UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of April 2011

 

Commission File Number 001-16429

 

ABB Ltd

(Translation of registrant’s name into English)

 

P.O. Box 1831, Affolternstrasse 44, CH-8050, Zurich, Switzerland

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F x

Form 40-F o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

 

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

 

Indication by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

 

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes o

No x

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-

 

 

 



 

This Form 6-K consists of the following:

 

1.               Press release issued by ABB Ltd dated April 27, 2011.

2.               Announcements regarding transactions in ABB Ltd’s Securities made by the directors or the members of the Executive Committee.

 

The information provided by Item 1 above is deemed filed for all purposes under the Securities Exchange Act of 1934, including by reference in the Registration Statements on Form S-8 (Registration No. 333-129271 and Registration No. 333-171971).

 

2



 

Press Release

 

Net income up 41% as ABB accelerates top line growth

 

·                  Orders up 25%(1) (19% organic(2)); 18% revenue growth (12% organic) at two-year high

·                  Top-line strength and solid business execution lead to higher operational margins

·                  Strong industrial demand; power transmission on track for second-half recovery

 

Zurich, Switzerland, April 27, 2011 — ABB reported a solid doubledigit rise in orders, revenues and earnings, driven by strong industrial efficiency demand, continued utility investment in grid interconnections and upgrades, and a more competitive cost base.

 

Net income rose 41 percent to $655 million while operational EBITDA(3) amounted to approximately $1.3 billion, a 37-percent increase over the same quarter in 2010. The operational EBITDA margin was 15.7 percent compared to 13.8 percent on the strong revenue increase and the success of ongoing cost savings.

 

Orders increased 25 percent and were higher in all divisions. Base orders (below $15 million) were up in all divisions for the second consecutive quarter to reach the highest level since the second quarter of 2008. Revenues increased 18 percent—the strongest growth in two years—on execution of the large order backlog and higher short-cycle product sales.

 

Earnings before interest and taxes (EBIT) increased 43 percent to approximately $1 billion. EBIT includes $107 million of charges related to the Baldor acquisition.

 

“Our results show we’re gaining traction in both growth and profitability,” said Joe Hogan, ABB’s CEO. “We are successfully targeting growth areas and the Baldor acquisition made a great contribution to the results. Our lower cost base also continued to pay off by lifting profitability in our growing businesses and holding margins steady where we’re still waiting for recovery.

 

“Looking ahead, we expect continued strong industrial demand to support our early cycle businesses and we see positive signs that our infrastructure-related businesses in both power and automation are on track for recovery later this year,” Hogan said. “ABB’s long-term key growth drivers remain intact—the increasing need for energy efficiency, industrial productivity and more reliable power infrastructure in both the mature and emerging economies.”

 

2011 Q1 key figures

 

 

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q1 11

 

Q1 10

 

US$

 

Local

 

Orders

 

10,357

 

8,067

 

28

%

25

%

Order backlog (end March)

 

29,265

 

25,454

 

15

%

8

%

Revenues

 

8,402

 

6,934

 

21

%

18

%

EBIT

 

1,013

 

709

 

43

%

 

 

as % of revenues

 

12.1

%

10.2

%

 

 

 

 

Operational EBITDA(3)

 

1,319

 

962

 

37

%

 

 

as % of operational revenues(3)

 

15.7

%

13.8

%

 

 

 

 

Net income

 

655

 

464

 

41

%

 

 

Basic net income per share ($)

 

0.29

 

0.20

 

 

 

 

 

Cash flow from operating activities

 

166

 

427

 

 

 

 

 

 


(1)  Management discussion of orders and revenues focuses on local currency changes. U.S. dollar changes are shown in the tables.

(2)  Organic changes exclude the impact of acquisitions (Ventyx and Baldor Electric).

(3)  Operational EBITDA represents earnings before interest and taxes, and depreciation and amortization, adjusted for restructuring-related charges, the mark-to-market treatment of hedging transactions along with unrealized foreign exchange movements on receivables/payables, and non-recurring charges related to acquisitions (Ventyx and Baldor Electric)—see reconciliation of non-GAAP measures in Appendix 1.

 

3



 

Summary of Q1 2011 results

 

Orders received and revenues

 

Industrial growth in most regions continued to drive demand for ABB products that boost energy efficiency, improve process and power quality and help customers increase the productivity of their production and power assets. This positive demand environment was further supported by high commodity prices, which drives both customer capital expenditures to expand capacity as well as operational investments to improve efficiency and productivity.

 

The continuing trend among utilities in many regions to increase investments for renewable energies and to link power grids was another positive demand driver in the quarter. Orders from utilities in China for technologically advanced equipment used in high- and ultrahigh-voltage direct current transmission systems was a further growth driver and a positive early indicator for the more substantial recovery in demand for power transmission equipment that the company expects in the second half of 2011.

 

Orders were higher in all divisions. The largest improvement was recorded in Discrete Automation and Motion, where the acquisition of Baldor Electric contributed just under half of the 63-percent local-currency increase in orders received. Orders grew 15 percent in Power Products, due in large part to higher orders for transformers in China. Orders rose at a double-digit pace in Low-Voltage Products and Process Automation and were 5 percent higher in Power Systems.

 

Base orders increased 25 percent (19 percent organic) and were up in all divisions. Base orders in Power Products increased for the second consecutive quarter and were 7 percent higher than the first quarter of 2010.

 

Regionally, orders grew 18 percent in Europe and were up in all divisions except Power Products, where orders were steady compared to the same period last year. The acquisition of Baldor Electric contributed to a 41-percent order increase in the Americas, which was further supported by order growth of 11 percent in Power Products and 22 percent in Process Automation. Orders in Asia rose 39 percent, led by 70-percent growth in China. A strong increase in Process Automation orders in the Middle East and Africa could not compensate an order decline in Power Systems in the region, where total orders were 6 percent lower.

 

Emerging market orders rose 22 percent in the quarter while orders from mature markets were 27 percent higher (17 percent organic) than the year before.

 

The order backlog at the end of March reached a record $29 billion, a local-currency increase of 8 percent (7 percent organic) compared to both the end of the first quarter 2010 and the end of 2010.

 

Revenues continued the growth begun in the second half of 2010 on execution of the strong order backlog combined with higher sales of short cycle products and services.

 

The strongest revenue growth was reported in Discrete Automation and Motion—due in large part to the Baldor acquisition—and in Power Systems, where execution of the strong order backlog, especially in the high-voltage direct current (HVDC) and power generation businesses, drove 27-percent revenue growth. Revenues were lower in Power Products as an increase in power distribution-related businesses could not compensate for the lower level of power transmission revenues coming from the weaker order backlog.

 

4



 

On an organic basis, first-quarter orders increased 19 percent and revenues grew 12 percent.

 

Operational earnings and net income

 

EBIT in the first quarter of 2011 amounted to $1 billion, a 43-percent increase compared to the same quarter a year earlier. Higher revenues—including an approximately $420-million contribution from acquisitions—and the favorable impact on profitability from a lower cost base were the main contributors to the improvement.

 

As part of the company’s previously-announced $1-billion cost savings initiative for 2011, savings of approximately $215 million were achieved in the first quarter, of which some 60 percent were derived from low-cost sourcing.

 

As announced with the fourth quarter results in February 2011, ABB will present and discuss its financial results using operational EBITDA as its principle performance indicator starting with the first quarter 2011 results. Management believes that operational EBITDA provides a better measure of operating earnings performance as acquisitions begin to make a larger contribution to ABB’s results.

 

Operational EBITDA in the first quarter of 2011 amounted to $1.3 billion, an increase of 37 percent over the year-earlier period. The operational EBITDA margin was 15.7 percent versus 13.8 percent in the same quarter a year earlier.

 

Net income for the quarter developed in line with EBIT and resulted in basic earnings per share of $0.29 compared to $0.20 in the year-earlier period.

 

Balance sheet and cash flow

 

Net cash at the end of the first quarter was $2.2 billion, down from $6.4 billion at the end of the previous quarter. The decrease mainly reflects the acquisition, completed at the end of January 2011, of Baldor Electric resulting in a total cash outflow of about $4.2 billion. Cash from operating activities declined compared to the strong first quarter of 2010, mainly because of higher working capital needed to support growth. Net working capital increased by approximately $1 billion in the quarter compared to the first quarter of 2010. Excluding acquisitions, net working capital was approximately $600 million higher.

 

Management appointments and board nominations

 

In February 2011, ABB announced the appointment of Frank Duggan to the Group Executive Committee as Head of Global Markets. Duggan succeeded Chief Financial Officer (CFO) Michel Demaré in this role, which represents the company’s market and regional organizations on the Executive Committee. Demaré continues in his role as ABB’s CFO.

 

In March, ABB’s Board of Directors unanimously proposed Ying Yeh as a new member. She is Vice President of Nalco Company and Chairperson of Nalco’s Greater China region, as well as a non-executive director of AB Volvo in Sweden and of the Intercontinental Hotels Group in the UK. The shareholders will vote on her nomination at the company’s next annual general meeting on April 29, 2011.

 

Dr. Bernd W. Voss, who has been a member of the ABB board and chairman of the Finance, Audit and Compliance Committee since 2002, will not seek re-election to the board.

 

5



 

Outlook

 

The global macroeconomic environment in ABB’s major end markets remains favorable. High commodity prices are driving increased customer capital expenditures, while simultaneously supporting spending on efficiency and productivity improvements, including service. Utility spending on power transmission to integrate renewable energy into existing grids and to interconnect national and regional power grids continues to gain momentum. Recent events in Japan and high oil prices are expected to further increase the need for energy-efficient power and automation technologies.

 

Emerging markets will remain the principal drivers of growth in the medium term but demand in the mature economies across all of ABB’s portfolio is also expected to continue growing over the coming quarters.

 

While overcapacity remains in some later-cycle infrastructure-related businesses, prices have stabilized in many sectors and ABB has initiated price increases in selected businesses in 2011, partly to offset increasing raw material costs. Supply bottlenecks related either to increasing demand or to recent events in Japan do not currently pose a significant risk to ABB’s business, but are being monitored closely.

 

Therefore, over the rest of 2011, management will continue to focus on adjusting costs while seeking profitable growth opportunities, both organic and inorganic, based on its leading technology, broad global presence, competitive cost base and strong balance sheet.

 

Divisional performance Q1 2011

 

Power Products

 

 

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q1 11

 

Q1 10

 

US$

 

Local

 

Orders

 

2,860

 

2,401

 

19

%

15

%

Order backlog (end March)

 

8,850

 

8,151

 

9

%

2

%

Revenues

 

2,327

 

2,319

 

0

%

-3

%

EBIT

 

331

 

348

 

-5

%

 

 

as % of revenues

 

14.2

%

15.0

%

 

 

 

 

Operational EBITDA(1)

 

385

 

401

 

-4

%

 

 

as % of operational revenues

 

16.5

%

17.3

%

 

 

 

 

Cash flow from operating activities

 

160

 

247

 

 

 

 

 

 


(1) Earnings before interest and taxes, and depreciation and amortization, adjusted for restructuring related charges and the mark-to-market treatment of hedging transactions along with unrealized foreign exchange movements on receivables/payables—see reconciliation of non-GAAP measures in Appendix 1

 

Orders increased across all businesses in the quarter driven by growing industrial and power distribution demand. Base orders were up 7 percent compared to the first quarter of the previous year. Large orders more than doubled with significant transformer wins in China.

 

Regionally, in addition to growth in Asia, orders also increased in the Americas on higher demand in the U.S., mainly in power distribution. Orders were flat in Europe and slightly lower in the Middle East and Africa.

 

Revenues increased in the power distribution-related businesses but total division revenues declined, mainly reflecting execution of the lower level of power transmission orders from the backlog.

 

Operational EBITDA and operational EBITDA margin were lower than the same period a year earlier, primarily due to lower revenues and price pressure in the transmission sector. This was partly mitigated by cost savings.

 

6



 

Power Systems

 

 

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q1 11

 

Q1 10

 

US$

 

Local

 

Orders

 

1,937

 

1,758

 

10

%

5

%

Order backlog (end March)

 

11,498

 

9,861

 

17

%

9

%

Revenues

 

1,833

 

1,384

 

32

%

27

%

EBIT

 

121

 

-14

 

N/A

 

 

 

as % of revenues

 

6.6

%

-1.0

%

 

 

 

 

Operational EBITDA(1)

 

148

 

55

 

169

%

 

 

as % of operational revenues

 

8.1

%

3.9

%

 

 

 

 

Cash flow from operating activities

 

-49

 

-37

 

 

 

 

 

 


(1) Earnings before interest and taxes, and depreciation and amortization, adjusted for restructuring related charges, the mark-to-market treatment of hedging transactions along with unrealized foreign exchange movements on receivables/payables and non-recurring charges related to acquisitions (Ventyx)—see reconciliation of non-GAAP measures in Appendix 1

 

Base orders increased strongly across all businesses in the quarter, driven mainly by continued utility investments in renewable energy and grid reliability as well as demand for power to support expanding industrial production and infrastructure build-up. This more than compensated the lower level of large orders compared to the same quarter in 2010.

 

Orders for high-voltage direct current (HVDC) technologies helped drive strong double-digit order growth in Europe and Asia. Base order growth in the U.S. and Canada supported an order increase in the Americas. Orders were down in the Middle East and Africa due mainly to a decrease in substation orders.

 

Revenues grew significantly compared to the low levels of a year earlier on execution of the strong order backlog.

 

Operational EBITDA and operational EBITDA margin improved on a combination of higher revenues and the non-recurrence of project-related costs.

 

Discrete Automation & Motion

 

 

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q1 11

 

Q1 10

 

US$

 

Local

 

Orders

 

2,344

 

1,408

 

66

%

63

%

Order backlog (end March)

 

4,117

 

3,162

 

30

%

22

%

Revenues

 

1,880

 

1,213

 

55

%

52

%

EBIT

 

220

 

168

 

31

%

 

 

as % of revenues

 

11.7

%

13.8

%

 

 

 

 

Operational EBITDA(1)

 

373

 

203

 

84

%

 

 

as % of operational revenues

 

19.8

%

16.6

%

 

 

 

 

Cash flow from operating activities

 

34

 

59

 

 

 

 

 

 


(1) Earnings before interest and taxes, and depreciation and amortization, adjusted for restructuring related charges, the mark-to-market treatment of hedging transactions along with unrealized foreign exchange movements on receivables/payables and non-recurring charges related to acquisitions (Baldor Electric)—see reconciliation of non-GAAP measures in Appendix 1

 

Orders increased in all businesses in the quarter as industrial production and the need for improved process quality and energy efficiency continued to grow.

 

Regionally, orders increased most in the Americas, led by the U.S., where the acquisition of Baldor Electric at the end of January 2011 contributed approximately $400 million in orders.

 

Orders in Asia and Europe grew by more than 30 percent. Asia growth was led by an increase of more than 50 percent in China, while India also recorded double-digit order growth. Orders were higher overall in Europe, especially in Germany, Italy and Norway. Orders declined in the Middle East and Africa. Orders were also positively impacted in the quarter by price increases in selected product areas.

 

7



 

Revenues also increased in the quarter in all businesses.

 

Excluding Baldor, orders increased by 34 percent in local currencies and revenues grew 21 percent.

 

Operational EBITDA amounted to $373 million, an increase of 84 percent compared to the same quarter in 2010, on higher revenues, the continued turnaround in robotics and the contribution from Baldor. The operational EBITDA margin was 19.8 percent versus 16.6 percent in the year-earlier period.

 

Cash from operations in the quarter is after approximately $80 million of payments relating to the Baldor transaction.

 

Low-Voltage Products

 

 

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q1 11

 

Q1 10

 

US$

 

Local

 

Orders

 

1,409

 

1,106

 

27

%

25

%

Order backlog (end March)

 

1,108

 

816

 

36

%

30

%

Revenues

 

1,195

 

1,011

 

18

%

16

%

EBIT

 

230

 

150

 

53

%

 

 

as % of revenues

 

19.2

%

14.8

%

 

 

 

 

Operational EBITDA(1)

 

257

 

178

 

44

%

 

 

as % of operational revenues

 

21.5

%

17.6

%

 

 

 

 

Cash flow from operating activities

 

14

 

76

 

 

 

 

 

 


(1) Earnings before interest and taxes, and depreciation and amortization, adjusted for restructuring related charges and the mark-to-market treatment of hedging transactions along with unrealized foreign exchange movements on receivables/payables—see reconciliation of non-GAAP measures in Appendix 1

 

Orders grew in all businesses and regions as general industrial demand remained strong and the construction sector improved in parts of Europe and Asia. Orders were also supported by higher prices to compensate increased raw material costs.

 

Asia recorded the largest order increase, led by China and India. Orders increased at a double-digit pace in Europe, led by Italy and Germany. Orders also rose in the Middle East and Africa.

 

Revenues grew at a double-digit pace in the product businesses but were down in the low-voltage systems business, mainly reflecting the timing of project execution.

 

Operational EBITDA and operational EBITDA margin increased on higher revenues, a positive product mix in the quarter and the continued impact of cost reduction measures.

 

Process Automation

 

 

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q1 11

 

Q1 10

 

US$

 

Local

 

Orders

 

2,606

 

2,115

 

23

%

21

%

Order backlog (end March)

 

6,447

 

5,729

 

13

%

6

%

Revenues

 

1,900

 

1,735

 

10

%

6

%

EBIT

 

239

 

159

 

50

%

 

 

as % of revenues

 

12.6

%

9.2

%

 

 

 

 

Operational EBITDA(1)

 

234

 

181

 

29

%

 

 

as % of operational revenues

 

12.4

%

10.5

%

 

 

 

 

Cash flow from operating activities

 

77

 

137

 

 

 

 

 

 


(1) Earnings before interest and taxes, and depreciation and amortization, adjusted for restructuring related charges and the mark-to-market treatment of hedging transactions along with unrealized foreign exchange movements on receivables/payables—see reconciliation of non-GAAP measures in Appendix 1

 

Orders increased across most businesses and all regions in the first quarter as high prices for commodities like oil, copper and iron ore supported customer investments to increase capacity and improve the performance of existing assets. Both base and large orders grew in the

 

8



 

quarter, while lifecycle service orders increased by more than 20 percent, mainly in the minerals, metals and pulp and paper sectors.

 

Regionally, orders grew strongest in the Middle East and Africa, mainly the result of a large order for a gas compression plant in Africa. Asia order growth was driven by demand from the oil and gas and marine sectors, while orders from Europe and the Americas also recorded double digit growth compared to the same period in 2010.

 

Revenue growth in the quarter was driven by higher product sales, led by turbocharging and measurement products, and by a double-digit increase in lifecycle service revenues. This favorable product mix also contributed to the improvement in operational EBITDA and operational EBITDA margin in the quarter, along with continued benefits from cost reduction programs.

 

9



 

More information

 

The 2011 Q1 results press release is available from April 27, 2011, on the ABB News Center at www.abb.com/news and on the Investor Relations homepage at www.abb.com/investorrelations, where a presentation for investors will also be published. A video from Chief Executive Officer Joe Hogan on ABB’s first-quarter 2011 results will be available at 07:00 am today at www.youtube.com/abb.

 

ABB will host a media conference call starting at 10:00 a.m. Central European Time (CET). U.K. callers should dial +44 203 059 58 62. From Sweden, +46 8 5051 00 31, and from the rest of Europe, +41 91 610 56 00. Lines will be open 15 minutes before the start of the conference. Audio playback of the call will start one hour after the call ends and will be available for 24 hours: Playback numbers: +44 20 7108 6233 (U.K.), +41 91 612 4330 (rest of Europe) or +1 866 416 2558 (U.S./Canada). The code is 15778, followed by the # key.

 

A conference call for analysts and investors is scheduled to begin today at 3:00 p.m. CET (2:00 p.m. in the UK, 9:00 a.m. EDT). Callers should dial +1 866 291 4166 from the U.S./Canada (toll-free), +44 203 059 5862 from the U.K., or +41 91 610 56 00 from the rest of the world. Callers are requested to phone in 15 minutes before the start of the call. The recorded session will be available as a podcast one hour after the end of the conference call and can be downloaded from our website. You will find the link to access the podcast at www.abb.com.

 

 

Investor calendar 2011

 

 

Annual General Meeting of shareholders, Zurich

 

April 29, 2011

Annual information meeting for shareholders, Västerås

 

May 2, 2011

Q2 2011 results

 

July 21, 2011

Q3 2011 results

 

Oct. 27, 2011

 

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 124,000 people.

 

Zurich, April 27, 2011

Joe Hogan, CEO

 

Important notice about forward-looking information

 

This press release includes forward-looking information and statements as well as other statements concerning the outlook for our business. These statements are based on current expectations, estimates and projections about the factors that may affect our future performance, including global economic conditions, the economic conditions of the regions and industries that are major markets for ABB Ltd. These expectations, estimates and projections are generally identifiable by statements containing words such as “expects,” “believes,” “estimates,” “targets,” “plans” or similar expressions. However, there are many risks and uncertainties, many of which are beyond our control, that could cause our actual results to differ materially from the forward-looking information and statements made in this press release and which could affect our ability to achieve any or all of our stated targets. The important factors that could cause such differences include, among others, business risks associated with the volatile global economic environment and political conditions, costs associated with compliance activities, raw materials availability and prices, market acceptance of new products and services, changes in governmental regulations and currency exchange rates and such other factors as may be discussed from time to time in ABB Ltd’s filings with the U.S. Securities and Exchange Commission, including its Annual Reports on Form 20-F. Although ABB Ltd believes that its expectations reflected in any such forward-looking statement are based upon reasonable assumptions, it can give no assurance that those expectations will be achieved.

 

For more information please contact:

 

Media Relations:

Investor Relations:

ABB Ltd

Thomas Schmidt, Antonio Ligi

Switzerland: Tel. +41 43 317 7111

Affolternstrasse 44

(Zurich, Switzerland)

USA: Tel. +1 203 750 7743

CH-8050 Zurich, Switzerland

Tel: +41 43 317 6568

investor.relations@ch.abb.com

 

Fax: +41 43 317 7958

 

 

media.relations@ch.abb.com

 

 

 

10



 

ABB first-quarter (Q1) 2011 key figures

 

 

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q1 11

 

Q1 10

 

US$

 

Local

 

Orders

 

Group

 

10,357

 

8’067

 

28

%

25

%

 

 

Power Products

 

2,860

 

2’401

 

19

%

15

%

 

 

Power Systems

 

1,937

 

1’758

 

10

%

5

%

 

 

Discrete Automation & Motion

 

2,344

 

1’408

 

66

%

63

%

 

 

Low-Voltage Products

 

1,409

 

1’106

 

27

%

25

%

 

 

Process Automation

 

2,606

 

2’115

 

23

%

21

%

 

 

Corporate and other
(Inter-division eliminations)

 

-799

 

-721

 

 

 

 

 

Revenues

 

Group

 

8,402

 

6’934

 

21

%

18

%

 

 

Power Products

 

2,327

 

2’319

 

0

%

-3

%

 

 

Power Systems

 

1,833

 

1’384

 

32

%

27

%

 

 

Discrete Automation & Motion

 

1,880

 

1’213

 

55

%

52

%

 

 

Low-Voltage Products

 

1,195

 

1’011

 

18

%

16

%

 

 

Process Automation

 

1,900

 

1’735

 

10

%

6

%

 

 

Corporate and other
(Inter-division eliminations)

 

-733

 

-728

 

 

 

 

 

EBIT

 

Group

 

1,013

 

709

 

43

%

 

 

 

 

Power Products

 

331

 

348

 

-5

%

 

 

 

 

Power Systems

 

121

 

-14

 

N/A

 

 

 

 

 

Discrete Automation & Motion

 

220

 

168

 

31

%

 

 

 

 

Low-Voltage Products

 

230

 

150

 

53

%

 

 

 

 

Process Automation

 

239

 

159

 

50

%

 

 

 

 

Corporate and other

 

-128

 

-102

 

 

 

 

 

EBIT %

 

Group

 

12.1

%

10.2

%

 

 

 

 

 

 

Power Products

 

14.2

%

15.0

%

 

 

 

 

 

 

Power Systems

 

6.6

%

-1.0

%

 

 

 

 

 

 

Discrete Automation & Motion

 

11.7

%

13.8

%

 

 

 

 

 

 

Low-Voltage Products

 

19.2

%

14.8

%

 

 

 

 

 

 

Process Automation

 

12.6

%

9.2

%

 

 

 

 

Operational EBITDA*

 

Group

 

1’319

 

962

 

 

 

 

 

 

 

Power Products

 

385

 

401

 

 

 

 

 

 

 

Power Systems

 

148

 

55

 

 

 

 

 

 

 

Discrete Automation & Motion

 

373

 

203

 

 

 

 

 

 

 

Low-Voltage Products

 

257

 

178

 

 

 

 

 

 

 

Process Automation

 

234

 

181

 

 

 

 

 

Operational EBITDA %

 

Group

 

15.7

%

13.8

%

 

 

 

 

 

 

Power Products

 

16.5

%

17.3

%

 

 

 

 

 

 

Power Systems

 

8.1

%

3.9

%

 

 

 

 

 

 

Discrete Automation & Motion

 

19.8

%

16.6

%

 

 

 

 

 

 

Low-Voltage Products

 

21.5

%

17.6

%

 

 

 

 

 

 

Process Automation

 

12.4

%

10.5

%

 

 

 

 

 


* Operational EBITDA represents earnings before interest and taxes, and depreciation and amortization, adjusted for restructuring-related charges, the mark-to-market treatment of hedging transactions along with unrealized foreign exchange movements on receivables/payables, and non-recurring charges related to acquisitions (Ventyx and Baldor Electric)—see reconciliation of non-GAAP measures in Appendix 1.

 

11



 

ABB Q1 2011 orders received and revenues by region

 

 

 

Orders received

 

Change

 

Revenues

 

Change

 

$ millions 

 

Q1 11

 

Q1 10

 

US$

 

Local

 

Q1 11

 

Q1 10

 

US$

 

Local

 

Europe

 

4,090

 

3,433

 

19

%

18

%

3,291

 

2,775

 

19

%

16

%

Americas

 

2,164

 

1,497

 

45

%

41

%

2,008

 

1,314

 

53

%

49

%

Asia

 

3,097

 

2,101

 

47

%

39

%

2,113

 

1,910

 

11

%

6

%

Middle East and Africa

 

1,006

 

1,036

 

-3

%

-6

%

990

 

935

 

6

%

4

%

Group total

 

10,357

 

8,067

 

28

%

25

%

8,402

 

6,934

 

21

%

18

%

 

Operational EBIT and operational EBITDA by division Q1 2011 vs Q1 2010

 

 

 

ABB

 

Power
Products

 

Power
Systems

 

Discrete
Automation

& Motion

 

Low Voltage
Products

 

Process
Automation

 

 

 

Q1 11

 

Q1 10

 

Q1 11

 

Q1 10

 

Q1 11

 

Q1 10

 

Q1 11

 

Q1 10

 

Q1 11

 

Q1 10

 

Q1 11

 

Q1 10

 

Revenues (as per Financial Statements)

 

8’402

 

6’934

 

2’327

 

2’319

 

1’833

 

1’384

 

1’880

 

1’213

 

1’195

 

1’011

 

1’900

 

1’735

 

Derivative impact

 

-15

 

35

 

13

 

3

 

-15

 

32

 

1

 

8

 

-1

 

3

 

-12

 

-12

 

Operational revenues

 

8’387

 

6’969

 

2’340

 

2’322

 

1’818

 

1’416

 

1’881

 

1’221

 

1’194

 

1’014

 

1’888

 

1’723

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EBIT (as per Financial Statements)

 

1’013

 

709

 

331

 

348

 

121

 

-14

 

220

 

168

 

230

 

150

 

239

 

159

 

Derivative impact

 

-18

 

82

 

9

 

10

 

-8

 

53

 

-2

 

13

 

0

 

1

 

-23

 

6

 

Restructuring-related costs

 

1

 

7

 

-2

 

0

 

5

 

3

 

0

 

3

 

0

 

1

 

-2

 

-2

 

Charges related to significant acquisitions

 

107

 

 

 

 

 

 

 

 

 

 

 

107

 

 

 

 

 

 

 

 

 

 

 

including backlog amortization

 

15

 

 

 

 

 

 

 

 

 

 

 

15

 

 

 

 

 

 

 

 

 

 

 

Operational EBIT

 

1’103

 

798

 

338

 

358

 

118

 

42

 

325

 

184

 

230

 

152

 

214

 

163

 

Operational EBIT margin

 

13.2

%

11.5

%

14.4

%

15.4

%

6.5

%

3.0

%

17.3

%

15.1

%

19.3

%

15.0

%

11.3

%

9.5

%

Depreciation & amortization (as per Financial Statements)

 

231

 

164

 

47

 

43

 

30

 

13

 

63

 

19

 

27

 

26

 

20

 

18

 

including total acquisition-related amortization

 

52

 

8

 

4

 

3

 

13

 

0

 

32

 

0

 

1

 

2

 

1

 

2

 

Backlog amortization related to significant acquisitions

 

-15

 

 

 

 

 

 

 

 

 

 

 

-15

 

 

 

 

 

 

 

 

 

 

 

Operational EBITDA

 

1’319

 

962

 

385

 

401

 

148

 

55

 

373

 

203

 

257

 

178

 

234

 

181

 

Operational EBITDA margin

 

15.7

%

13.8

%

16.5

%

17.3

%

8.1

%

3.9

%

19.8

%

16.6

%

21.5

%

17.6

%

12.4

%

10.5

%

 

12



 

Reconciliation of non-GAAP measures
US$ millions

 

 

 

3 months ended Mar. 31,

 

 

 

2011

 

2010

 

EBIT Margin

 

 

 

 

 

(= EBIT as % of revenues)

 

 

 

 

 

 

 

 

 

 

 

Earnings before interest and taxes (EBIT)

 

1’013

 

709

 

Revenues

 

8’402

 

6’934

 

EBIT Margin

 

12.1

%

10.2

%

 

 

 

 

 

 

EBIT as per financial statements

 

1’013

 

709

 

adjusted for the effects of:

 

 

 

 

 

 

 

 

 

 

 

Unrealized gains and losses on derivatives (FX, commodities, embedded derivatives)

 

(24

)

69

 

Realized gains and losses on derivatives where the underlying hedged transaction has not yet been realized

 

(5

)

17

 

Unrealized foreign exchange movements on receivables/payables (and related assets/liabilities)

 

11

 

(4

)

Restructuring and restructuring-related expenses

 

1

 

7

 

Charges related to significant acquisitions (1)

 

107

 

0

 

Operational EBIT (adjusted)

 

1’103

 

798

 

reversal of:

 

 

 

 

 

Depreciation

 

152

 

133

 

Amortization

 

79

 

31

 

Backlog amortization related to significant acquisitions

 

(15

)

0

 

Operational EBITDA

 

1’319

 

962

 

 

 

 

 

 

 

Revenues as per financial statements

 

8’402

 

6’934

 

adjusted for the effects of:

 

 

 

 

 

Unrealized gains and losses on derivatives

 

10

 

9

 

Realized gains and losses on derivatives where the underlying hedged transaction has not yet been realized

 

(9

)

18

 

Unrealized foreign exchange movements on receivables (and related assets)

 

(16

)

8

 

Operational Revenues

 

8’387

 

6’969

 

 

 

 

 

 

 

Operational EBITDA Margin

 

 

 

 

 

(= Operational EBITDA as % of Operational Revenues)

 

15.7

%

13.8

%

 


(1) Includes $15 million backlog amortization related to acquisitions in the 3 months ended March 31, 2011

 

 

 

Mar. 31,

 

Dec. 31,

 

 

 

2011

 

2010

 

Net Cash

 

 

 

 

 

(= Cash and equivalents plus marketable securities and short-term investments, less total debt)

 

 

 

 

 

 

 

 

 

 

 

Cash and equivalents

 

3’649

 

5’897

 

Marketable securities and short-term investments

 

862

 

2’713

 

Cash and marketable securities

 

4’511

 

8’610

 

Short-term debt and current maturities of long-term debt

 

1’125

 

1’043

 

Long-term debt

 

1’189

 

1’139

 

Total debt

 

2’314

 

2’182

 

Net Cash

 

2’197

 

6’428

 

 

13



 

Reconciliation of non-GAAP measures (cont’d)

US$ millions

 

 

 

Mar. 31,

 

Dec. 31,

 

 

 

2011

 

2010

 

Net Working Capital

 

 

 

 

 

 

 

 

 

 

 

Receivables, net

 

10’507

 

9’970

 

Inventories, net

 

6’085

 

4’878

 

Prepaid expenses

 

280

 

193

 

Accounts payable, trade

 

(4’967

)

(4’555

)

Billings in excess of sales

 

(1’685

)

(1’730

)

Employee and other payables

 

(1’469

)

(1’526

)

Advances from customers

 

(1’777

)

(1’764

)

Accrued expenses

 

(1’691

)

(1’644

)

Net Working Capital

 

5’283

 

3’822

 

 

14


 


 

ABB Ltd Interim Consolidated Income Statements (unaudited)

 

 

 

Three months ended

 

($ in millions, except per share data in $)

 

Mar. 31, 2011

 

Mar. 31, 2010

 

 

 

 

 

 

 

Sales of products

 

7,053

 

5,753

 

Sales of services

 

1,349

 

1,181

 

Total revenues

 

8,402

 

6,934

 

Cost of products

 

(4,973

)

(4,058

)

Cost of services

 

(856

)

(790

)

Total cost of sales

 

(5,829

)

(4,848

)

Gross profit

 

2,573

 

2,086

 

Selling, general and administrative expenses

 

(1,263

)

(1,131

)

Non-order related research and development expenses

 

(306

)

(246

)

Other income (expense), net

 

9

 

 

Earnings before interest and taxes

 

1,013

 

709

 

Interest and dividend income

 

18

 

24

 

Interest and other finance expense

 

(51

)

(42

)

Income from continuing operations before taxes

 

980

 

691

 

Provision for taxes

 

(284

)

(201

)

Income from continuing operations, net of tax

 

696

 

490

 

Income from discontinued operations, net of tax

 

 

1

 

Net income

 

696

 

491

 

Net income attributable to noncontrolling interests

 

(41

)

(27

)

Net income attributable to ABB

 

655

 

464

 

 

 

 

 

 

 

Amounts attributable to ABB shareholders:

 

 

 

 

 

Income from continuing operations, net of tax

 

655

 

463

 

Net income

 

655

 

464

 

 

 

 

 

 

 

Basic earnings per share attributable to ABB shareholders:

 

 

 

 

 

Income from continuing operations, net of tax

 

0.29

 

0.20

 

Net income

 

0.29

 

0.20

 

 

 

 

 

 

 

Diluted earnings per share attributable to ABB shareholders:

 

 

 

 

 

Income from continuing operations, net of tax

 

0.29

 

0.20

 

Net income

 

0.29

 

0.20

 

 

 

 

 

 

 

Weighted-average number of shares outstanding (in millions) used to compute:

 

 

 

 

 

Basic earnings per share attributable to ABB shareholders

 

2,284

 

2,290

 

Diluted earnings per share attributable to ABB shareholders

 

2,289

 

2,295

 

 

See Notes to the Interim Consolidated Financial Information

 

15



 

ABB Ltd Interim Consolidated Balance Sheets (unaudited)

 

($ in millions, except share data)

 

Mar. 31, 2011

 

Dec. 31, 2010

 

 

 

 

 

 

 

Cash and equivalents

 

3,649

 

5,897

 

Marketable securities and short-term investments

 

862

 

2,713

 

Receivables, net

 

10,507

 

9,970

 

Inventories, net

 

6,085

 

4,878

 

Prepaid expenses

 

280

 

193

 

Deferred taxes

 

1,025

 

896

 

Other current assets

 

673

 

801

 

Total current assets

 

23,081

 

25,348

 

 

 

 

 

 

 

Financing and other non-current receivables, net

 

431

 

420

 

Property, plant and equipment, net

 

4,843

 

4,356

 

Goodwill

 

6,945

 

4,085

 

Other intangible assets, net

 

1,787

 

701

 

Prepaid pension and other employee benefits

 

189

 

173

 

Investments in equity-accounted companies

 

19

 

19

 

Deferred taxes

 

258

 

846

 

Other non-current assets

 

386

 

347

 

Total assets

 

37,939

 

36,295

 

 

 

 

 

 

 

Accounts payable, trade

 

4,967

 

4,555

 

Billings in excess of sales

 

1,685

 

1,730

 

Employee and other payables

 

1,469

 

1,526

 

Short-term debt and current maturities of long-term debt

 

1,125

 

1,043

 

Advances from customers

 

1,777

 

1,764

 

Deferred taxes

 

389

 

357

 

Provisions for warranties

 

1,422

 

1,393

 

Provisions and other current liabilities

 

2,663

 

2,726

 

Accrued expenses

 

1,691

 

1,644

 

Total current liabilities

 

17,188

 

16,738

 

 

 

 

 

 

 

Long-term debt

 

1,189

 

1,139

 

Pension and other employee benefits

 

872

 

831

 

Deferred taxes

 

438

 

411

 

Other non-current liabilities

 

1,658

 

1,718

 

Total liabilities

 

21,345

 

20,837

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Capital stock and additional paid-in capital (2,308,782,064 issued shares at March 31, 2011 and December 31, 2010)

 

1,465

 

1,454

 

Retained earnings

 

16,044

 

15,389

 

Accumulated other comprehensive loss

 

(1,091

)

(1,517

)

Treasury stock, at cost (24,852,156 and 25,317,453 shares at March 31, 2011 and December 31, 2010, respectively)

 

(433

)

(441

)

Total ABB stockholders’ equity

 

15,985

 

14,885

 

Noncontrolling interests

 

609

 

573

 

Total stockholders’ equity

 

16,594

 

15,458

 

Total liabilities and stockholders’ equity

 

37,939

 

36,295

 

 

See Notes to the Interim Consolidated Financial Information

 

16



 

ABB Ltd Interim Consolidated Statements of Cash Flows (unaudited)

 

 

 

Three months ended

 

($ in millions)

 

Mar. 31, 2011

 

Mar. 31, 2010

 

 

 

 

 

 

 

Operating activities:

 

 

 

 

 

Net income

 

696

 

491

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization

 

231

 

164

 

Pension and other employee benefits

 

(7

)

22

 

Deferred taxes

 

(3

)

24

 

Net gain from sale of property, plant and equipment

 

(9

)

(6

)

Loss from equity-accounted companies

 

 

1

 

Other

 

20

 

14

 

Changes in operating assets and liabilities:

 

 

 

 

 

Trade receivables, net

 

15

 

83

 

Inventories, net

 

(500

)

(280

)

Trade payables

 

135

 

25

 

Billings in excess of sales

 

(100

)

42

 

Provisions, net

 

(178

)

(93

)

Advances from customers

 

(36

)

37

 

Other assets and liabilities, net

 

(98

)

(97

)

Net cash provided by operating activities

 

166

 

427

 

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

Changes in financing and other non-current receivables, net

 

(9

)

(7

)

Purchases of marketable securities (available-for-sale)

 

(586

)

(244

)

Purchases of marketable securities (held-to-maturity)

 

 

(15

)

Purchases of short-term investments

 

(140

)

(1,438

)

Purchases of property, plant and equipment and intangible assets

 

(139

)

(148

)

Acquisition of businesses (net of cash acquired) and changes in cost and equity investments

 

(3,032

)

(53

)

Proceeds from sales of marketable securities (available-for-sale)

 

2,084

 

71

 

Proceeds from maturity of marketable securities (available-for-sale)

 

134

 

137

 

Proceeds from maturity of marketable securities (held-to-maturity)

 

 

186

 

Proceeds from short-term investments

 

378

 

1,643

 

Proceeds from sales of property, plant and equipment

 

6

 

14

 

Proceeds from sales of businesses and equity-accounted companies (net of cash disposed)

 

 

(1

)

Net cash provided by (used in) investing activities

 

(1,304

)

145

 

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

Net changes in debt with maturities of 90 days or less

 

51

 

22

 

Increase in debt

 

37

 

81

 

Repayment of debt

 

(1,299

)

(64

)

Transactions in treasury shares

 

4

 

 

Dividends paid to noncontrolling shareholders

 

(1

)

(16

)

Other

 

(37

)

(6

)

Net cash provided by (used in) financing activities

 

(1,245

)

17

 

 

 

 

 

 

 

Effects of exchange rate changes on cash and equivalents

 

135

 

(300

)

 

 

 

 

 

 

Net change in cash and equivalents - continuing operations

 

(2,248

)

289

 

 

 

 

 

 

 

Cash and equivalents, beginning of period

 

5,897

 

7,119

 

Cash and equivalents, end of period

 

3,649

 

7,408

 

 

 

 

 

 

 

Supplementary disclosure of cash flow information:

 

 

 

 

 

Interest paid

 

33

 

22

 

Taxes paid

 

298

 

228

 

 

See Notes to the Interim Consolidated Financial Information

 

17



 

ABB Ltd Interim Consolidated Statements of Changes in Stockholders’ Equity (unaudited)

 

 

 

 

 

 

 

Accumulated other comprehensive loss

 

 

 

 

 

 

 

 

 

($ in millions)

 

Capital
stock and
additional
paid-in
capital

 

Retained
earnings

 

Foreign
currency
translation
adjustment

 

Unrealized
gain (loss)
on
available-
for-
sale
securities

 

Pension
and other
postretirement
plan
adjustments

 

Unrealized
gain (loss)
of cash
flow hedge
derivatives

 

Total
accumulated
other
comprehensive
loss

 

Treasury
stock

 

Total ABB
stockholders’
equity

 

Noncontrolling
interests

 

Total
stockholders’
equity

 

Balance at January 1, 2010

 

3,943

 

12,828

 

(1,056

)

20

 

(1,068

)

20

 

(2,084

)

(897

)

13,790

 

683

 

14,473

 

Comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

464

 

 

 

 

 

 

 

 

 

 

 

 

 

464

 

27

 

491

 

Foreign currency translation adjustments

 

 

 

 

 

(362

)

 

 

 

 

 

 

(362

)

 

 

(362

)

4

 

(358

)

Effect of change in fair value of available-for-sale securities, net of tax

 

 

 

 

 

 

 

(9

)

 

 

 

 

(9

)

 

 

(9

)

 

 

(9

)

Unrecognized income (loss) related to pensions and other postretirement plans, net of tax

 

 

 

 

 

 

 

 

 

78

 

 

 

78

 

 

 

78

 

 

 

78

 

Change in derivatives qualifying as cash flow hedges, net of tax

 

 

 

 

 

 

 

 

 

 

 

18

 

18

 

 

 

18

 

 

 

18

 

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

189

 

31

 

220

 

Changes in noncontrolling interests

 

2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2

 

2

 

4

 

Dividends paid to noncontrolling shareholders

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(17

)

(17

)

Treasury stock transactions

 

(12

)

 

 

 

 

 

 

 

 

 

 

 

 

12

 

 

 

 

 

Share-based payment arrangements

 

18

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

18

 

 

 

18

 

Balance at March 31, 2010

 

3,951

 

13,292

 

(1,418

)

11

 

(990

)

38

 

(2,359

)

(885

)

13,999

 

699

 

14,698

 

 

 

 

 

 

 

 

Accumulated other comprehensive loss

 

 

 

 

 

 

 

 

 

($ in millions)

 

Capital
stock and
additional
paid-in
capital

 

Retained
earnings

 

Foreign
currency
translation
adjustment

 

Unrealized
gain (loss)
on
available-
for-
sale
securities

 

Pension
and other
postretirement
plan
adjustments

 

Unrealized
gain (loss)
of cash
flow hedge
derivatives

 

Total
accumulated
other
comprehensive
loss

 

Treasury
stock

 

Total ABB
stockholders’
equity

 

Noncontrolling
interests

 

Total
stockholders’
equity

 

Balance at January 1, 2011

 

1,454

 

15,389

 

(707

)

18

 

(920

)

92

 

(1,517

)

(441

)

14,885

 

573

 

15,458

 

Comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

655

 

 

 

 

 

 

 

 

 

 

 

 

 

655

 

41

 

696

 

Foreign currency translation adjustments

 

 

 

 

 

450

 

 

 

 

 

 

 

450

 

 

 

450

 

3

 

453

 

Effect of change in fair value of available-for-sale securities, net of tax

 

 

 

 

 

 

 

(8

)

 

 

 

 

(8

)

 

 

(8

)

 

 

(8

)

Unrecognized income (loss) related to pensions and other postretirement plans, net of tax

 

 

 

 

 

 

 

 

 

(31

)

 

 

(31

)

 

 

(31

)

 

 

(31

)

Change in derivatives qualifying as cash flow hedges, net of tax

 

 

 

 

 

 

 

 

 

 

 

15

 

15

 

 

 

15

 

 

 

15

 

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,081

 

44

 

1,125

 

Changes in noncontrolling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(5

)

(5

)

Dividends paid to noncontrolling shareholders

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3

)

(3

)

Treasury stock transactions

 

(4

)

 

 

 

 

 

 

 

 

 

 

 

 

8

 

4

 

 

 

4

 

Share-based payment arrangements

 

15

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

15

 

 

 

15

 

Balance at March 31, 2011

 

1,465

 

16,044

 

(257

)

10

 

(951

)

107

 

(1,091

)

(433

)

15,985

 

609

 

16,594

 

 

See Notes to the Interim Consolidated Financial Information

 

18



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Note 1. The Company and basis of presentation

 

ABB Ltd and its subsidiaries (collectively, the Company) together form a leading global company in power and automation technologies that enable utility and industry customers to improve their performance while lowering environmental impact. The Company works with customers to engineer and install networks, facilities and plants with particular emphasis on enhancing efficiency, reliability and productivity for customers who generate, convert, transmit, distribute and consume energy.

 

The Company’s Interim Consolidated Financial Information is prepared in accordance with United States of America generally accepted accounting principles (U.S. GAAP) for interim financial reporting. As such, the Interim Consolidated Financial Information does not include all the information and notes required under U.S. GAAP for annual consolidated financial statements. Therefore, such financial information should be read in conjunction with the audited consolidated financial statements in the Company’s Annual Report for the year ended December 31, 2010.

 

The preparation of financial information in conformity with U.S. GAAP requires management to make assumptions and estimates that directly affect the amounts reported in the Interim Consolidated Financial Information. The most significant, difficult and subjective of such accounting assumptions and estimates include:

 

·                  assumptions and projections, principally related to future material, labor and project-related overhead costs, used in determining the percentage-of-completion on projects,

 

·                  estimates of loss contingencies associated with litigation or threatened litigation and other claims and inquiries, environmental damages, product warranties, regulatory and other proceedings,

 

·                  assumptions used in the calculation of pension and postretirement benefits and the fair value of pension plan assets,

 

·                  recognition and measurement of current and deferred income tax assets and liabilities (including the measurement of uncertain tax positions),

 

·                  growth rates, discount rates and other assumptions used in the Company’s annual goodwill impairment test,

 

·                  assumptions used in determining inventory obsolescence and net realizable value,

 

·                  estimates and assumptions used in determining the fair values of assets and liabilities assumed in business combinations,

 

·                  growth rates, discount rates and other assumptions used to determine impairment of long-lived assets, and

 

·                  assessment of the doubtful debt allowance.

 

The actual results and outcomes may differ from the Company’s estimates and assumptions.

 

A portion of the Company’s activities (primarily long-term construction activities) has an operating cycle that exceeds one year. For classification of current assets and liabilities related to such activities, the Company elected to use the duration of the individual contracts as its operating cycle. Accordingly, there are accounts receivable, inventories and provisions related to these contracts which will not be realized within one year that have been classified as current.

 

In the opinion of management, the unaudited Interim Consolidated Financial Information contains all necessary adjustments to present fairly the financial position, results of operations and cash flows for the reported interim periods.

 

The Interim Consolidated Financial Information is presented in United States dollars ($) unless otherwise stated. Certain amounts reported for prior periods in the Interim Consolidated Financial Information have been reclassified to conform to the current year’s presentation.

 

19



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Note 2. Recent accounting pronouncements

 

Applicable in current period

 

Fair value measurements

 

As of January 1, 2011, the Company adopted an accounting standard update that requires additional disclosure for fair value measurements. The update requires disclosure, on a gross basis, about purchases, sales, issuances, and settlements of Level 3 (significant unobservable inputs) instruments when reconciling the fair value measurements. The adoption of this update did not result in additional disclosures for the three months ended March 31, 2011, as there were no significant financial assets and liabilities measured at fair value using Level 3 of the fair value hierarchy.

 

Disclosures about the credit quality of financing receivables and the allowance for credit losses

 

As of January 1, 2011, the Company adopted an accounting standard update that requires additional disclosures regarding the changes and reasons for those changes in the allowance for credit losses. The new disclosure requirements did not have a material impact on the consolidated financial statements for the three months ended March 31, 2011.

 

Revenue recognition for multiple deliverable arrangements

 

The Company adopted an accounting standard update on revenue recognition for multiple deliverable arrangements, for such arrangements entered into or materially modified by the Company on or after January 1, 2011. This update amends the criteria for allocating consideration in multiple-deliverable revenue arrangements. It establishes a hierarchy of selling prices to determine the selling price of each specific deliverable that includes vendor-specific objective evidence (if available), third-party evidence (if vendor-specific evidence is not available), or estimated selling price if neither of the first two are available. This update also:

 

·                  eliminates the residual method for allocating revenue between the elements of an arrangement and requires that arrangement consideration be allocated at the inception of the arrangement, and

 

·                  expands the disclosure requirements regarding a vendor’s multiple-deliverable revenue arrangements.

 

The adoption of this update did not have a significant impact on the consolidated financial statements for the three months ended March 31, 2011.

 

Revenue arrangements that include software elements

 

The Company adopted an accounting standard update for certain revenue arrangements that include software elements, entered into or materially modified by the Company on or after January 1, 2011. This update amends the existing guidance on revenue arrangements that contain both hardware and software elements. This update modifies the existing rules to exclude from the software revenue guidance (i) non-software components of tangible products and (ii) software components of tangible products that are sold, licensed, or leased with tangible products when the software components and non-software components of the tangible product function together to deliver the tangible product’s essential functionality. Undelivered elements in the arrangement related to the non-software components also are excluded from this guidance. The adoption of this update did not have a significant impact on the consolidated financial statements for the three months ended March 31, 2011.

 

Goodwill impairment test for reporting units with zero or negative carrying amounts

 

As of January 1, 2011, the Company adopted an accounting standard update which clarifies that the Company is required to perform the second step of the goodwill impairment test (determining whether goodwill has been impaired and calculating the amount of the impairment) also for reporting units with zero or negative carrying amounts, if it is more likely than not that a goodwill impairment exists. In determining whether a goodwill impairment exists, the Company considers whether there are any adverse qualitative factors indicating such an impairment. A reporting unit is an operating segment or one level below an operating segment. The adoption of this update did not have a significant impact on the consolidated financial statements for the three months ended March 31, 2011.

 

20



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Disclosure of supplementary pro forma information for business combinations

 

For business combinations entered into on or after January 1, 2011, that are material on an individual or aggregate basis, the Company has adopted an accounting standard update that clarifies the requirement regarding the disclosure of pro forma information for business combinations. Under the update, the Company is required to disclose pro forma revenues and earnings of the combined entity as though the business combination(s) had occurred as of the beginning of the comparable prior annual reporting period only. This update also expands the disclosures to include a description of the nature and amount of material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. See Note 3 for pro forma disclosures related to the acquisition of Baldor Electric Company.

 

Applicable for future periods

 

A creditor’s determination of whether a restructuring is a troubled debt restructuring

 

In April 2011, an accounting standard update was issued that provides clarifying guidance regarding whether a restructuring of receivables constitutes a troubled debt restructuring and requires additional disclosures. This update is effective for the Company for the interim period beginning July 1, 2011, and is applicable retrospectively to January 1, 2011. The Company is currently evaluating the impact of this update.

 

Note 3. Acquisitions

 

Acquisitions were as follows:

 

 

 

Three months ended March 31,

 

($ in millions, except number of acquired businesses)

 

2011

 

2010

 

Acquisitions (net of cash acquired)(1)

 

2,985

 

53

 

Aggregate excess of purchase price over fair value of net assets acquired(2)

 

2,794

 

45

 

 

 

 

 

 

 

Number of acquired businesses

 

3

 

3

 

 


(1) Excluding changes in cost and equity investments.

(2) Recorded as goodwill.

 

In the table above, the “Acquisitions” and “Aggregate excess of purchase price over fair value of net assets acquired” amounts for the three months ended March 31, 2011, relate primarily to the acquisition of Baldor, as described below. Acquisitions of controlling interests have been accounted for under the acquisition method and have been included in the Company’s Interim Consolidated Financial Information since the date of acquisition.

 

On January 26, 2011, the Company acquired 83.25 percent of the outstanding shares of Baldor Electric Company (Baldor) for $63.50 per share in cash. On January 27, 2011, the Company exercised its top-up option contained in the merger agreement, bringing its shareholding in Baldor to 91.6 percent, allowing the Company to complete a short-form merger under Missouri, United States, law. On the same date, the Company completed the purchase of the remaining 8.4 percent of outstanding shares. The resulting cash outflows for the Company in the three months ended March 31, 2011, amounted to $4,206 million, representing $2,966 million for the purchase of the shares, net of cash acquired, and $1,240 million for the repayment of debt assumed upon acquisition.

 

Baldor markets, designs and manufactures industrial electric motors, mechanical power transmission products, drives and generators. The acquisition broadens the product offering of the Company’s Discrete Automation and Motion operating segment, closing the gap in the Company’s automation portfolio in North America by adding Baldor’s NEMA (National Electrical Manufacturers Association) motors product line as well as adding Baldor’s growing mechanical power transmission business.

 

While the Company uses its best estimates and assumptions as part of the purchase price allocation process to value assets acquired and liabilities assumed at the acquisition date, the purchase price allocation for the acquisition is preliminary for up to 12 months after the acquisition date and is subject to refinement as more detailed analyses are completed and additional information about the fair values of the assets and liabilities becomes available.

 

21



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

The aggregate preliminary purchase price of business acquisitions in the three months ended March 31, 2011, settled in cash, has been allocated as follows:

 

 

 

Allocated amounts

 

Weighted-
average

 

($ in millions)

 

Baldor

 

Other

 

Total

 

useful life

 

Customer relationships

 

775

 

 

775

 

13 years

 

Technology

 

221

 

 

221

 

10 years

 

Trade name

 

123

 

 

123

 

10 years

 

Order backlog

 

15

 

 

15

 

2 months

 

Intangible assets

 

1,134

 

 

1,134

 

 

 

Fixed assets

 

380

 

 

380

 

 

 

Debt acquired

 

(1,241

)

 

(1,241

)

 

 

Deferred tax liabilities

 

(520

)

 

(520

)

 

 

Inventories

 

445

 

 

445

 

 

 

Other assets and liabilities, net(1)

 

(10

)

3

 

(7

)

 

 

Goodwill(2)

 

2,778

 

16

 

2,794

 

 

 

Total acquisitions (net of cash acquired) (3)

 

2,966

 

19

 

2,985

 

 

 

 


(1) Gross receivables from the Baldor acquisition totaled $264 million; the fair value of which was $261 million after allowance for estimated uncollectable receivables.

(2) The Company does not expect the majority of goodwill recognized to be deductible for income tax purposes.

(3) Cash acquired in the Baldor acquisition totaled $48 million.

 

The Company’s Consolidated Income Statement for the three months ended March 31, 2011, includes total revenues of $371 million and a net loss of $32 million (including acquisition-related charges), in respect of Baldor since the date of acquisition.

 

The unaudited pro forma financial information in the table below summarizes the combined pro forma results of the Company and Baldor for the three months ended March 31, 2011 and 2010, as if Baldor had been acquired on January 1, 2010.

 

 

 

Three months ended March 31,

 

($ in millions)

 

2011

 

2010

 

Total revenues

 

8,512

 

7,331

 

Income from continuing operations, net of tax

 

781

 

425

 

 

The pro forma results are for information purposes only and do not include any anticipated cost synergies or other effects of the planned integration of Baldor. Accordingly, such pro forma amounts are not necessarily indicative of the results that would have occurred had the acquisition been completed on the date indicated, nor are they indicative of the future operating results of the combined company.

 

22



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

The unaudited pro forma results above include certain adjustments related to the Baldor acquisition. The table below summarizes the adjustments necessary to present the pro forma financial information of the combined entity as if Baldor had been acquired on January 1, 2010.

 

 

 

Three months ended March 31,

 

($ in millions)

 

2011
Adjustments

 

2010
Adjustments

 

 

 

 

 

 

 

Impact on cost of sales from additional amortization of intangible assets (excluding order backlog capitalized upon acquisition)

 

(6

)

(19

)

Impact on cost of sales from amortization of order backlog capitalized upon acquisition

 

15

 

(15

)

Impact on cost of sales from fair valuing acquired inventory

 

63

 

(63

)

Interest expense on Baldor’s debt

 

11

 

24

 

Baldor stock-option plans adjustments

 

66

 

 

Impact on selling, general and administrative expenses from acquisition-related costs

 

60

 

(29

)

Taxation adjustments

 

(66

)

29

 

Other

 

 

(7

)

Total pro forma adjustments

 

143

 

(80

)

 

For the three months ended March 31, 2010, acquisitions were not significant, either individually or in aggregate.

 

Changes in total goodwill were as follows:

 

($ in millions)

 

Total

 

Balance at January 1, 2010

 

3,026

 

Goodwill acquired during the period(1)

 

1,091

 

Exchange rate differences

 

(24

)

Other

 

(8

)

Balance at December 31, 2010

 

4,085

 

Goodwill acquired during the period(2)

 

2,794

 

Exchange rate differences

 

69

 

Other

 

(3

)

Balance at March 31, 2011

 

6,945

 

 


(1) Includes primarily goodwill in respect of Ventyx, acquired in June 2010, which has been allocated to the Power Systems operating segment.

(2) Includes primarily goodwill in respect of Baldor, acquired in January 2011, which has been allocated to the Discrete Automation and Motion operating segment.

 

23



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Note 4. Cash and equivalents and marketable securities and short-term investments

 

Cash and equivalents and marketable securities and short-term investments consisted of the following:

 

 

 

March 31, 2011

 

($ in millions)

 

Cost basis

 

Gross
unrealized
gains

 

Gross
unrealized
losses

 

Fair value

 

Cash and
equivalents

 

Marketable
securities
and
short-term
investments

 

Cash

 

1,803

 

 

 

 

 

1,803

 

1,803

 

 

Time deposits

 

1,955

 

 

 

 

 

1,955

 

1,810

 

145

 

Debt securities available-for-sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

– U.S. government obligations

 

145

 

4

 

(1

)

148

 

 

148

 

– Other government obligations

 

4

 

 

(1

)

3

 

 

3

 

– Corporate

 

252

 

7

 

 

259

 

36

 

223

 

Equity securities available-for-sale

 

339

 

6

 

(2

)

343

 

 

343

 

Total

 

4,498

 

17

 

(4

)

4,511

 

3,649

 

862

 

 

 

 

December 31, 2010

 

($ in millions)

 

Cost basis

 

Gross
unrealized
gains

 

Gross
unrealized
losses

 

Fair value

 

Cash and
equivalents

 

Marketable
securities
and
short-term
investments

 

Cash

 

1,851

 

 

 

 

 

1,851

 

1,851

 

 

Time deposits

 

4,044

 

 

 

 

 

4,044

 

3,665

 

379

 

Debt securities available-for-sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

– U.S. government obligations

 

147

 

5

 

(1

)

151

 

 

151

 

– Other government obligations

 

4

 

 

(1

)

3

 

 

3

 

– Corporate

 

708

 

8

 

 

716

 

381

 

335

 

Equity securities available-for-sale

 

1,836

 

11

 

(2

)

1,845

 

 

1,845

 

Total

 

8,590

 

24

 

(4

)

8,610

 

5,897

 

2,713

 

 

In addition to the securities shown above, in January 2011 the Company purchased shares in a listed company and, as such, classified these as available-for-sale equity securities. The investment is recorded in “Other non-current assets”. At March 31, 2011, the cost basis, the gross unrealized loss and fair value of these equity securities were $10 million, $2 million and $8 million, respectively.

 

Note 5. Financial instruments

 

The Company is exposed to certain currency, commodity, interest rate and equity risks arising from its global operating, financing and investing activities. The Company uses derivative instruments to reduce and manage the economic impact of these exposures.

 

Currency risk

 

Due to the global nature of the Company’s operations, many of its subsidiaries are exposed to currency risk in their operating activities from entering into transactions in currencies other than their functional currency. To manage such currency risks, the Company’s policies require the subsidiaries to hedge their foreign currency exposures from binding sales and purchase contracts denominated in foreign currencies. For forecasted foreign currency denominated sales of standard products and the related foreign currency denominated purchases, the Company’s policy is to hedge up to a maximum of 100 percent of the forecasted foreign currency denominated exposure, depending on the length of the forecasted exposures. Forecasted exposures greater than 12 months are not hedged. Forward foreign exchange contracts are the main instrument used to protect the Company against the volatility of future cash flows (caused by

 

24



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

changes in exchange rates) of contracted and forecasted sales and purchases denominated in foreign currencies.

 

Commodity risk

 

Various commodity products are used in the Company’s manufacturing activities. Consequently it is exposed to volatility in future cash flows arising from changes in commodity prices. To manage the price risk of commodities other than electricity, the Company’s policies require that the subsidiaries hedge the commodity price risk exposures from binding purchase contracts, as well as at least 50 percent of the forecasted commodity purchases over the next eighteen months. In certain locations where the price of electricity is hedged, up to a maximum of 90 percent of the forecasted electricity needs, depending on the length of the forecasted exposures, are hedged. Swap and futures contracts are used to manage the associated price risks of commodities.

 

Interest rate risk

 

The Company has issued bonds at fixed rates and in currencies other than the issuing entity’s functional currency. Interest rate swaps are used to manage the interest rate risk associated with such debt. In addition, from time to time, the Company uses instruments such as interest rate swaps, bond futures or forward rate agreements to manage interest rate risk arising from the Company’s balance sheet structure but does not designate such instruments as hedges.

 

Equity risk

 

The Company is exposed to fluctuations in the fair value of its warrant appreciation rights (WARs) issued under its management incentive plan. A WAR gives its holder the right to receive cash equal to the market price of an equivalent listed warrant on the date of exercise. To eliminate such risk, the Company has purchased cash-settled call options which entitle the Company to receive amounts equivalent to its obligations under the outstanding WARs.

 

In general, while the Company’s primary objective in its use of derivatives is to minimize exposures arising from its business, certain derivatives are designated and qualify for hedge accounting treatment while others either are not designated or do not qualify for hedge accounting.

 

Volume of derivative activity

 

Foreign exchange and interest rate derivatives:

 

The gross notional amounts of outstanding foreign exchange and interest rate derivatives (whether designated as hedges or not) were as follows:

 

Type of derivative

 

Total notional amounts

 

($ in millions)

 

March 31, 2011

 

December 31, 2010

 

March 31, 2010

 

Foreign exchange contracts

 

18,506

 

16,971

 

13,007

 

Embedded foreign exchange derivatives

 

2,977

 

2,891

 

3,355

 

Interest rate contracts

 

2,772

 

2,357

 

2,557

 

 

Derivative commodity contracts:

 

The following table shows the notional amounts of outstanding commodity derivatives (whether designated as hedges or not), on a net basis, to reflect the Company’s requirements in the various commodities:

 

 

 

 

 

Total notional amounts

 

Type of derivative

 

Unit

 

March 31, 2011

 

December 31, 2010

 

March 31, 2010

 

Copper swaps

 

metric tonnes

 

27,109

 

20,977

 

22,175

 

Aluminum swaps

 

metric tonnes

 

4,198

 

3,050

 

3,464

 

Nickel swaps

 

metric tonnes

 

30

 

36

 

16

 

Lead swaps

 

metric tonnes

 

9,800

 

9,525

 

 

Electricity futures

 

megawatt hours

 

376,688

 

363,340

 

389,736

 

Crude oil swaps

 

barrels

 

109,586

 

121,979

 

139,580

 

 

Equity derivatives:

 

At March 31, 2011, December 31, 2010 and March 31, 2010, the Company held 56 million, 58 million and 57 million cash-settled call options on ABB Ltd shares with a total fair value of $48 million, $45 million and $66 million, respectively.

 

25



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Cash flow hedges

 

As noted above, the Company mainly uses forward foreign exchange contracts to manage the foreign exchange risk of its operations, commodity swaps to manage its commodity risks and cash-settled call options to hedge its WAR liabilities. Where such instruments are designated and qualify as cash flow hedges, the effective portion of the changes in their fair value is recorded in “Accumulated other comprehensive loss” and subsequently reclassified into earnings in the same line item and in the same period as the underlying hedged transaction affects earnings. Any ineffectiveness in the hedge relationship, or hedge component excluded from the assessment of effectiveness, is recognized in earnings during the current period.

 

At March 31, 2011 and December 31, 2010, “Accumulated other comprehensive loss” included net unrealized gains of $107 million and $92 million, respectively, net of tax, on derivatives designated as cash flow hedges. Of the amount at March 31, 2011, net gains of $80 million are expected to be reclassified to earnings in the following twelve months. At March 31, 2011, the longest maturity of a derivative classified as a cash flow hedge was 62 months.

 

The amounts of gains or losses, net of tax, reclassified into earnings due to the discontinuance of cash flow hedge accounting and recognized in earnings due to ineffectiveness in cash flow hedge relationships were not significant in the three months ended March 31, 2011 and 2010.

 

The pre-tax effects of derivative instruments, designated and qualifying as cash flow hedges, on “Accumulated other comprehensive loss” and the Consolidated Income Statements were as follows:

 

Three months ended March 31, 2011

 

Type of derivative
designated as

 

Gains (losses)
recognized in
OCI
(1) on derivatives
(effective portion)

 

Gains (losses) reclassified
from OCI
(1) into income
(effective portion)

 

Gains (losses) recognized in income
(ineffective portion and amount
excluded from effectiveness testing)

 

a cash flow hedge

 

($ in millions)

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Foreign exchange contracts

 

52

 

Total revenues

 

41

 

Total revenues

 

 

 

 

 

 

Total cost of sales

 

(2

)

Total cost of sales

 

 

Commodity contracts

 

(3

)

Total cost of sales

 

3

 

Total cost of sales

 

1

 

Cash-settled call options

 

5

 

SG&A expenses(2)

 

2

 

SG&A expenses(2)

 

 

Total

 

54

 

 

 

44

 

 

 

1

 

 

Three months ended March 31, 2010

 

Type of derivative
designated as

 

Gains (losses)
recognized in
OCI
(1) on derivatives
(effective portion)

 

Gains (losses) reclassified
from OCI
(1) into income
(effective portion)

 

Gains (losses) recognized in income
(ineffective portion and amount
excluded from effectiveness testing)

 

a cash flow hedge

 

($ in millions)

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Foreign exchange contracts

 

28

 

Total revenues

 

15

 

Total revenues

 

 

 

 

 

 

Total cost of sales

 

(1

)

Total cost of sales

 

 

Commodity contracts

 

4

 

Total cost of sales

 

1

 

Total cost of sales

 

 

Cash-settled call options

 

5

 

SG&A expenses(2)

 

(1

)

SG&A expenses(2)

 

 

Total

 

37

 

 

 

14

 

 

 

 

 


(1) OCI represents “Accumulated other comprehensive loss”.

(2) SG&A expenses represent “Selling, general and administrative expenses”

 

Derivative gains of $32 million and $11 million, both net of tax, were reclassified from “Accumulated other comprehensive loss” to earnings during the three months ended March 31, 2011 and 2010, respectively.

 

Fair value hedges

 

To reduce its interest rate exposure arising primarily from its debt issuance activities, the Company uses interest rate swaps. Where such instruments are designated as fair value hedges, the changes in fair value of these instruments, as well as the changes in fair value of the risk component of the underlying debt being hedged, are recorded as offsetting gains and losses in “Interest and other finance expense”. Hedge ineffectiveness of instruments designated as fair value hedges for the three months ended March 31, 2011 and 2010, was not significant.

 

26



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

The effect of derivative instruments, designated and qualifying as fair value hedges, on the Consolidated Income Statements was as follows:

 

Three months ended March 31, 2011

 

Type of derivative
designated as a

 

Gains (losses) recognized in income
on derivatives designated as
fair value hedges

 

Gains (losses) recognized in
income on hedged item

 

fair value hedge

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Interest rate contracts

 

Interest and other finance expense

 

(21

)

Interest and other finance expense

 

21

 

 

Three months ended March 31, 2010

 

Type of derivative
designated as a

 

Gains (losses) recognized in income
on derivatives designated as
fair value hedges

 

Gains (losses) recognized in
income on hedged item

 

fair value hedge

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Interest rate contracts

 

Interest and other finance expense

 

11

 

Interest and other finance expense

 

(11

)

 

Derivatives not designated in hedge relationships

 

Derivative instruments that are not designated as hedges or do not qualify as either cash flow or fair value hedges are economic hedges used for risk management purposes. Gains and losses from changes in the fair values of such derivatives are recognized in the same line in the income statement as the economically hedged transaction.

 

Furthermore, under certain circumstances, the Company is required to split and account separately for foreign currency derivatives that are embedded within certain binding sales or purchase contracts denominated in a currency other than the functional currency of the subsidiary and the counterparty.

 

The gains (losses) recognized in the Consolidated Income Statements on derivatives not designated in hedging relationships were as follows:

 

($ in millions)

 

Gains (losses) recognized in income

 

Type of derivative

 

 

 

Three months ended
March 31,

 

not designated as a hedge

 

Location

 

2011

 

2010

 

Foreign exchange contracts:

 

Total revenues

 

42

 

94

 

 

 

Total cost of sales

 

22

 

(95

)

 

 

Interest and other finance expense

 

185

 

83

 

Embedded foreign exchange contracts:

 

Total revenues

 

 

(94

)

 

 

Total cost of sales

 

9

 

9

 

Commodity contracts:

 

Total cost of sales

 

(9

)

6

 

Total

 

 

 

249

 

3

 

 

27



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

The fair values of derivatives included in the Consolidated Balance Sheets were as follows:

 

 

 

March 31, 2011

 

 

 

Derivative assets

 

Derivative liabilities

 

($ in millions)

 

Current in
“Other current
assets”

 

Non-current
in “Other
non-current
assets”

 

Current in
“Provisions and
other current
liabilities”

 

Non-current
in “Other
non-current
liabilities”

 

Derivatives designated as hedging instruments:

 

 

 

 

 

 

 

 

 

Foreign exchange contracts

 

127

 

36

 

10

 

8

 

Commodity contracts

 

7

 

 

1

 

 

Interest rate contracts

 

9

 

33

 

 

 

Cash-settled call options

 

18

 

30

 

 

 

Total

 

161

 

99

 

11

 

8

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

Foreign exchange contracts

 

338

 

68

 

116

 

18

 

Commodity contracts

 

17

 

2

 

7

 

 

Interest rate contracts

 

 

 

 

1

 

Cash-settled call options

 

 

 

 

 

Embedded foreign exchange derivatives

 

32

 

7

 

118

 

44

 

Total

 

387

 

77

 

241

 

63

 

Total fair value

 

548

 

176

 

252

 

71

 

 

 

 

December 31, 2010

 

 

 

Derivative assets

 

Derivative liabilities

 

($ in millions)

 

Current in
“Other current
assets”

 

Non-current
in “Other
non-current
assets”

 

Current in
“Provisions and
other current
liabilities”

 

Non-current
in “Other
non-current
liabilities”

 

Derivatives designated as hedging instruments:

 

 

 

 

 

 

 

 

 

Foreign exchange contracts

 

106

 

39

 

23

 

12

 

Commodity contracts

 

8

 

 

 

 

Interest rate contracts

 

14

 

50

 

 

 

Cash-settled call options

 

18

 

25

 

 

 

Total

 

146

 

114

 

23

 

12

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

Foreign exchange contracts

 

435

 

62

 

140

 

14

 

Commodity contracts

 

42

 

2

 

7

 

 

Interest rate contracts

 

 

 

 

1

 

Cash-settled call options

 

 

2

 

 

 

Embedded foreign exchange derivatives

 

23

 

4

 

134

 

50

 

Total

 

500

 

70

 

281

 

65

 

Total fair value

 

646

 

184

 

304

 

77

 

 

Although the Company is party to close-out netting agreements with most derivative counterparties, the fair values in the tables above and in the Consolidated Balance Sheets at March 31, 2011 and December 31, 2010, have been presented on a gross basis.

 

Note 6. Fair values

 

The Company uses fair value measurement principles to record certain financial assets and liabilities on a recurring basis and, when necessary, to record certain non-financial assets at fair value on a non-recurring basis, as well as to determine fair value disclosures for certain financial instruments carried at amortized cost in the financial statements. Financial assets and liabilities recorded at fair value on a recurring basis include foreign currency, commodity, interest rate and equity derivatives and available-for-sale securities. Non-financial assets recorded at fair value on a non-recurring basis include long-lived assets that are reduced to their estimated fair value due to impairments.

 

28



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Fair value is the price that would be received when selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various valuation techniques including the market approach (using observable market data for identical or similar assets and liabilities), the income approach (discounted cash flow models) and the cost approach (using costs a market participant would incur to develop a comparable asset). Inputs used to determine the fair value of assets and liabilities are defined by a three-level hierarchy, depending on the reliability of those inputs. The Company has categorized its financial assets and liabilities and non-financial assets measured at fair value within this hierarchy based on whether the inputs to the valuation technique are observable or unobservable. An observable input is based on market data obtained from independent sources, while an unobservable input reflects the Company’s assumptions about market data.

 

The levels of the fair value hierarchy are as follows:

 

Level 1:                       Valuation inputs consist of quoted prices in an active market for identical assets or liabilities (observable quoted prices). Assets and liabilities valued using Level 1 inputs include exchange-traded equity securities, listed derivatives which are actively traded such as foreign exchange futures and specific government securities.

 

Level 2:                       Valuation inputs consist of observable inputs (other than Level 1 inputs) such as actively quoted prices for similar assets, quoted prices in inactive markets and inputs other than quoted prices such as interest rate yield curves, credit spreads, or inputs derived from other observable data by interpolation, correlation, regression or other means. The adjustments applied to quoted prices or the inputs used in valuation models may be both observable and unobservable. In these cases, the fair value measurement is classified as Level 2 unless the unobservable portion of the adjustment or the unobservable input to the valuation model is significant, in which case the fair value measurement would be classified as Level 3. Assets and liabilities valued using Level 2 inputs include investments in certain funds, interest rate swaps, commodity swaps, cash-settled call options, as well as foreign exchange forward contracts and foreign exchange swaps.

 

Level 3:                       Valuation inputs are based on the Company’s assumptions of relevant market data (unobservable inputs).

 

Whenever quoted prices involve bid-ask spreads, the Company ordinarily determines fair values based on mid-market quotes. However, for the purposes of determining the fair value of cash-settled call options serving as hedges of the Company’s management incentive plan, bid prices are used.

 

When determining fair values based on quoted prices in an active market, the Company considers if the level of transaction activity for the financial instrument has significantly decreased, or would not be considered orderly. In such cases, the resulting changes in valuation techniques would be disclosed. If the market is considered disorderly or if quoted prices are not available, the Company is required to use another valuation technique, such as an income approach.

 

29



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Recurring fair value measures

 

The following tables show the fair value of financial assets and liabilities measured at fair value on a recurring basis:

 

 

 

March 31, 2011

 

($ in millions)

 

Level 1

 

Level 2

 

Level 3

 

Total fair
value

 

Assets

 

 

 

 

 

 

 

 

 

Available-for-sale securities in “Cash and equivalents”

 

 

 

 

 

 

 

 

 

Debt securities—Corporate

 

 

36

 

 

36

 

Available-for-sale securities in “Marketable securities and short-term investments”

 

 

 

 

 

 

 

 

 

Equity securities

 

3

 

340

 

 

343

 

Debt securities—U.S. government obligations

 

148

 

 

 

148

 

Debt securities—Other government obligations

 

3

 

 

 

3

 

Debt securities—Corporate

 

 

223

 

 

223

 

Available-for-sale securities in “Other non-current assets”

 

 

 

 

 

 

 

 

 

Equity securities

 

8

 

 

 

8

 

Derivative assets—current in “Other current assets”

 

9

 

539

 

 

548

 

Derivative assets—non-current in “Other non-current assets”

 

 

176

 

 

176

 

Total

 

171

 

1,314

 

 

1,485

 

Liabilities

 

 

 

 

 

 

 

 

 

Derivative liabilities—current in “Provisions and other current liabilities”

 

3

 

249

 

 

252

 

Derivative liabilities—non-current in “Other non-current liabilities”

 

 

71

 

 

71

 

Total

 

3

 

320

 

 

323

 

 

 

 

December 31, 2010

 

($ in millions)

 

Level 1

 

Level 2

 

Level 3

 

Total fair
value

 

Assets

 

 

 

 

 

 

 

 

 

Available-for-sale securities in “Cash and equivalents”

 

 

 

 

 

 

 

 

 

Debt securities—Corporate

 

 

381

 

 

381

 

Available-for-sale securities in “Marketable securities and short-term investments”

 

 

 

 

 

 

 

 

 

Equity securities

 

3

 

1,842

 

 

1,845

 

Debt securities—U.S. government obligations

 

151

 

 

 

151

 

Debt securities—Other government obligations

 

3

 

 

 

3

 

Debt securities—Corporate

 

 

335

 

 

335

 

Available-for-sale securities in “Other non-current assets”

 

 

 

 

 

 

 

 

 

Equity securities

 

 

 

 

 

Derivative assets—current in “Other current assets”

 

12

 

634

 

 

646

 

Derivative assets—non-current in “Other non-current assets”

 

 

184

 

 

184

 

Total

 

169

 

3,376

 

 

3,545

 

Liabilities

 

 

 

 

 

 

 

 

 

Derivative liabilities—current in “Provisions and other current liabilities”

 

7

 

297

 

 

304

 

Derivative liabilities—non-current in “Other non-current liabilities”

 

 

77

 

 

77

 

Total

 

7

 

374

 

 

381

 

 

The Company uses the following methods and assumptions in estimating fair values of financial assets and liabilities measured at fair value on a recurring basis:

 

·                 Available-for-sale securities in “Cash and equivalents”, “Marketable securities and short-term investments” and “Other non-current assets: If quoted market prices in active markets for identical assets are available, these are considered Level 1 inputs. If such quoted market prices are not available, fair value is determined using market prices for similar assets or present value techniques, applying an appropriate risk-free interest rate adjusted for nonperformance risk. The inputs used in present value techniques are observable and fall into the Level 2 category. Where the Company has invested in shares of funds, which do not have readily determinable fair values, Net Asset Value (NAV) is used as a practical expedient of fair value (without any adjustment) as

 

30



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

these funds invest in high-quality, short-term fixed income securities which are accounted for at fair value. As the Company has the ability to redeem its shares in such funds at NAV without any restrictions, notice period or further funding commitments, NAV is considered Level 2.

 

·                 Derivatives: the fair values of derivative instruments are determined using quoted prices of identical instruments from an active market, if available (Level 1). If quoted prices are not available, price quotes for similar instruments, appropriately adjusted, or present value techniques, based on available market data, or option pricing models are used. Cash-settled call options hedging the Company’s WAR liability are valued based on bid prices of the equivalent listed warrant. The fair values obtained using price quotes for similar instruments or valuation techniques represent a Level 2 input unless significant unobservable inputs are used.

 

Non-recurring fair value measures

 

There were no significant non-recurring fair value measurements during the three months ended March 31, 2011 and 2010.

 

Disclosure about financial instruments carried on a cost basis

 

Cash and equivalents, receivables, accounts payable, short-term debt and current maturities of long-term debt: The carrying amounts approximate the fair values as the items are short-term in nature.

 

Marketable securities and short-term investments: Includes time deposits whose carrying amounts approximate their fair values (see Note 4).

 

Financing receivables (non-current portion): Financing receivables (including loans granted) are carried at amortized cost, less an allowance for credit losses, if required. Fair values are determined using a discounted cash flow methodology based upon loan rates of similar instruments and reflecting appropriate adjustments for non-performance risk. The carrying values and estimated fair values of long-term loans granted and outstanding at March 31, 2011, were $68 million and $69 million, respectively and at December 31, 2010, were $56 million and $58 million, respectively.

 

Long-term debt (non-current portion): Fair values of public bond issues are based on quoted market prices. The fair values of other debt are based on the present value of future cash flows, discounted at estimated borrowing rates for similar debt instruments, or in the case of private placement bond or note issuances, using the relevant borrowing rates derived from interest rate swap curves. The carrying values and estimated fair values of long-term debt at March 31, 2011, were $1,189 million and $1,232 million, respectively at December 31, 2010, were $1,139 million and $1,201 million, respectively.

 

Note 7. Credit quality of receivables

 

Accounts receivable and doubtful debt allowance

 

Accounts receivable are recorded at the invoiced amount. The doubtful debt allowance is the Company’s best estimate of the amount of probable credit losses in existing accounts receivable. The Company determines the allowance based on historical write-off experience and customer economic data. If an amount has not been settled within its contractual payment term then it is considered past due. The Company reviews the doubtful debt allowance regularly and past due balances are reviewed for collectability. Account balances are charged off against the allowance when the Company believes that the amount will not be recovered.

 

The Company has a group-wide policy on the management of credit risk. The policy includes a credit assessment methodology to assess the creditworthiness of customers and assign to those customers a risk category on a scale from “A” (lowest likelihood of loss) to “E” (highest likelihood of loss), as shown in the following table:

 

 

 

Equivalent Standard & Poor’s rating

 

Risk category:

 

 

 

A

 

AAA to AA-

 

B

 

A+ to BBB-

 

C

 

BB+ to BB-

 

D

 

B+ to CCC-

 

E

 

CC+ to D

 

 

31



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Third-party agencies’ ratings are considered, if available. For customers where agency ratings are not available, the customer’s most recent financial statements, payment history and other relevant information is considered in the assignment to a risk category. Customers are assessed at least annually and more frequently when information on significant changes in the customers’ financial position becomes known. In addition to the assignment to a risk category, a credit limit per customer is set.

 

Information on the credit quality of trade receivables with an original maturity greater than one year and financing receivables is presented in the respective sections below.

 

Receivables classified as current assets

 

The gross amounts of, and doubtful debt allowance for, trade receivables with a contractual maturity of more than one year and other receivables (excluding tax and other receivables which are not considered to be of a financing nature), recorded in receivables, net, were as follows:

 

 

 

March 31, 2011

 

($ in millions)

 

Trade receivables
with original
contractual
maturity > 1 year

 

Other receivables

 

Total

 

Recorded gross amount:

 

 

 

 

 

 

 

- Individually evaluated for impairment

 

184

 

70

 

254

 

- Collectively evaluated for impairment

 

392

 

52

 

444

 

Total

 

576

 

122

 

698

 

Doubtful debt allowance:

 

 

 

 

 

 

 

- From individual impairment evaluation

 

(26

)

 

(26

)

- From collective impairment evaluation

 

(10

)

 

(10

)

Total

 

(36

)

 

(36

)

Recorded net amount

 

540

 

122

 

662

 

 

 

 

December 31, 2010

 

($ in millions)

 

Trade receivables
with original
contractual
maturity > 1 year

 

Other receivables

 

Total

 

Recorded gross amount:

 

 

 

 

 

 

 

- Individually evaluated for impairment

 

154

 

67

 

221

 

- Collectively evaluated for impairment

 

391

 

43

 

434

 

Total

 

545

 

110

 

655

 

Doubtful debt allowance:

 

 

 

 

 

 

 

- From individual impairment evaluation

 

(27

)

 

(27

)

- From collective impairment evaluation

 

(10

)

 

(10

)

Total

 

(37

)

 

(37

)

Recorded net amount

 

508

 

110

 

618

 

 

Changes in the doubtful debt allowance were as follows:

 

($ in millions)

 

Trade receivables
with original
contractual maturity
> 1 year

 

Other receivables

 

Total

 

Balance at January 1, 2011

 

37

 

 

37

 

Reversal of allowance

 

(4

)

 

(4

)

Additions to allowance

 

6

 

 

6

 

Amounts written off

 

 

 

 

Exchange rate differences

 

(3

)

 

(3

)

Balance at March 31, 2011

 

36

 

 

36

 

 

32



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

The following table shows the credit risk profile, on a gross basis, of trade receivables with an original contractual maturity of more than one year and other receivables (excluding tax and other receivables which are not considered to be of a financing nature) based on the internal credit risk categories which are used as a credit quality indicator:

 

 

 

March 31, 2011

 

($ in millions)

 

Trade receivables
with original
contractual
maturity > 1 year

 

Other receivables

 

Total

 

Risk category:

 

 

 

 

 

 

 

A

 

216

 

102

 

318

 

B

 

216

 

8

 

224

 

C

 

126

 

12

 

138

 

D

 

14

 

 

14

 

E

 

4

 

 

4

 

Total gross amount

 

576

 

122

 

698

 

 

 

 

December 31, 2010

 

($ in millions)

 

Trade receivables
with original
contractual
maturity > 1 year

 

Other receivables

 

Total

 

Risk category:

 

 

 

 

 

 

 

A

 

219

 

91

 

310

 

B

 

199

 

5

 

204

 

C

 

87

 

12

 

99

 

D

 

37

 

2

 

39

 

E

 

3

 

 

3

 

Total gross amount

 

545

 

110

 

655

 

 

The following table shows an aging analysis, on a gross basis, of trade receivables with an original contractual maturity of more than one year and other receivables (excluding tax and other receivables which are not considered to be of a financing nature):

 

 

 

March 31, 2011

 

 

 

Past Due

 

 

 

 

 

($ in millions)

 

0 — 30
days

 

30 — 60
days

 

60 — 90
days

 

> 90 days
and not
accruing
interest

 

> 90 days
and
accruing
interest

 

Not due at
March 31,
2011
(1)

 

Total

 

Trade receivables with original contractual maturity > 1 year

 

36

 

9

 

11

 

37

 

15

 

468

 

576

 

Other receivables

 

 

 

 

9

 

 

113

 

122

 

Total gross amount

 

36

 

9

 

11

 

46

 

15

 

581

 

698

 

 

 

 

December 31, 2010

 

 

 

Past Due

 

 

 

 

 

($ in millions)

 

0 — 30
days

 

30 — 60
days

 

60 — 90
days

 

> 90 days
and not
accruing
interest

 

> 90 days
and
accruing
interest

 

Not due at
December 31,
2010
(1)

 

Total

 

Trade receivables with original contractual maturity > 1 year

 

49

 

7

 

6

 

40

 

9

 

434

 

545

 

Other receivables

 

 

 

 

10

 

 

100

 

110

 

Total gross amount

 

49

 

7

 

6

 

50

 

9

 

534

 

655

 

 


(1) Principally represents contractual retention amounts that will become due subsequent to the completion of the long-term contract.

 

33



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Receivables classified as non-current assets

 

The gross amounts of, and related doubtful debt allowance for, loans granted, pledged financial assets and other financing receivables recorded in financing and other non-current receivables, net, were as follows:

 

 

 

March 31, 2011

 

($ in millions)

 

Loans
granted

 

Pledged
financial
assets

 

Other
financing
receivables

 

Total

 

Recorded gross amount:

 

 

 

 

 

 

 

 

 

- Individually evaluated for impairment

 

70

 

290

 

45

 

405

 

- Collectively evaluated for impairment

 

6

 

 

5

 

11

 

Total

 

76

 

290

 

50

 

416

 

Doubtful debt allowance:

 

 

 

 

 

 

 

 

 

- From individual impairment evaluation

 

(8

)

 

 

(8

)

- From collective impairment evaluation

 

 

 

 

 

Total

 

(8

)

 

 

(8

)

Recorded net amount

 

68

 

290

 

50

 

408

 

 

 

 

December 31, 2010

 

($ in millions)

 

Loans
granted

 

Pledged
financial
assets

 

Other
financing
receivables

 

Total

 

Recorded gross amount:

 

 

 

 

 

 

 

 

 

- Individually evaluated for impairment

 

55

 

293

 

48

 

396

 

- Collectively evaluated for impairment

 

9

 

 

 

9

 

Total

 

64

 

293

 

48

 

405

 

Doubtful debt allowance:

 

 

 

 

 

 

 

 

 

- From individual impairment evaluation

 

(8

)

 

 

(8

)

- From collective impairment evaluation

 

 

 

 

 

Total

 

(8

)

 

 

(8

)

Recorded net amount

 

56

 

293

 

48

 

397

 

 

Changes in the doubtful debt allowance for loans granted, pledged financial assets and other financing receivables during the three months ended March 31, 2011 were not significant.

 

The following table shows the credit risk profile, on a gross basis, of loans granted, pledged financial assets and other financing receivables based on the internal credit categories which are used as a credit quality indicator:

 

 

 

March 31, 2011

 

($ in millions)

 

Loans
granted

 

Pledged
financial
assets

 

Other
financing
receivables

 

Total

 

Risk category:

 

 

 

 

 

 

 

 

 

A

 

59

 

290

 

50

 

399

 

B

 

2

 

 

 

2

 

C

 

15

 

 

 

15

 

D

 

 

 

 

 

E

 

 

 

 

 

Total gross amount

 

76

 

290

 

50

 

416

 

 

34



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

 

 

December 31, 2010

 

($ in millions)

 

Loans
granted

 

Pledged
financial
assets

 

Other
financing
receivables

 

Total

 

Risk category:

 

 

 

 

 

 

 

 

 

A

 

47

 

293

 

48

 

388

 

B

 

2

 

 

 

2

 

C

 

15

 

 

 

15

 

D

 

 

 

 

 

E

 

 

 

 

 

Total gross amount

 

64

 

293

 

48

 

405

 

 

At March 31, 2011, and December 31, 2010, the total gross amounts of $416 million and $405 million, respectively, in the tables above were not due at those dates.

 

Note 8. Commitments and contingencies

 

Contingencies—Environmental

 

The Company is engaged in environmental clean-up activities at certain sites arising under various United States and other environmental protection laws and under certain agreements with third parties. In some cases, these environmental remediation actions are subject to legal proceedings, investigations or claims, and it is uncertain to what extent the Company is actually obligated to perform. Provisions for these unresolved matters have been set up if it is probable that the Company has incurred a liability and the amount of loss can be reasonably estimated. If a provision has been recognized for any of these matters the Company records an asset when it is probable that it will recover a portion of the costs expected to be incurred to settle them. Management is of the opinion, based upon information presently available, that the resolution of any such obligation and non-collection of recoverable costs would not have a further material adverse effect on the Company’s consolidated financial statements.

 

Contingencies related to former Nuclear Technology business

 

The Company retained liabilities for certain specific environmental remediation costs at two sites in the United States that were operated by its former subsidiary, ABB CE-Nuclear Power Inc., which the Company sold to British Nuclear Fuels PLC (BNFL) in 2000. Pursuant to the sale agreement with BNFL, the Company has retained the environmental liabilities associated with its Combustion Engineering Inc. subsidiary’s Windsor, Connecticut, facility and agreed to reimburse BNFL for a share of the costs that BNFL incurs for environmental liabilities associated with its former Hematite, Missouri, facility. The primary environmental liabilities associated with these sites relate to the costs of remediating radiological and chemical contamination. Such costs are not incurred until a facility is taken out of use and generally are then incurred over a number of years. Although it is difficult to predict with accuracy the amount of time it may take to remediate this contamination, based on available information, the Company believes that it may take at least until 2012 at the Windsor site and at least until 2015 at the Hematite site.

 

Under the terms of the sale agreement, BNFL is responsible to have the remediation of the Hematite site performed in a cost efficient manner and pursue recovery of remediation costs from other potentially responsible parties as conditions for obtaining cost sharing contributions from the Company. Westinghouse Electric Company LLC (Westinghouse), BNFL’s former subsidiary, now oversees remediation activities at the Hematite site. Westinghouse was acquired during 2006 by a consortium led by Toshiba Corporation, Japan. Since then, Westinghouse’s efforts focused on modifying, finalizing and obtaining regulatory approval of its draft decommissioning plan for the Hematite site. In February 2011, the Company and Westinghouse agreed to settle and release the Company from its continuing environmental obligations under the sale agreement. Consequently, at December 31, 2010, these obligations were reclassified to current liabilities and reduced to reflect the amount of the agreed settlement; the amount was paid by the Company in February 2011.

 

During 2007, the Company reached an agreement with U.S. government agencies to transfer oversight of the remediation of the portion of the Windsor site under the U.S. Government’s Formerly Utilized Sites Remedial Action Program from the U.S. Army Corps of Engineers to the Nuclear Regulatory Commission which has oversight responsibility for the remaining radiological areas of that site and the Company’s radiological license for the site.

 

35



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Contingencies related to other present and former facilities primarily in North America

 

The Company is involved in the remediation of environmental contamination at present or former facilities, primarily in the United States. The clean up of these sites involves primarily soil and groundwater contamination. A significant portion of the provisions in respect of these contingencies reflects the provisions of acquired companies. Substantially all of one of the acquired entities remediation liability is indemnified by a prior owner. Accordingly, an asset equal to this remediation liability is included in “Other non-current assets”.

 

The impact of the above Nuclear Technology and other environmental obligations on “Income from continuing operations before taxes” and on “Income (loss) from discontinued operations, net of tax” was not significant for the three months ended March 31, 2011 and 2010.

 

The effect of the above Nuclear Technology and other environmental obligations on the Company’s Consolidated Statements of Cash Flows was as follows:

 

 

 

Three months ended March 31,

 

($ in millions) 

 

2011

 

2010

 

Cash expenditures:

 

 

 

 

 

Nuclear Technology business

 

131

 

4

 

Various businesses

 

1

 

2

 

 

 

132

 

6

 

 

The Company has estimated further cash expenditures of $27 million for the remainder of 2011. These expenditures are covered by provisions included in “Provisions and other current liabilities”.

 

The total effect of the above Nuclear Technology and other environmental obligations on the Company’s Consolidated Balance Sheets was as follows:

 

($ in millions)

 

March 31, 2011

 

December 31, 2010

 

Provision balance relating to:

 

 

 

 

 

Nuclear Technology business

 

50

 

181

 

Various businesses

 

70

 

65

 

 

 

120

 

246

 

Environmental provisions included in:

 

 

 

 

 

Provisions and other current liabilities

 

35

 

161

 

Other non-current liabilities

 

85

 

85

 

 

 

120

 

246

 

 

Provisions for the above estimated losses have not been discounted as the timing of payments cannot be reasonably estimated.

 

Asbestos obligations

 

The Company’s Combustion Engineering Inc. subsidiary (CE) was a co-defendant in a large number of lawsuits claiming damage for personal injury resulting from exposure to asbestos. A smaller number of claims were also brought against the Company’s former Lummus subsidiary as well as against other entities of the Company. Separate plans of reorganization for CE and Lummus, as amended, were filed under Chapter 11 of the U.S. Bankruptcy Code. The CE plan of reorganization and the Lummus plan of reorganization (collectively, the Plans) became effective on April 21, 2006 and August 31, 2006, respectively.

 

Under the Plans, separate personal injury trusts were created and funded to settle future asbestos-related claims against CE and Lummus and on the respective Plan effective dates, channeling injunctions were issued pursuant to Section 524(g) of the U.S. Bankruptcy Code under which all present and future asbestos-related personal injury claims filed against the Company and its affiliates and certain other entities that relate to the operations of CE and Lummus are channeled to the CE Asbestos PI Trust or the Lummus Asbestos PI Trust, respectively.

 

In December 2010, the Company made a payment of $25 million to the CE Asbestos PI Trust and thereby discharged its remaining payment obligations to the CE Asbestos PI Trust.

 

36



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

The effect of asbestos obligations on the Company’s Consolidated Income Statements and Statements of Cash Flows was not significant for the three months ended March 31, 2011 and 2010.

 

The effect of asbestos obligations on the Company’s Consolidated Balance Sheets at March 31, 2011 and December 31, 2010 was not significant.

 

Contingencies—Regulatory, Compliance and Legal

 

Gas Insulated Switchgear business

 

In May 2004, the Company announced that it had undertaken an internal investigation which uncovered that certain of its employees together with employees of other companies active in the Gas Insulated Switchgear business were involved in anti-competitive practices. The Company has reported such practices upon identification to the appropriate antitrust authorities, including the European Commission. The European Commission announced its decision in January 2007 and granted the Company full immunity from fines assessed to the Company of euro 215 million under the European Commission’s leniency program.

 

The Company continues to cooperate with other antitrust authorities in several locations globally, including Brazil, which are investigating anti-competitive practices related to Gas Insulated Switchgear. At this stage of the proceedings, no reliable estimate of the amount of potential fines, if any, can be made.

 

Power Transformers business

 

In October 2009, the European Commission announced its decision regarding its investigation into alleged anti-competitive practices of certain manufacturers of power transformers. The European Commission fined the Company euro 33.75 million (equivalent to $49 million on date of payment).

 

The German Antitrust Authority (Bundeskartellamt) and other antitrust authorities are also reviewing those alleged practices which relate to the German market and other markets. Management is cooperating fully with the authorities in their investigations. The Company anticipates that the German Antitrust Authority’s review will result in an unfavorable outcome with respect to the alleged anti-competitive practices and expects that a fine will be imposed. At this stage of the proceedings with the other antitrust authorities, no reliable estimate of the amount of potential fines, if any, can be made.

 

Cables business

 

The Company’s cables business is under investigation for alleged anti-competitive practices. Management is cooperating fully with the antitrust authorities in their investigations. An informed judgment about the outcome of these investigations or the amount of potential loss for the Company, if any, relating to these investigations cannot be made at this stage.

 

FACTS business

 

In January 2010, the European Commission conducted raids at the premises of the Company’s flexible alternating current transmission systems (FACTS) business in Sweden as part of its investigation into alleged anti-competitive practices of certain FACTS manufacturers. In the United States, the Department of Justice (DoJ) also conducted an investigation into this business. The Company has been informed that the European Commission and the DoJ have closed their investigations. No fines have been imposed on the Company.

 

The Company’s FACTS business remains under investigation in one other jurisdiction for anti-competitive practices. Management is cooperating fully with the antitrust authority in its investigation. An informed judgment about the outcome of that investigation or the amount of potential loss for the Company, if any, relating to that investigation cannot be made at this stage.

 

Suspect payments

 

In April 2005, the Company voluntarily disclosed to the DoJ and the United States Securities and Exchange Commission (SEC) certain suspect payments in its network management unit in the United States. Subsequently, the Company made additional voluntary disclosures to the DoJ and the SEC regarding suspect payments made by other Company subsidiaries in a number of countries in the Middle East, Asia, South America and Europe (including to an employee of an Italian power generation company) as well as by its former Lummus business. These payments were discovered by the Company as a result of the Company’s internal audit program and compliance reviews.

 

37



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

In September 2010, the Company reached settlements with the DoJ and the SEC regarding their investigations into these matters and into suspect payments involving certain of the Company’s subsidiaries in the United Nations Oil-for-Food Program. In connection with these settlements, the Company agreed to make payments to the DoJ and SEC totaling $58 million, which were settled in the fourth quarter of 2010. One subsidiary of the Company pled guilty to one count of conspiracy to violate the anti-bribery provisions of the U.S. Foreign Corrupt Practices Act and one count of violating those provisions. The Company entered into a deferred prosecution agreement and settled civil charges brought by the SEC. These settlements resolved the foregoing investigations. In lieu of an external compliance monitor, the DoJ and SEC have agreed to allow the Company to report on its continuing compliance efforts and the results of the review of its internal processes through September 2013.

 

General

 

In addition, the Company is aware of proceedings, or the threat of proceedings, against it and others in respect of private claims by customers and other third parties alleging harm with regard to various actual or alleged cartel cases. Also, the Company is subject to other various legal proceedings, investigations, and claims that have not yet been resolved. With respect to the abovementioned regulatory matters and commercial litigation contingencies, the Company will bear the costs of the continuing investigations and any related legal proceedings.

 

Liabilities recognized

 

At March 31, 2011, and December 31, 2010, the Company recognized aggregate liabilities of $232 million and $220 million, respectively, included in “Provisions and other current liabilities” and in “Other non-current liabilities”, for the above regulatory, compliance and legal contingencies. As it is not possible to make an informed judgment on the outcome of certain matters and as it is not possible, based on information currently available to management, to estimate the maximum potential liability on other matters, there could be material adverse outcomes beyond the amounts accrued.

 

Guarantees

 

General

 

The following table provides quantitative data regarding the Company’s third-party guarantees. The maximum potential payments represent a “worst-case scenario”, and do not reflect management’s expected results. The carrying amount of liabilities recorded in the Consolidated Balance Sheets reflects the Company’s best estimate of future payments, which it may incur as part of fulfilling its guarantee obligations.

 

 

 

Maximum potential payments

 

($ in millions)

 

March 31, 2011

 

December 31, 2010

 

 

 

 

 

 

 

Performance guarantees

 

164

 

125

 

Financial guarantees

 

83

 

84

 

Indemnification guarantees

 

200

 

203

 

Total

 

447

 

412

 

 

In respect of the above guarantees, the carrying amounts of liabilities at March 31, 2011 and December 31, 2010, were insignificant.

 

Performance guarantees

 

Performance guarantees represent obligations where the Company guarantees the performance of a third party’s product or service according to the terms of a contract. Such guarantees may include guarantees that a project will be completed within a specified time. If the third party does not fulfill the obligation, the Company will compensate the guaranteed party in cash or in kind. Performance guarantees include surety bonds, advance payment guarantees and standby letters of credit. The significant performance guarantees are described below.

 

The Company retained obligations for guarantees related to the Power Generation business contributed in mid-1999 to the former ABB Alstom Power NV joint venture (Alstom Power NV). The guarantees primarily consist of performance guarantees and other miscellaneous guarantees under certain contracts such as indemnification for personal injuries and property damages, taxes and compliance with labor laws, environmental laws and patents. The guarantees are related to projects which are expected to be completed by 2013 but in some cases have no definite expiration date. In May 2000, the Company sold

 

38



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

its interest in Alstom Power NV to Alstom SA (Alstom). As a result, Alstom and its subsidiaries have primary responsibility for performing the obligations that are the subject of the guarantees. Further, Alstom, the parent company and Alstom Power NV, have undertaken jointly and severally to fully indemnify and hold harmless the Company against any claims arising under such guarantees. Management’s best estimate of the total maximum potential exposure of quantifiable guarantees issued by the Company on behalf of its former Power Generation business was $87 million at both March 31, 2011, and December 31, 2010. The Company has not experienced any losses related to guarantees issued on behalf of the former Power Generation business.

 

The Company retained obligations for guarantees related to the Upstream Oil and Gas business sold in 2004. The guarantees primarily consist of performance guarantees and have original maturity dates ranging from one to seven years. The maximum amount payable under the guarantees was approximately $14 million and $13 million at March 31, 2011, and December 31, 2010, respectively. The Company has the ability to recover potential payments under these guarantees through certain backstop guarantees. The maximum potential recovery under these backstop guarantees was not significant at March 31, 2011 and $6 million at December 31, 2010.

 

The Company retained obligations for guarantees related to the Building Systems business in Germany sold in 2007. The guarantees primarily consist of performance guarantees and have original maturity dates ranging from one to thirteen years. The maximum amount payable, under the guarantees was $10 million at both March 31, 2011, and December 31, 2010.

 

The Company is engaged in executing a number of projects as a member of a consortium that includes third parties. In certain of these cases, the Company guarantees not only its own performance but also the work of third parties. The original maturity dates of these guarantees range from one to three years. At March 31, 2011, and December 31, 2010, the maximum payable amount under these guarantees as a result of third-party non-performance was $53 million and $15 million, respectively.

 

Financial guarantees

 

Financial guarantees represent irrevocable assurances that the Company will make payment to a beneficiary in the event that a third party fails to fulfill its financial obligations and the beneficiary under the guarantee incurs a loss due to that failure.

 

At March 31, 2011, and December 31, 2010, the Company had $83 million and $84 million, respectively, of financial guarantees outstanding. Of each of those amounts, $16 million was issued on behalf of companies in which the Company currently has or formerly had an equity interest. The guarantees outstanding have various maturity dates. The majority of the durations run to 2013, with the longest expiring in 2020.

 

Indemnification guarantees

 

The Company has indemnified certain purchasers of divested businesses for potential claims arising from the operations of the divested businesses. To the extent the maximum loss related to such indemnifications could not be calculated, no amounts have been included under maximum potential payments in the table above. Indemnifications for which maximum losses could not be calculated include indemnifications for legal claims. The significant indemnification guarantees are described below.

 

The Company delivered to the purchasers of Lummus guarantees related to assets and liabilities divested in 2007. The maximum liability relating to this business, pursuant to the sales agreement, at each of March 31, 2011, and December 31, 2010, was $50 million.

 

The Company delivered to the purchasers of its interest in Jorf Lasfar guarantees related to assets and liabilities divested in 2007. The maximum liability at March 31, 2011, and December 31, 2010, of $148 million and $147 million, respectively, relating to this business, is subject to foreign exchange fluctuations.

 

Product and order-related contingencies

 

The Company calculates its provision for product warranties based on historical claims experience and specific review of certain contracts.

 

39



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

The reconciliation of the “Provision for warranties”, including guarantees of product performance, was as follows:

 

($ in millions)

 

2011

 

2010

 

 

 

 

 

 

 

Balance at January 1,

 

1,393

 

1,280

 

Claims paid in cash or in kind

 

(35

)

(35

)

Warranties assumed through acquisitions

 

10

 

 

Net increase in provision for changes in estimates, warranties issued and warranties expired

 

2

 

20

 

Exchange rate differences

 

52

 

(37

)

Balance at March 31,

 

1,422

 

1,228

 

 

Note 9. Employee benefits

 

The Company operates pension plans, including defined benefit, defined contribution and termination indemnity plans in accordance with local regulations and practices. These plans cover a large portion of the Company’s employees and provide benefits to employees in the event of death, disability, retirement, or termination of employment. Certain of these plans are multi-employer plans. The Company also operates other postretirement benefit plans in certain countries.

 

Some of these plans require employees to make contributions and enable employees to earn matching or other contributions from the Company. The funding policies of the Company’s plans are consistent with the local government and tax requirements. The Company has several pension plans that are not required to be funded pursuant to local government and tax requirements. The Company uses a December 31 measurement date for its plans.

 

Net periodic benefit cost of the Company’s defined benefit pension and other postretirement benefit plans consisted of the following:

 

 

 

Three months ended March 31,

 

 

 

2011

 

2010

 

2011

 

2010

 

($ in millions)

 

Defined pension
benefits

 

Other postretirement
benefits

 

 

 

 

 

 

 

 

 

 

 

Service cost

 

60

 

51

 

1

 

1

 

Interest cost

 

99

 

96

 

3

 

3

 

Expected return on plan assets

 

(123

)

(105

)

 

 

Amortization of transition liability

 

 

 

 

 

Amortization of prior service cost

 

11

 

7

 

(2

)

(2

)

Amortization of net actuarial loss

 

18

 

18

 

1

 

1

 

Curtailments, settlements and special termination benefits

 

 

 

 

 

Net periodic benefit cost

 

65

 

67

 

3

 

3

 

 

Employer contributions were as follows:

 

 

 

Three months ended March 31,

 

 

 

2011

 

2010

 

2011

 

2010

 

($ in millions)

 

Defined pension
benefits

 

Other postretirement
benefits

 

 

 

 

 

 

 

 

 

 

 

Total contributions to defined benefit pension and other postretirement benefit plans

 

72

 

56

 

6

 

6

 

Of which, discretionary contributions to defined benefit pension plans

 

 

 

 

 

 

The Company expects to make cash contributions totaling approximately $303 million and $20 million to its defined benefit pension plans and other postretirement benefit plans, respectively, for the full year 2011.

 

40



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Note 10. Earnings per share

 

Basic earnings per share is calculated by dividing income by the weighted-average number of shares outstanding during the period. Diluted earnings per share is calculated by dividing income by the weighted-average number of shares outstanding during the period, assuming that all potentially dilutive securities were exercised, if dilutive. Potentially dilutive securities comprise outstanding written call options and outstanding options and shares granted subject to certain conditions under the Company’s share-based payment arrangements.

 

Basic earnings per share

 

 

 

Three months ended March 31,

 

($ in millions, except per share data in $)

 

2011

 

2010

 

 

 

 

 

 

 

Amounts attributable to ABB shareholders:

 

 

 

 

 

Income from continuing operations, net of tax

 

655

 

463

 

Income from discontinued operations, net of tax

 

 

1

 

Net income

 

655

 

464

 

 

 

 

 

 

 

Weighted-average number of shares outstanding (in millions)

 

2,284

 

2,290

 

 

 

 

 

 

 

Basic earnings per share attributable to ABB shareholders:

 

 

 

 

 

Income from continuing operations, net of tax

 

0.29

 

0.20

 

Income from discontinued operations, net of tax

 

 

 

Net income

 

0.29

 

0.20

 

 

Diluted earnings per share

 

 

 

Three months ended March 31,

 

($ in millions, except per share data in $)

 

2011

 

2010

 

 

 

 

 

 

 

Amounts attributable to ABB shareholders:

 

 

 

 

 

Income from continuing operations, net of tax

 

655

 

463

 

Income from discontinued operations, net of tax

 

 

1

 

Net income

 

655

 

464

 

 

 

 

 

 

 

Weighted-average number of shares outstanding (in millions)

 

2,284

 

2,290

 

Effect of dilutive securities:

 

 

 

 

 

Call options and shares

 

5

 

5

 

Dilutive weighted-average number of shares outstanding

 

2,289

 

2,295

 

 

 

 

 

 

 

Diluted earnings per share attributable to ABB shareholders:

 

 

 

 

 

Income from continuing operations, net of tax

 

0.29

 

0.20

 

Income from discontinued operations, net of tax

 

 

 

Net income

 

0.29

 

0.20

 

 

Note 11. Operating segment data

 

The Chief Operating Decision Maker (CODM) is the Company’s Executive Committee. The CODM allocates resources to and assesses the performance of each operating segment using the information outlined below. The Company’s operating segments consist of Power Products, Power Systems, Discrete Automation and Motion, Low Voltage Products and Process Automation. The remaining operations of the Company are included in Corporate and Other.

 

 

41



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

A description of the types of products and services provided by each reportable segment is as follows:

 

·                  Power Products: manufactures and sells high- and medium- voltage switchgear and apparatus, circuit breakers for all current and voltage levels, power and distribution transformers and sensors for electric, gas and water utilities and for industrial and commercial customers.

 

·                  Power Systems: designs, installs and upgrades high-efficiency transmission and distribution systems and power plant automation and electrification solutions, including monitoring and control products and services and incorporating components manufactured by both the Company and by third parties.

 

·                  Discrete Automation and Motion: manufactures and sells motors, generators, variable speed drives, programmable logic controllers, rectifiers, excitation systems, robotics, and related services for a wide range of applications in factory automation, process industries, and utilities.

 

·                  Low Voltage Products: manufactures products and systems that provide protection, control and measurement for electrical installations, enclosures, switchboards, electronics and electromechanical devices for industrial machines, plants and related service. The segment also makes intelligent building control systems for home and building automation to improve comfort, energy efficiency and security.

 

·                  Process Automation: develops and sells control and plant optimization systems, automation products and solutions, including instrumentation, as well as industry-specific application knowledge and services for the oil, gas and petrochemicals, metals and minerals, marine and turbocharging, pulp and paper, and utility automation industries.

 

·                  Corporate and Other: includes headquarters, central research and development, the Company’s real estate activities, Group treasury operations and other minor activities.

 

The Company evaluates performance of its segments based on earnings before interest and taxes, which excludes interest and dividend income, interest and other finance expense, provision for taxes, and income (loss) from discontinued operations, net of tax. The Company presents segment revenues, earnings before interest and taxes and total assets. The Company accounts for intersegment sales and transfers as if the sales and transfers were to third parties, at current market prices.

 

The following tables summarize information for each segment:

 

 

 

Three months ended March 31, 2011

 

($ in millions)

 

Third-party
revenues

 

Intersegment
revenues

 

Total
revenues

 

Earnings
before interest
and taxes
(1)

 

Power Products

 

1,906

 

421

 

2,327

 

331

 

Power Systems

 

1,780

 

53

 

1,833

 

121

 

Discrete Automation and Motion

 

1,737

 

143

 

1,880

 

220

 

Low Voltage Products

 

1,121

 

74

 

1,195

 

230

 

Process Automation

 

1,848

 

52

 

1,900

 

239

 

Corporate and Other

 

10

 

353

 

363

 

(128

)

Intersegment elimination

 

 

(1,096

)

(1,096

)

 

Consolidated

 

8,402

 

 

8,402

 

1,013

 

 

42



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

 

 

Three months ended March 31, 2010

 

($ in millions)

 

Third-party
revenues

 

Intersegment
revenues

 

Total
revenues

 

Earnings
before interest
and taxes
(1)

 

Power Products

 

1,898

 

421

 

2,319

 

348

 

Power Systems

 

1,337

 

47

 

1,384

 

(14

)

Discrete Automation and Motion

 

1,059

 

154

 

1,213

 

168

 

Low Voltage Products

 

948

 

63

 

1,011

 

150

 

Process Automation

 

1,680

 

55

 

1,735

 

159

 

Corporate and Other

 

12

 

353

 

365

 

(102

)

Intersegment elimination

 

 

(1,093

)

(1,093

)

 

Consolidated

 

6,934

 

 

6,934

 

709

 

 


(1) Earnings before interest and taxes are after intersegment eliminations and therefore refer to third-party activities only.

 

 

 

Total assets(1)

 

($ in millions)

 

March 31, 2011

 

December 31, 2010

 

Power Products

 

7,432

 

7,238

 

Power Systems

 

6,378

 

6,053

 

Discrete Automation and Motion

 

8,800

 

3,715

 

Low Voltage Products

 

3,324

 

2,904

 

Process Automation

 

5,101

 

4,741

 

Corporate and Other

 

6,904

 

11,644

 

Consolidated

 

37,939

 

36,295

 

 


(1) Total assets are after intersegment eliminations and therefore refer to third-party assets only.

 

43



 

January — March 2011 — Q1

 

ABB Ltd announces that the following members of the Executive Committee or Board of Directors of ABB have purchased, sold or been granted ABB’s registered shares, warrants and warrant appreciation rights (“WARs”), in the following amounts:

 

Name

 

Date

 

Description

 

Purchased or Granted

 

Sold

 

Price

 

Bernhard Jucker

 

25.02.2011

 

WARs

 

 

 

185,000

 

CHF 1.40

 

Bernhard Jucker

 

28.02.2011

 

Shares

 

5,747

 

 

 

CHF 22.48

 

Bernhard Jucker

 

28.02.2011

 

Shares

 

5,453

 

 

 

CHF 22.47

 

 

44


 


 

SIGNATURES

 

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

 

 

 

ABB LTD

 

 

 

Date: April 27, 2011

By:

/s/ Michel Gerber

 

Name:

Michel Gerber

 

Title:

Group Senior Vice President and Head
of Investor Relations

 

 

 

 

By:

/s/ Richard A. Brown

 

Name:

Richard A. Brown

 

Title:

Group Senior Vice President and
Chief Counsel Corporate & Finance

 

45