, JP Morgan Partners LLC and 3i Group PLC. In July 2004, the
Company completed the sale of the Upstream business for an initial
purchase price of $925 million plus a potential deferred consideration
of up to $50 million. The potential deferred consideration of up to
$50 million can be realized by the Company if the Upstream business
meets specified earnings targets in 2004. Net cash proceeds from the
sale were approximately $800 million, reflecting the initial sales
price adjusted for unfunded pension liabilities of approximately $85
million and changes in net working capital. The Company does not
anticipate
recognizing a significant gain or loss on the sale of the Upstream
business. The results of operations of the Upstream business and the
remaining Oil, Gas and Petrochemicals businesses are reflected as
discontinued operations in all periods presented.
In December 2003, the Company agreed to sell its Reinsurance business
to White Mountains Insurance Group Limited, a Bermuda-based insurance
holding company. As a result of the anticipated sale, the Company
recorded an impairment charge of $154 million in the fourth quarter of
2003. In April 2004, the Company completed the sale of its Reinsurance
business for gross cash proceeds of $415 million, including $12
million received in July 2004. Consequently, in the first half of
2004, the Company recorded a loss of $36 million in loss from
discontinued operations, net of tax, related primarily to foreign
exchange effects of the business from January 1, 2004, through the
date of sale. The results of operations of this business are reflected
as discontinued operations.
In March 2004, the Company sold its Swiss Building Systems business to
CapVis Equity Partners AG, a Swiss private equity company, for
approximately $39 million and bought a 10% ownership interest in a
subsidiary of CapVis Equity Partners AG. The Company recorded a net
gain of approximately $12 million from the sale of this business in
other income (expense), net, in the first quarter of 2004. As of
December 31, 2003, the assets and liabilities of the Swiss Building
Systems business have been reflected in assets and liabilities held
for sale and in discontinued operations. The results of operations
have been reflected in continuing operations.
In January 2004, the Company sold its MDCV cable business, located in
Germany, to the Wilms Group of Menden, Germany. The Company recorded
$10 million of impairment charges on this divestment in loss from
discontinued operations, net of tax, in the fourth quarter of 2003. No
additional significant losses were recorded in the first half of 2004
as a result of the sale of this business.
In addition, the Company has also reflected other minor operations and
projects as discontinued operations, as appropriate.
In discontinued operations, the Company also recorded a charge of
approximately $17 million in the first six months of 2004 primarily
related to the mark-to-market treatment of the 30 million shares of
the Company that are reserved for use with the pre-packaged plan of
reorganization for Combustion Engineering, Inc, under Chapter 11 of
the United States Bankruptcy Code (see Note 2 - Commitments and
contingencies).
The loss from discontinued operations, net of tax, of $117 million
recognized in the first six months of 2004 includes revenues of $1,423
million, of which $850 million relate to the Upstream business.
At June 30, 2004, the major classes of assets held for sale and in
discontinued operations were: $229 million of cash, equivalents and
marketable securities; $1,307 million of receivables, net; $345
million of inventories, net; $155 million of prepaid expenses and
other; $31 million of financing receivables, non-current; $245 million
of property, plant and equipment, net; $519 million of goodwill; $75
of other intangible assets, net; $47 million of prepaid pension and
other related benefits and $159 million of investments and other
assets. At June 30, 2004, the major classes of liabilities held for
sale and in discontinued operations were: $1,356 million of accounts
payable; $16 million of short-term borrowings and current maturities
of long-term borrowings; $331 million of accrued liabilities and
other; $20 million of long-term borrowings; $88 million of pension and
other related benefits; $79 million of deferred taxes, non-current and
$90 million of other liabilities.
o Employee benefits
For the six months and three months ended June 30, 2004, net periodic
benefit cost consists of the following:
--------------------------------------------------------------------------------
Pension Other Pension Other
(in millions) benefits benefits benefits benefits
------------------------------------------
January-June April-June
2004 2004
--------------------------------------------------------------------------------
Service cost $ 94 $ 2 $ 47 $ 1
Interest cost 178 11 92 5
Expected return on plan assets (156) - (83) -
Amortization of prior service cost 2 - 1 -
Amortization of net actuarial loss 17 4 6 2
------------------------------------------
Net periodic benefit cost $ 135 $ 17 $ 63 $ 8
==========================================
For the year ended December 31, 2003, net periodic benefit cost was
$296 million and $39 million for pension benefits and other benefits,
respectively.
The Company previously disclosed in its financial statements for the
year ended December 31, 2003, that it expected to contribute $248
million to its pension plans and $27 million to its other
postretirement benefit plans in 2004. For the six months ended June
30, 2004, $110 million and $16 million of contributions have been made
to its pension plans and other postretirement plans, respectively. The
Company anticipates contributing an additional $96 million and $14
million in 2004 for a revised expected total in 2004 of $206 million
and $30 million to its pension plans and other postretirement plans,
respectively.
o Earnings per share
Basic earnings per share is calculated by dividing income (loss) by
the weighted-average number of shares outstanding during the period.
Diluted earnings per share is calculated by dividing income (loss) by
the weighted-average number of shares outstanding during the period,
assuming that all potentially dilutive securities were exercised and
that any proceeds from such exercises were used to acquire shares of
the Company's stock at the average market price during the period or
the period the securities were outstanding, if shorter. Potentially
dilutive securities comprise: outstanding written call options, if
dilutive; the securities issued under the Company's management
incentive plan, to the extent the average market price of the
Company's stock exceeded the exercise prices of such instruments; and
shares issuable in relation to outstanding convertible bonds, if
dilutive.
In the three and six months ended June 30, 2003, the potential shares
from the warrants and options outstanding in connection with the
Company's management incentive plan were excluded from the computation
of diluted earnings (loss) per share, as their inclusion would have
been antidilutive. In the three and six months ended June 30, 2004,
only the potential shares from the warrants and options outstanding in
connection with the Company's December 2003 launch under the
management incentive plan were included in the computation of diluted
earnings (loss) per share, as the inclusion of potential shares from
the warrants and options of other launches under the management
incentive plan would have been antidilutive.
The shares issuable in relation to the $968 million aggregate
principal amount of convertible unsubordinated bonds due 2007 and the
shares issuable in relation to the CHF 1,000 million aggregate
principal amount of convertible unsubordinated bonds due 2010 were
excluded from the computation of diluted earnings per share in all
periods presented, as their inclusion would have been antidilutive.
------------------------------------------------------------------------------------------------------
January - June April - June
Basic earnings (loss) per share 2004 2003 2004 2003
-----------------------------------------------------
(in millions, except per share data)
Income (loss) from continuing operations $ 207 $ (14) $ 127 $ 16
Loss from discontinued operations, net of tax (117) (86) (41) (71)
-----------------------------------------------------
Net income (loss) $ 90 $ (100) $ 86 $ (55)
=====================================================
Weighted average number of shares outstanding 2,028 1,160 2,028 1,193
Basic earnings (loss) per share:
Income (loss) from continuing operations $ 0.10 $ (0.01) $ 0.06 $ 0.01
Loss from discontinued operations, net of tax (0.06) (0.08) (0.02) (0.06)
-----------------------------------------------------
Net income (loss) $ 0.04 $ (0.09) $ 0.04 $ (0.05)
=====================================================
------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------
January - June April - June
Diluted earnings (loss) per share 2004 2003 2004 2003
-----------------------------------------------------
(in millions, except per share data)
Income (loss) from continuing operations $ 207 $ (14) $ 127 $ 16
Loss from discontinued operations, net of tax (117) (86) (41) (71)
-----------------------------------------------------
Net income (loss) $ 90 $ (100) $ 86 $ (55)
=====================================================
Weighted average number of shares outstanding 2,028 1,160 2,028 1,193
Dilution from warrants and options 1 - 1 -
-----------------------------------------------------
Diluted weighted average number of shares
outstanding 2,029 1,160 2,029 1,193
=====================================================
Diluted earnings (loss) per share:
Income (loss) from continuing operations $ 0.10 $ (0.01) $ 0.06 $ 0.01
Loss from discontinued operations, net of tax $ (0.06) $ (0.08) $ (0.02) $ (0.06)
-----------------------------------------------------
Net income (loss) $ 0.04 $ (0.09) $ 0.04 $ (0.05)
=====================================================
------------------------------------------------------------------------------------------------------
o Stock-based compensation
The Company maintains a management incentive plan under which it
offers stock warrants to key employees, for no consideration. The
Company accounts for the warrants using the intrinsic value method of
APB Opinion No. 25, Accounting for Stock Issued to Employees, as
permitted by Statement of Financial Accounting Standards No. 123 (SFAS
123), Accounting for Stock Based Compensation. All warrants were
issued with exercise prices greater than the market prices of the
stock on the dates of grant. Accordingly, the Company has recorded no
compensation expense related to the warrants, except in circumstances
when a participant ceases to be employed by a consolidated subsidiary,
such as after a divestment by the Company, and the employee retains
the right to vest in the warrants. The following table illustrates the
effect on net income and earnings per share if the Company had applied
the fair value recognition provisions of SFAS 123 to stock-based
employee compensation. Fair value of the warrants was determined on
the date of grant by using the Binomial option model.
------------------------------------------------------------------------------------------------------
January - June April - June
2004 2003 2004 2003
-----------------------------------------------------
(in millions, except per share data)
------------------------------------------------------------------------------------------------------
Net income (loss), as reported $ 90 $ (100) $ 86 $ (55)
Less: Total stock-based employee compensation
expense determined under fair value method for
all awards, net of related tax effects (4) (9) (2) (4)
-----------------------------------------------------
Pro forma net income (loss) $ 86 $ (109) $ 84 $ (59)
=====================================================
Basic and diluted income (loss) per share:
Basic - as reported $ 0.04 $ (0.09) $ 0.04 $ (0.05)
Basic - pro forma $ 0.04 $ (0.09) $ 0.04 $ (0.05)
Diluted - as reported $ 0.04 $ (0.09) $ 0.04 $ (0.05)
Diluted - pro forma $ 0.04 $ (0.09) $ 0.04 $ (0.05)
------------------------------------------------------------------------------------------------------
o Commitments and contingencies
Asbestos
The Company is awaiting the results of a hearing held on June 3, 2004,
before the U.S. 3rd Circuit Court of Appeals to review a pre-packaged
Chapter 11 protection plan that was filed in 2003 by a U.S. subsidiary
of the Company, Combustion Engineering. The plan has already been
approved by both a federal bankruptcy court and a U.S. district court
and the Company remains confident that the Circuit Court will also
approve the plan.
Note 3 New Accounting Standards
In January 2003, the Financial Accounting Standards Board issued Interpretation
No. 46 (FIN 46), Consolidation of Variable Interest Entities. FIN 46 required
variable interest entities (VIEs) to be consolidated by their primary
beneficiaries. During 2003, the Company adopted the requirements of FIN 46 and
applied the guidance to all VIEs in which the Company has an interest. In March
2003, the Company sold its aircraft-leasing portfolio in Sweden to a third
party. The buyer established a VIE upon acquisition, exclusively for the purpose
of servicing the aircraft-leasing portfolio. Subsequent to divestment, the
Company continued its involvement in the VIE by providing significant financial
support in the form of mezzanine and subordinated financing of approximately $90
million. As the primary beneficiary, the Company retained $182 million of assets
and acquired $76 million of third party long-term borrowings through
consolidation of the VIE as of December 31, 2003. FIN 46 was revised in December
2003, which among various changes added additional scope exceptions. The
December 2003 revision (FIN 46R) was adopted by March 2004. The Company
completed its assessment of the effects of the adoption of FIN 46R and such
effects were not material to its consolidated financial position.
Note 4 Summary of Consolidated Stockholders' Equity
---------------------------------------------------------------------------------------------
(in millions)
---------------------------------------------------------------------------------------------
Stockholders' equity at January 1, 2004 $ 3,026
Comprehensive loss:
Net income 90
Foreign currency translation adjustments (60)
Accumulated foreign currency translation adjustments allocated to
divestment of businesses 32
Unrealized gain on available-for-sale securities, net of tax 2
Unrealized loss on cash flow hedge derivatives, net of tax (62)
-------
Total comprehensive loss 2
----------
Stockholders' equity at June 30, 2004 (unaudited) $ 3,028
==========
---------------------------------------------------------------------------------------------
At June 30, 2004, the Company had 2,440,016,034 authorized shares. Of these,
2,070,314,947 shares are registered and issued, including 30,298,913 shares that
are reserved for use with the pre-packaged plan of reorganization of the
Company's U.S. subsidiary, Combustion Engineering, Inc. As these 30 million
shares are presently held by one of the Company's subsidiaries and carry no
participation rights, these shares are not treated as outstanding for the
purposes of the Company's consolidated financial statements.
Note 5 Segment and Geographic Data
Effective January 1, 2004, the Group Processes activities, previously in the
Non-core activities division, were integrated into the core divisions and the
Substations business was transferred from the Automation Technologies division
to the Power Technologies division.
o The Power Technologies division serves electric, gas, and water
utilities as well as industrial and commercial customers, with a broad
range of products, systems and services for power transmission,
distribution and power plant automation. The division's principal
customers are electric, gas and water utilities, owners and operators
of power transmission systems, utilities that own or operate networks
and owners and operators of power generating plants. Other customers
include gas transmission companies, local distribution companies and
multi-utilities, which are involved in the transmission or
distribution of more than one commodity. The division also serves
industrial and commercial customers, such as operators of large
commercial buildings and heavy industrial plants.
o The Automation Technologies division provides products, systems,
software and services for the automation and optimization of
industrial and commercial processes. Key technologies include
measurement and control, instrumentation, process analysis, drives and
motors, power electronics, robots, and low voltage products. These
technologies are sold to customers of the automotive, cement,
chemical, distribution, electronics, food and beverage, life sciences,
marine, metals, mining, paper, petroleum, printing and
telecommunications industries with application-specific power and
automation technology.
o The Non-core activities division includes the following activities and
businesses of the Company: the remaining Equity Ventures business, the
remaining Structured Finance business, the remaining Building Systems
business, New Ventures, Customer Service and Logistic Systems.
o Corporate includes Headquarters, Central Research and Development,
Real Estate, Group Treasury Operations and the Financial Advisory
business. Inter-divisional transactions are eliminated in Corporate.
All periods presented have been restated to reflect the organizational structure
of the Company at June 30, 2004.
The Company evaluates performance of its segments based on earnings before
interest and taxes (operating income), which excludes interest and dividend
income, interest and other finance expense, provision for taxes, minority
interest, and loss from discontinued operations, net of tax. In accordance with
Statement of Financial Accounting Standards No. 131, Disclosures about Segments
of an Enterprise and Related Information, the Company presents division and
geographic revenues, earning before interest and taxes, depreciation and
amortization, and capital expenditures, all of which have been restated to
reflect the changes to the Company's internal structure.
Segment data*
--------------------------------------------------------------------------------------------
Orders received
------------------------------------------------------------
(in millions) January - June April - June
------------------------------------------------------------
2004 2003 2004 2003
--------------------------------------------------------------------------------------------
Power Technologies $ 5,122 $ 3,974 $ 2,734 $ 1,928
Automation Technologies 5,898 4,850 2,892 2,418
Non-core activities 258 1,501 92 664
Corporate(1) (370) (669) (189) (283)
------------------------------------------------------------
Total $ 10,908 $ 9,656 $ 5,529 $ 4,727
============================================================
--------------------------------------------------------------------------------------------
Revenues
------------------------------------------------------------
(in millions) January - June April - June
------------------------------------------------------------
2004 2003 2004 2003
--------------------------------------------------------------------------------------------
Power Technologies $ 4,134 $ 3,700 $ 2,282 $ 1,933
Automation Technologies 5,207 4,584 2,700 2,404
Non-core activities 311 1,544 127 799
Corporate(1) (383) (668) (196) (293)
------------------------------------------------------------
Total $ 9,269 $ 9,160 $ 4,913 $ 4,843
============================================================
--------------------------------------------------------------------------------------------
Earnings before interest and taxes (operating income)
------------------------------------------------------------
(in millions) January - June April - June
------------------------------------------------------------
2004 2003 2004 2003
--------------------------------------------------------------------------------------------
Power Technologies $ 307 $ 291 $ 168 $ 155
Automation Technologies 473 346 260 191
Non-core activities (11) (116) (9) (61)
Corporate(1) (248) (286) (131) (145)
------------------------------------------------------------
Total $ 521 $ 235 $ 288 $ 140
============================================================
--------------------------------------------------------------------------------------------
Depreciation and amortization
------------------------------------------------------------
(in millions) January - June April - June
------------------------------------------------------------
2004 2003 2004 2003
--------------------------------------------------------------------------------------------
Power Technologies $ 106 $ 89 $ 54 $ 46
Automation Technologies 145 122 72 62
Non-core activities 7 39 3 19
Corporate(1) 38 35 19 18
------------------------------------------------------------
Total $ 296 $ 285 $ 148 $ 145
============================================================
--------------------------------------------------------------------------------------------
Capital expenditures(2)
------------------------------------------------------------
(in millions) January - June April - June
------------------------------------------------------------
2004 2003 2004 2003
--------------------------------------------------------------------------------------------
Power Technologies $ 58 $ 51 $ 30 $ 30
Automation Technologies 80 56 35 28
Non-core activities 7 10 4 6
Corporate 15 27 9 15
------------------------------------------------------------
Total $ 160 $ 144 $ 78 $ 79
============================================================
--------------------------------------------------------------------------------------------
Number of employees(3)
-------------------------------------
June 30, 2004 December 31, 2003
--------------------------------------------------------------------------------------------
Power Technologies 41,400 40,500
Automation Technologies 55,800 54,800
Non-core activities 3,100 8,300
Oil, Gas and Petrochemicals 10,900 11,100
Corporate 1,600 1,800
-------------------------------------
Total 112,800 116,500
=====================================
Geographic Information*
--------------------------------------------------------------------------------------------
Orders received(4)
------------------------------------------------------------
(in millions) January - June April - June
------------------------------------------------------------
2004 2003 2004 2003
--------------------------------------------------------------------------------------------
Europe $ 5,503 $ 5,522 $ 2,574 $ 2,662
The Americas 1,748 1,604 893 788
Asia 2,837 1,462 1,577 712
Middle East and Africa 820 1,068 485 565
------------------------------------------------------------
Total $ 10,908 $ 9,656 $ 5,529 $ 4,727
============================================================
--------------------------------------------------------------------------------------------
Revenues(4)
------------------------------------------------------------
(in millions) January - June April - June
------------------------------------------------------------
2004 2003 2004 2003
--------------------------------------------------------------------------------------------
Europe $ 4,921 $ 5,130 $ 2,575 $ 2,720
The Americas 1,653 1,757 845 908
Asia 1,899 1,572 1,058 826
Middle East and Africa 796 701 435 389
------------------------------------------------------------
Total $ 9,269 $ 9,160 $ 4,913 $ 4,843
============================================================
* The periods presented have not yet been restated to correct misstatements in an Italian
subsidiary. See Note 2 - Earnings overstatement in an Italian subsidiary.
(1) Includes adjustments to eliminate inter-division transactions.
(2) Capital expenditures reflect purchases of fixed tangible assets.
(3) Includes businesses in discontinued operations.
(4) Orders received and revenues have been reflected in the regions based on the location of
the customer, which may be different from the ultimate destination of the products' end use.
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: July 30, 2004 By: /s/ PETER VOSER
--------------------------------
Name: Peter Voser
Title: Chief Financial Officer
By: /s/ HANS ENHORNING
--------------------------------
Name: Hans Enhorning
Title: Group Vice President