| Diluted earnings per share of $1.90 Net sales increased 6% to $3.9 billion Net cash from operating activities of $376 million Funded orders of $3.3 billion and funded backlog of $11.2 billion Updated financial guidance for 2009
NEW YORK--(BUSINESS WIRE)--Jul. 23, 2009--
L-3 Communications Holdings, Inc. (NYSE: LLL) today reported diluted
earnings per share (diluted EPS) of $1.90 for the quarter ended June 26,
2009 (2009 second quarter) compared to $2.21(1) for the
quarter ended June 27, 2008 (2008 second quarter). The 2008 second
quarter included a $0.57 net gain for certain items, which are discussed
below. Excluding these items from the 2008 second quarter results,
diluted EPS of $1.90 for the 2009 second quarter increased 16% compared
to $1.64 for the 2008 second quarter. Net sales increased 6% to $3.9
billion compared to $3.7 billion for the 2008 second quarter.
“L-3 had solid performance during the second quarter of 2009 led by our
ISR businesses,” said Michael T. Strianese, chairman, president and
chief executive officer. “We delivered increased sales, and excluding
the impact of a net gain for certain items in 2008, improved our
operating income and diluted EPS despite challenging economic
conditions. Our second quarter performance is an affirmation of L-3’s
skilled and talented workforce, our strong and diverse portfolio of
businesses, our quick reaction capabilities and our ability to deliver
innovative solutions to our customers. We also continued to deploy the
company’s strong cash flow to increase shareholder value.”
Mr. Strianese continued, “We expect to continue to have opportunities to
grow our businesses in the second half of 2009, maintain our strong
program performance, deliver value for our customers and execute our
plan for the year.”
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Consolidated Results
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Second Quarter Ended
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First Half Ended
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($ in millions, except per share data)
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June 26, 2009
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June 27, 2008
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Increase/ (decrease)
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June 26, 2009
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June 27, 2008
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Increase/ (decrease)
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Net sales
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$
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3,929
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$
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3,722
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$
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207
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$
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7,565
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$
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7,228
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$
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337
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Operating income
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$
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417
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$
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501
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$
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(84
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)
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$
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793
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$
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869
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$
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(76
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)
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Litigation Gain
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—
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(126
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)
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126
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—
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(126
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)
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126
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Segment operating income
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$
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417
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$
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375
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$
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42
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$
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793
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$
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743
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$
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50
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Net interest expense and other income
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63
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59
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4
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126
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127
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(1
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)
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Effective income tax rate
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35.9
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%
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37.1
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%
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(120
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)bpts
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35.8
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%
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36.7
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%
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(90
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)bpts
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Net income attributable to L-3
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$
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225
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$
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275
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$
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(50
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)
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$
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424
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$
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464
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$
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(40
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)
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Diluted earnings per share
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$
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1.90
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$
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2.21
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$
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(0.31
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)
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$
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3.56
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$
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3.72
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$
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(0.16
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)
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Second Quarter Results of Operations: For the 2009 second
quarter, consolidated net sales increased 6% compared to the 2008 second
quarter driven primarily by growth in the Command, Control,
Communications, Intelligence, Surveillance and Reconnaissance (C3ISR),
Aircraft Modernization and Maintenance (AM&M) and Specialized Products
reportable segments. These sales increases were partially offset by a
decrease in the Government Services reportable segment driven primarily
by lower linguist services (discussed below under the Government
Services segment). The increase in consolidated net sales from acquired
businesses net of divestitures(2) was $41 million, or 1%.
The 2009 second quarter operating income decreased by 17% compared to
the 2008 second quarter. Higher pension expense in the 2009 second
quarter compared to the 2008 second quarter reduced operating income by
$16 million ($10 million after income taxes, or $0.09 per diluted
share). The pension expense increase is primarily due to the actuarial
loss that we experienced in 2008 as a result of the decline in the fair
value of our pension plan assets, which is being amortized as a
component of pension expense beginning in 2009. The 2008 second quarter
results were impacted by three items that, in the aggregate, increased
operating income by $110 million ($71 million after income taxes, or
$0.57 per diluted share) and reduced interest expense by $7 million.
These three items are collectively referred to as the Q2 2008 Items and
are comprised of:
-
A gain of $133 million ($81 million after income taxes, or $0.65 per
diluted share) for the reversal of a $126 million liability as a
result of a June 27, 2008 decision by the U.S. Court of Appeals which
vacated an adverse 2006 jury verdict and $7 million of related accrued
interest (the “Litigation Gain”),
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A gain of $12 million ($7 million after income taxes, or $0.06 per
diluted share) from the sale of a product line (the “Product Line
Divestiture Gain”), and
-
A non-cash impairment charge of $28 million ($17 million after income
taxes, or $0.14 per diluted share) relating to a write-down of
capitalized software development costs for a general aviation product
(the “Impairment Charge”).
Operating income as a percentage of sales (operating margin) decreased
by 290 basis points to 10.6% compared to 13.5% for the 2008 second
quarter. Excluding the Q2 2008 Items, the 2008 second quarter operating
margin was 10.5%. Higher margins primarily in the C3ISR
businesses increased operating margin for the 2009 second quarter by 50
basis points compared to the 2008 second quarter. Higher pension expense
reduced 2009 second quarter operating margin by 40 basis points compared
to the 2008 second quarter. See segment results below for additional
discussion of segment operating income and margin results.
Net interest expense and other income increased compared to the same
period last year primarily because of the reversal of $7 million of
accrued interest during the 2008 second quarter in connection with the
Litigation Gain. This increase was partially offset by lower interest
expense on our term loans, which are based on variable interest rates.
The effective tax rate for the 2009 second quarter decreased by 120
basis points compared to the same quarter last year. Excluding the Q2
2008 Items, the effective income tax rate for the 2009 second quarter
decreased by 40 basis points. The decrease is primarily due to the U.S.
Federal research and experimentation tax credit that was re-enacted
during the quarter ended Dec. 31, 2008.
In the 2009 second quarter as compared to the 2008 second quarter, net
income attributable to L-3 decreased by $50 million, and diluted EPS
decreased by 14%. Excluding the Q2 2008 Items, net income attributable
to L-3 increased by $21 million and diluted EPS increased by 16% for the
2009 second quarter as compared to the 2008 second quarter. Diluted
weighted average common shares outstanding declined by 5% due primarily
to share repurchases of L-3 common stock made during the past year.
First Half Results of Operations: For the first half ended June
26, 2009 (2009 first half), consolidated net sales increased 5% compared
to the first half ended June 27, 2008 (2008 first half) driven primarily
by growth in the C3ISR, AM&M and Specialized Products
reportable segments. These increases were partially offset by a decrease
in the Government Services reportable segment driven primarily by lower
linguist services (discussed below under the Government Services
segment). The increase in consolidated net sales from acquired
businesses net of divestitures was $117 million, or 2%.
The 2009 first half operating income decreased by 9% compared to the
2008 first half. Operating income decreased by $110 million as a result
of the Q2 2008 Items and by $35 million ($22 million after income taxes,
or $0.18 per diluted share) because of higher pension expense in the
2009 first half. Operating margin decreased by 150 basis points to 10.5%
compared to 12.0% for the 2008 first half. Excluding the Q2 2008 Items,
the 2008 first half operating margin was 10.5%. Higher pension expense
during the 2009 first half reduced operating margin by 50 basis points
and were offset by higher margins primarily in the C3ISR
businesses. See segment results below for additional discussion of
segment operating income and margin results.
Net interest expense and other income decreased compared to the same
period last year driven by lower interest expense on our term loans
substantially offset by $7 million of accrued interest reversed during
the 2008 second quarter in connection with the Litigation Gain and lower
interest income on cash investments.
The effective tax rate for the 2009 first half decreased 90 basis points
compared to the same period last year. Excluding the Q2 2008 Items, the
effective tax rate for the 2009 first half decreased 40 basis points.
The decrease is primarily due to the U.S. Federal research and
experimentation tax credit that was re-enacted during the quarter ended
Dec. 31, 2008, partially offset by higher income taxes on foreign income.
In the 2009 first half as compared to the 2008 first half, net income
attributable to L-3 decreased by $40 million and diluted EPS decreased
by 4% to $3.56 from $3.72. Excluding the Q2 2008 Items, net income
attributable to L-3 increased by $31 million and diluted EPS increased
by 13% to $3.56 for the 2009 first half compared to $3.15 for the 2008
first half. Diluted weighted average common shares outstanding for the
2009 first half compared to the 2008 first half declined by 5% primarily
due to share repurchases of L-3 common stock made during the past year.
Orders: Funded orders for the 2009 second quarter decreased 20%
to $3.3 billion compared to $4.2 billion from the 2008 second quarter
and decreased 14% to $7.1 billion for the 2009 first half from $8.3
billion for the 2008 first half. Funded backlog decreased 3% to $11.2
billion compared to $11.6 billion at Dec. 31, 2008.
Cash flow: Net cash from operating activities was $528 million
for the 2009 first half, compared to $628 million for the 2008 first
half. The decrease in cash from operating activities is primarily due to
an increase in working capital to support sales growth in the C3ISR
segment. Capital expenditures, net of dispositions of property, plant
and equipment was $80 million for the 2009 first half, compared to $71
million for the 2008 first half.
|
Segment Results
C3ISR
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|
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Second Quarter Ended
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First Half Ended
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($ in millions)
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June 26, 2009
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June 27, 2008
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Increase
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June 26, 2009
|
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June 27, 2008
|
|
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Increase
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|
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Net sales
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$761.4
|
|
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$616.2
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|
|
$145.2
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|
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$1,471.5
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$1,169.0
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|
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$302.5
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Operating income
|
|
95.1
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|
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66.9
|
|
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28.2
|
|
|
173.3
|
|
|
128.9
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44.4
|
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Operating margin
|
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12.5
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%
|
|
10.9
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%
|
|
160
|
bpts
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11.8
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%
|
|
11.0
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%
|
|
80
|
bpts
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Second Quarter: C3ISR net sales for the 2009 second
quarter increased by 24% compared to the 2008 second quarter primarily
due to increased demand and new business from the U.S. Department of
Defense (DoD) for airborne ISR and networked communication systems for
manned and unmanned platforms.
C3ISR operating income for the 2009 second quarter increased
by 42% compared to the 2008 second quarter. Operating margin increased
by 160 basis points. Higher sales volume, improved contract performance
and a more favorable sales mix for airborne ISR and networked
communication systems increased operating margin by 250 basis points.
These increases were partially offset by higher pension expense of $7
million, which reduced operating margin by 90 basis points.
First Half: C3ISR net sales for the 2009 first half
increased by 26% compared to the 2008 first half primarily due to
increased demand and new business from the DoD for airborne ISR and
networked communication systems for manned and unmanned platforms.
C3ISR operating income for the 2009 first half increased 34%
compared to the 2008 first half. Operating margin increased by 80 basis
points. Higher sales volume, improved contract performance and a more
favorable sales mix for airborne ISR and networked communication systems
increased operating margin by 160 basis points. Cost improvements on an
international airborne ISR system contract due to a restructuring of
contract deliverables with a customer increased operating margin by 20
basis points. These increases were partially offset by higher pension
expense of $15 million, which reduced operating margin by 100 basis
points.
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Government Services
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|
|
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Second Quarter Ended
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First Half Ended
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($ in millions)
|
|
June 26, 2009
|
|
|
June 27, 2008
|
|
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Decrease
|
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June 26, 2009
|
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|
June 27, 2008
|
|
|
Decrease
|
|
|
Net sales
|
|
$1,069.0
|
|
|
$1,098.7
|
|
|
$(29.7
|
)
|
|
$2,073.9
|
|
|
$2,207.0
|
|
|
$(133.1
|
)
|
|
Operating income
|
|
101.2
|
|
|
122.6
|
|
|
(21.4
|
)
|
|
191.8
|
|
|
222.1
|
|
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(30.3
|
)
|
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Operating margin
|
|
9.5
|
%
|
|
11.2
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%
|
|
(170
|
)bpts
|
|
9.2
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%
|
|
10.1
|
%
|
|
(90
|
)bpts
|
Second Quarter: Government Services net sales for the 2009 second
quarter decreased by 3% compared to the 2008 second quarter. Sales
declines in linguist services of $72 million were partially offset by
increases primarily for information technology (IT) support services for
the U.S. Special Operations Command (USSOCOM) and intelligence support
and training services for the U.S. Army and U.S. Government agencies.
Linguist services declined due to L-3’s transition from a prime
contractor to a subcontractor on the current U.S. Army linguist contract
on June 9, 2008. The increase in net sales from acquired businesses was
$32 million, or 3%.
Government Services operating income for the 2009 second quarter
decreased by 17% compared to the 2008 second quarter. Operating margin
for the 2008 second quarter decreased by 170 basis points. Lower margins
on select contract renewals and higher profit margins on certain
fixed-price contracts in the 2008 second quarter reduced operating
margin by 160 basis points. Acquired businesses also reduced operating
margin by 10 basis points.
First Half: Government Services net sales for the 2009 first half
decreased by 6% compared to the 2008 first half. Sales declines in
linguist services of $203 million were partially offset by increases for
IT support services for USSOCOM, systems and software engineering and
sustainment services to the U.S. Army and logistics support services to
the U.S. Marine Corps driven by new and existing contracts. The increase
in net sales from acquired businesses was $49 million, or 2%.
Government Services operating income for the 2009 first half decreased
by 14% compared to the 2008 first half. Operating margin for the 2009
first half decreased by 90 basis points compared to the 2008 first half.
Lower margins on select contract renewals and higher profit margins on
certain fixed price contracts in the 2008 first half reduced operating
margin by 80 basis points. Acquired businesses also reduced operating
margin by 10 basis points.
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AM&M
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|
|
|
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Second Quarter Ended
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First Half Ended
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($ in millions)
|
|
June 26, 2009
|
|
|
June 27, 2008
|
|
|
Increase
|
|
|
June 26, 2009
|
|
|
June 27, 2008
|
|
|
Increase
|
|
|
Net sales
|
|
$695.3
|
|
|
$653.8
|
|
|
$41.5
|
|
|
$1,358.8
|
|
|
$1,319.3
|
|
|
$39.5
|
|
|
Operating income
|
|
51.0
|
|
|
42.2
|
|
|
8.8
|
|
|
116.8
|
|
|
108.2
|
|
|
8.6
|
|
|
Operating margin
|
|
7.3
|
%
|
|
6.5
|
%
|
|
80
|
bpts
|
|
8.6
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%
|
|
8.2
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%
|
|
40
|
bpts
|
Second Quarter: AM&M net sales for the 2009 second quarter
increased by 6% compared to the 2008 second quarter. Sales increased for
systems field support services for U.S. Army and U.S. Navy fixed and
rotary wing training aircraft and U.S. Special Operations Forces
logistics support due to new contracts and higher demand from existing
contracts. These increases were partially offset by sales volume decline
for contract field services (CFS) as fewer task orders were received
because of more competitors on the current indefinite
delivery/indefinite quantity contract that began on October 1, 2008.
AM&M operating income for the 2009 second quarter increased by 21%
compared to the 2008 second quarter. Operating margin increased by 80
basis points. The 2008 second quarter included $13 million of litigation
charges for estimated costs to settle certain claims, which increased
operating margin for the 2009 second quarter as compared to the 2008
second quarter by 180 basis points. This increase was partially offset
by 50 basis points due to lower CFS volume and 50 basis points primarily
for cost increases on an international aircraft modernization contract.
First Half: AM&M net sales for the 2009 first half increased by
3% compared to the 2008 first half. Sales increased for systems field
support services for U.S. Army and U.S. Navy training aircraft and U.S.
Special Forces logistics support. These increases were partially offset
by sales declines for CFS and lower international aircraft modernization
sales due to contracts nearing completion.
AM&M operating income for the 2009 first half increased 8% compared to
the 2008 first half. Operating margin increased by 40 basis points. The
2008 first half included $13 million of litigation charges, which
increased operating margin for the 2009 first half as compared to the
2008 first half by 100 basis points. This increase was partially offset
by 40 basis points for lower CFS volume and 20 basis points primarily
for cost increases on international aircraft modernization sales.
|
Specialized Products
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|
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
Second Quarter Ended
|
|
|
|
|
|
First Half Ended
|
|
|
|
|
|
($ in millions)
|
|
June 26, 2009
|
|
|
June 27, 2008
|
|
|
Increase/ (decrease)
|
|
|
June 26, 2009
|
|
|
June 27, 2008
|
|
|
Increase/ (decrease)
|
|
|
Net sales
|
|
$1,403.7
|
|
|
$1,353.2
|
|
|
$ 50.5
|
|
|
$2,660.9
|
|
|
$2,532.8
|
|
|
$ 128.1
|
|
|
Operating income
|
|
169.6
|
|
|
143.3
|
|
|
26.3
|
|
|
310.9
|
|
|
283.8
|
|
|
27.1
|
|
|
Product Line Divestiture Gain
|
|
—
|
|
|
(12.2
|
)
|
|
12.2
|
|
|
—
|
|
|
(12.2
|
)
|
|
12.2
|
|
|
Impairment Charge
|
|
—
|
|
|
27.5
|
|
|
(27.5
|
)
|
|
—
|
|
|
27.5
|
|
|
(27.5
|
)
|
|
Operating income, excluding Q2 2008 Items
|
|
$ 169.6
|
|
|
$ 158.6
|
|
|
$ 11.0
|
|
|
$ 310.9
|
|
|
$ 299.1
|
|
|
$ 11.8
|
|
|
Operating margin
|
|
12.1
|
%
|
|
10.6
|
%
|
|
150
|
bpts
|
|
11.7
|
%
|
|
11.2
|
%
|
|
50
|
bpts
|
|
Operating margin, excluding Q2 2008 Items
|
|
12.1
|
%
|
|
11.7
|
%
|
|
40
|
bpts
|
|
11.7
|
%
|
|
11.8
|
%
|
|
(10
|
)bpts
|
Second Quarter: Specialized Products net sales for the 2009
second quarter increased by 4% compared to the 2008 second quarter
reflecting higher sales volume primarily for: (1) Electro-Optic/Infrared
(EO/IR) products primarily due to demand and deliveries on new and
existing contracts, (2) training & simulation primarily related to new
and existing contracts, (3) combat propulsion systems mostly from
continued performance on existing contracts, (4) naval power & control
systems due to follow-on contracts for tactical quiet generators for
mobile electric power for the U.S. Armed Services, and (5) microwave
products primarily due to deliveries of mobile and ground based
satellite communications systems, tactical signal intelligence systems,
and spare parts for the U.S. military. These increases were partially
offset by a decrease for commercial aviation products and commercial
shipbuilding products as a result of reduced demand caused by the global
economic recession, and security and detection systems primarily due to
the timing of certain deliveries. The increase in net sales from
acquired businesses, net of divestitures, was $9 million, or 1%, and
pertains mostly to the Electro-Optical Systems (EOS) business acquired
on April 21, 2008 and Chesapeake Sciences Corporation acquired on
January 30, 2009.
Specialized Products operating income for the 2009 second quarter as
compared to the 2008 second quarter increased by 18% to $170 million
from $143 million and operating margin of 12.1% for the 2009 second
quarter increased by 150 basis points. The 2008 second quarter included
a gain of $12 million for the Product Line Divestiture Gain and a $28
million non-cash Impairment Charge, and excluding these two items,
operating margin for the 2009 second quarter of 12.1% increased by 40
basis points compared to the 2008 second quarter. Higher sales volume
and favorable sales mix primarily for naval power & control systems,
EO/IR products and training & simulation increased operating margin by
120 basis points. Acquired businesses increased operating margin by 20
basis points. These margin increases were partially offset by higher
pension expense of $9 million, which reduced operating margin by 70
basis points and lower sales volume for commercial aviation and
commercial ship building products, which reduced operating margin by 30
basis points.
First Half: Specialized Products net sales for the 2009 first
half increased by 5% compared to the 2008 first half. The increase was
driven by trends similar to the 2009 second quarter. The increase in net
sales from acquired businesses, net of divestitures, was $68 million, or
3%, and pertains mostly to the EOS business and to Chesapeake Sciences
Corporation.
Specialized Products operating income for the 2009 first half as
compared to the 2008 first half increased by 10% to $311 million from
$284 million and operating margin of 11.7% for the 2009 first half
increased by 50 basis points. Excluding the Product Line Divestiture
Gain and non-cash Impairment Charge, operating margin for the 2009 first
half of 11.7% decreased 10 basis points compared to the 2008 first half.
Higher pension expense of $20 million reduced operating margin by 70
basis points and lower sales volume for commercial aviation products and
commercial shipbuilding products reduced operating margin by 30 basis
points. These operating margin decreases were partially offset by 70
basis points primarily for higher sales volume and favorable sales mix
primarily for naval power & control systems, EO/IR products and
microwave products. Acquired businesses increased operating margin by 20
basis points.
Financial Outlook
Based on information known as of today, the company revised its
consolidated and segment financial guidance for the year ending Dec. 31,
2009, as presented in the tables below.
|
|
|
|
|
|
|
|
Consolidated 2009 Financial Guidance
|
|
|
|
|
Current
|
|
Prior
(April 23, 2009)
|
|
|
($ in billions, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
$15.5 to $15.7
|
|
|
$15.5 to $15.7
|
|
|
Operating margin
|
|
10.5
|
%
|
|
10.4
|
%
|
|
Effective tax rate
|
|
36.0
|
%
|
|
36.0
|
%
|
|
Diluted EPS
|
|
$7.25 to $7.35
|
|
|
$7.17 to $7.32
|
|
|
|
|
|
|
|
|
|
|
Net cash from operating activities
|
|
$1.43
|
|
|
$1.43
|
|
|
Less: Capital expenditures, net of dispositions of property, plant
and equipment
|
|
0.23
|
|
|
0.23
|
|
|
Free cash flow
|
|
$1.20
|
|
|
$1.20
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment 2009 Financial Guidance
|
|
|
|
|
Current
|
|
Prior
|
|
|
($ in billions)
|
|
|
|
|
|
|
|
Net Sales:
|
|
|
|
|
|
|
|
C3ISR
|
|
$2.9 to $3.0
|
|
|
$2.8 to $2.9
|
|
|
Government Services
|
|
$4.2 to $4.3
|
|
|
$4.3 to $4.4
|
|
|
AM&M
|
|
$2.7 to $2.8
|
|
|
$2.7 to $2.8
|
|
|
Specialized Products
|
|
$5.6 to $5.7
|
|
|
$5.7 to $5.8
|
|
|
|
|
|
|
|
|
|
|
Operating Margins:
|
|
|
|
|
|
|
|
C3ISR
|
|
11.0% to 11.2
|
%
|
|
10.4% to 10.6
|
%
|
|
Government Services
|
|
9.6% to 9.8
|
%
|
|
9.8% to 10.0
|
%
|
|
AM&M
|
|
8.8% to 9.0
|
%
|
|
9.0% to 9.2
|
%
|
|
Specialized Products
|
|
11.4% to 11.6
|
%
|
|
11.4% to 11.6
|
%
|
All financial guidance amounts for the year ending Dec. 31, 2009 are
estimates subject to revisions in the future for matters discussed under
the “Forward-Looking Statements” cautionary language on the next page,
and the company undertakes no duty to update its guidance. The 2009
financial guidance includes approximately $170 million of estimated
sales growth compared to 2008 sales from business acquisitions, net of
divestitures. Additional financial information regarding the 2009 second
quarter results is available on the company’s Web site at www.L-3com.com.
L-3 Announces Results for the 2009 Second Quarter Page 9
Conference Call
In conjunction with this release, L-3 will host a conference call today,
Thursday, July 23, 2009 at 11:00 a.m. EDT that will be simultaneously
broadcast over the Internet. Michael T. Strianese, chairman, president
and chief executive officer, Ralph G. D’Ambrosio, vice president and
chief financial officer, and Karen C. Tripp, vice president of corporate
communications, will host the call.
|
|
|
|
|
11:00 a.m. EDT
|
|
|
|
|
|
10:00 a.m. CDT
|
|
|
|
|
|
9:00 a.m. MDT
|
|
|
|
|
|
8:00 a.m. PDT
|
Listeners may access the conference call live over the Internet at the
company’s Web site at:
http://www.L-3com.com
Please allow fifteen minutes prior to the call to visit our Web site to
download and install any necessary audio software. The archived version
of the call may be accessed at our Web site or by dialing (888) 286-8010
(passcode: 57485380), beginning approximately two hours after the call
ends and will be available until the company’s next quarterly earnings
release.
Headquartered in New York City, L-3 employs over 66,000 people worldwide
and is a prime contractor in aircraft modernization and maintenance, C3ISR
(Command, Control, Communications, Intelligence, Surveillance and
Reconnaissance) systems and government services. L-3 is also a leading
provider of high technology products, subsystems and systems. The
company reported 2008 sales of $14.9 billion.
To learn more about L-3, please visit the company’s Web site at www.L-3com.com.
L-3 uses its Web site as a channel of distribution of material company
information. Financial and other material information regarding L-3 is
routinely posted on the company’s Web site and is readily accessible.
Forward-Looking Statements
Certain of the matters discussed in this release that are predictive in
nature, that depend upon or refer to events or conditions or that
include words such as ‘‘expects,’’ ‘‘anticipates,’’ ‘‘intends,’’
‘‘plans,’’ ‘‘believes,’’ ‘‘estimates,’’ and similar expressions
constitute forward-looking statements. Although we believe that these
statements are based upon reasonable assumptions, including projections
of total sales growth, sales growth from business acquisitions, organic
sales growth, consolidated operating margins, total segment operating
margins, interest expense, earnings, cash flow, research and development
costs, working capital, capital expenditures and other projections, they
are subject to several risks and uncertainties that are difficult to
predict, and therefore, we can give no assurance that these statements
will be achieved. Such statements will also be influenced by factors
which include, among other things: our dependence on the defense
industry and the business risks peculiar to that industry; our reliance
on contracts with a limited number of agencies of, or contractors to,
the U.S. Government and the possibility of termination of government
contracts by unilateral government action or for failure to perform; the
extensive legal and regulatory requirements surrounding our contracts
with the U.S. or foreign governments and the results of any
investigation of our contracts undertaken by the U.S. or foreign
governments; our ability to retain our existing business and related
contracts (revenue arrangements); our ability to successfully compete
for and win new business and related contracts (revenue arrangements)
and to win re-competitions of our existing contracts; our ability to
identify and acquire additional businesses in the future with terms that
are attractive to L-3 and to integrate acquired business operations; our
ability to maintain and improve our consolidated operating margin and
total segment operating margin in future periods; our ability to obtain
future government contracts (revenue arrangements) on a timely basis;
the availability of government funding or cost-cutting initiatives and
changes in customer requirements for our products and services; our
significant amount of debt and the restrictions contained in our debt
agreements; our ability to continue to retain and train our existing
employees and to recruit and hire new qualified and skilled employees as
well as our ability to retain and hire employees with U.S. Government
Security clearances; actual future interest rates, volatility and other
assumptions used in the determination of pension benefits and equity
based compensation, as well as the market performance of benefit plan
assets; our collective bargaining agreements, our ability to
successfully negotiate contracts with labor unions and our ability to
favorably resolve labor disputes should they arise; the business,
economic and political conditions in the markets in which we operate,
including those for the commercial aviation, shipbuilding and
communications market; global economic uncertainty; our ability to
perform contracts on schedule; events beyond our control such as acts of
terrorism; our international operations; our extensive use of
fixed-price type contracts as compared to cost-reimbursable type and
time-and-material type contracts; the rapid change of technology and
high level of competition in the defense industry and the commercial
industries in which our businesses participate; our introduction of new
products into commercial markets or our investments in civil and
commercial products or companies; the outcome of litigation matters;
results of audits by U.S. Government agencies; anticipated cost savings
from business acquisitions not fully realized or realized within the
expected time frame; Titan’s compliance with its plea agreement and
consent to entry of judgment with the U.S. Government relating to the
Foreign Corrupt Practices Act (FCPA), including Titan’s ability to
maintain its export licenses as well as the outcome of other FCPA
matters; ultimate resolution of contingent matters, claims and
investigations relating to acquired businesses, and the impact on the
final purchase price allocations; competitive pressure among companies
in our industry; and the fair values of our assets, which can be
impaired or reduced by other factors, some of which are discussed above.
For a discussion of other risks and uncertainties that could impair our
results of operations or financial condition, see ‘‘Part I — Item 1A —
Risk Factors’’ and Note 18 to our audited consolidated financial
statements, included in our Annual Report on Form 10-K for the year
ended Dec. 31, 2008.
Our forward-looking statements are not guarantees of future performance
and the actual results or developments may differ materially from the
expectations expressed in the forward-looking statements. As for the
forward-looking statements that relate to future financial results and
other projections, actual results will be different due to the inherent
uncertainties of estimates, forecasts and projections and may be better
or worse than projected and such differences could be material. Given
these uncertainties, you should not place any reliance on these
forward-looking statements. These forward-looking statements also
represent our estimates and assumptions only as of the date that they
were made. We expressly disclaim a duty to provide updates to these
forward-looking statements, and the estimates and assumptions associated
with them, after the date of this release to reflect events or changes
in circumstances or changes in expectations or the occurrence of
anticipated events.
|
(1)
|
|
During the quarter ended March 27, 2009, the company adopted six new
accounting standards, three of which required retrospective
application of their provisions. These standards and their
retrospective application are more fully described in Tables F and G
(Unaudited Supplemental Financial Data) attached to this earnings
release.
|
|
|
|
|
|
|
|
(2)
|
|
Sales from acquired businesses net of divestitures are comprised of
(i) sales from business and product line acquisitions that are
included in L-3’s actual results for less than 12 months, less (ii)
sales from business and product line divestitures that are included
in L-3’s actual results for the 12 months prior to the divestitures
|
.
|
|
Table A
|
|
|
|
L-3 COMMUNICATIONS HOLDINGS, INC.
|
|
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
|
|
(in millions, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
Second Quarter Ended(a)
|
|
First Half Ended
|
|
|
|
June 26, 2009
|
|
June 27, 2008
|
|
June 26, 2009
|
|
June 27, 2008
|
|
Net sales
|
|
$
|
3,929
|
|
$
|
3,722
|
|
$
|
7,565
|
|
$
|
7,228
|
|
Cost of sales
|
|
|
3,512
|
|
|
3,347
|
|
|
6,772
|
|
|
6,485
|
|
Litigation Gain
|
|
|
—
|
|
|
126(b)
|
|
|
—
|
|
|
126(b)
|
|
Operating income
|
|
|
417
|
|
|
501(c)
|
|
|
793
|
|
|
869(c)
|
|
|
|
|
|
|
|
|
|
|
|
Interest and other income, net
|
|
|
6
|
|
|
7
|
|
|
9
|
|
|
15
|
|
Interest expense
|
|
|
69
|
|
|
66(c)
|
|
|
135
|
|
|
142(c)
|
|
Income before income taxes
|
|
|
354
|
|
|
442
|
|
|
667
|
|
|
742
|
|
Provision for income taxes
|
|
|
127
|
|
|
164
|
|
|
239
|
|
|
272
|
|
Net income
|
|
$
|
227
|
|
$
|
278
|
|
$
|
428
|
|
$
|
470
|
|
Less: Net income attributable to noncontrolling interests
|
|
|
2
|
|
|
3
|
|
|
4
|
|
|
6
|
|
Net income attributable to L-3
|
|
$
|
225
|
|
$
|
275(c)
|
|
$
|
424
|
|
$
|
464(c)
|
|
Less: Net income allocable to participating securities
|
|
|
2
|
|
|
2
|
|
|
4
|
|
|
3
|
|
Net income allocable to L-3’s common shareholders
|
|
$
|
223
|
|
$
|
273
|
|
$
|
420
|
|
$
|
461
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per common share:
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
1.91
|
|
$
|
2.24
|
|
$
|
3.58
|
|
$
|
3.77
|
|
Diluted
|
|
$
|
1.90
|
|
$
|
2.21
|
|
$
|
3.56
|
|
$
|
3.72
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
116.5
|
|
|
122.0
|
|
|
117.4
|
|
|
122.3
|
|
Diluted
|
|
|
117.2
|
|
|
123.5
|
|
|
118.0
|
|
|
123.8
|
|
|
|
|
|
|
|
(a)
|
|
It is the company’s established practice to close its books for the
quarters ending March, June and September on the Friday nearest to
the end of the calendar quarter. The interim financial statements
and tables of financial information included herein have been
prepared and are labeled based on that convention. The Company
closes its annual books on Dec. 31 regardless of what day it falls
on.
|
|
(b)
|
|
Represents a litigation gain to reverse an accrued liability as a
result of a June 27, 2008 decision by the U.S. Court of Appeals
which vacated an adverse 2006 jury verdict.
|
|
(c)
|
|
Includes the Q2 2008 Items, which increased operating income by $110
million, reduced interest expense by $7 million and increased net
income attributable to L-3 by $71 million, or $0.57 per diluted
share.
|
|
Table B
|
|
|
|
L-3 COMMUNICATIONS HOLDINGS, INC.
|
|
UNAUDITED SELECT FINANCIAL DATA
|
|
(in millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
Second Quarter Ended
|
|
|
First Half Ended
|
|
|
|
June 26, 2009
|
|
June 27, 2008
|
|
|
June 26, 2009
|
|
June 27, 2008
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Operating Data
|
|
|
|
|
|
|
|
|
|
|
Net Sales:
|
|
|
|
|
|
|
|
|
|
|
C3ISR
|
|
$
|
761.4
|
|
|
$
|
616.2
|
|
|
|
$
|
1,471.5
|
|
|
$ 1,169.0
|
|
|
Government Services
|
|
|
1,069.0
|
|
|
|
1,098.7
|
|
|
|
|
2,073.9
|
|
|
2,207.0
|
|
|
AM&M
|
|
|
695.3
|
|
|
|
653.8
|
|
|
|
|
1,358.8
|
|
|
1,319.3
|
|
|
Specialized Products
|
|
|
1,403.7
|
|
|
|
1,353.2
|
|
|
|
|
2,660.9
|
|
|
2,532.8
|
|
|
Total
|
|
$
|
3,929.4
|
|
|
$
|
3,721.9
|
|
|
|
$
|
7,565.1
|
|
|
$ 7,228.1
|
|
|
Operating income:
|
|
|
|
|
|
|
|
|
|
|
C3ISR
|
|
$
|
95.1
|
|
|
$
|
66.9
|
|
|
|
$
|
173.3
|
|
|
$ 128.9
|
|
|
Government Services
|
|
|
101.2
|
|
|
|
122.6
|
|
|
|
|
191.8
|
|
|
222.1
|
|
|
AM&M
|
|
|
51.0
|
|
|
|
42.2
|
|
|
|
|
116.8
|
|
|
108.2
|
|
|
Specialized Products
|
|
|
169.6
|
|
|
|
143.3((d
|
))
|
|
|
|
310.9
|
|
|
283.8((d
|
))
|
|
Total
|
|
$
|
416.9
|
|
|
$
|
375.0((e
|
))
|
|
|
$
|
792.8
|
|
|
$ 743.0((e
|
))
|
|
Operating margin:
|
|
|
|
|
|
|
|
|
|
|
C3ISR
|
|
|
12.5
|
%
|
|
|
10.9
|
%
|
|
|
|
11.8
|
%
|
|
11.0
|
%
|
|
Government Services
|
|
|
9.5
|
%
|
|
|
11.2
|
%
|
|
|
|
9.2
|
%
|
|
10.1
|
%
|
|
AM&M
|
|
|
7.3
|
%
|
|
|
6.5
|
%
|
|
|
|
8.6
|
%
|
|
8.2
|
%
|
|
Specialized Products
|
|
|
12.1
|
%
|
|
|
10.6
|
%
|
(d)
|
|
|
11.7
|
%
|
|
11.2
|
%
|
(d)
|
|
|
Total
|
|
|
10.6
|
%
|
|
|
10.1
|
%
|
(e)
|
|
|
10.5
|
%
|
|
10.3
|
%
|
(e)
|
|
|
Depreciation and amortization:
|
|
|
|
|
|
|
|
|
|
|
C3ISR
|
|
$
|
10.9
|
|
|
$
|
9.8
|
|
|
|
$
|
20.5
|
|
|
$ 19.7
|
|
|
Government Services
|
|
|
9.4
|
|
|
|
8.8
|
|
|
|
|
19.6
|
|
|
17.4
|
|
|
|
AM&M
|
|
|
4.9
|
|
|
|
6.0
|
|
|
|
|
10.0
|
|
|
12.3
|
|
|
Specialized Products
|
|
|
29.3
|
|
|
|
27.1
|
|
|
|
|
57.2
|
|
|
53.2
|
|
|
Total
|
|
$
|
54.5
|
|
|
$
|
51.7
|
|
|
|
$
|
107.3
|
|
|
$ 102.6
|
|
|
Funded order data
|
|
|
|
|
|
|
|
|
|
|
C3ISR
|
|
$
|
867
|
|
|
$
|
678
|
|
|
|
$
|
1,528
|
|
|
$ 1,307
|
|
|
Government Services
|
|
|
836
|
|
|
|
1,226
|
|
|
|
|
1,779
|
|
|
2,335
|
|
|
AM&M
|
|
|
556
|
|
|
|
791
|
|
|
|
|
1,398
|
|
|
1,565
|
|
|
Specialized Products
|
|
|
1,089
|
|
|
|
1,508
|
|
|
|
|
2,411
|
|
|
3,076
|
|
|
Total
|
|
$
|
3,348
|
|
|
$
|
4,203
|
|
|
|
$
|
7,116
|
|
|
$ 8,283
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 26,
|
|
Dec. 31,
|
|
|
|
2009
|
|
2008
|
|
Period end data
|
|
|
|
|
|
Funded backlog
|
|
$
|
11,230
|
|
|
$ 11,572
|
|
|
|
|
|
|
|
|
(d)
|
|
Specialized Products operating income includes the Product Line
Divestiture gain of $12 million and a non-cash Impairment Charge of
$28 million, which reduced operating margin by 110 basis points for
the 2008 second quarter, and 60 basis points for the 2008 first half.
|
|
(e)
|
|
Segment operating income and operating margin excludes the
litigation gain of $126 million for the reversal of an accrued
liability as a result of a June 27, 2008 decision by the U.S. Court
of Appeals, which vacated an adverse 2006 jury verdict.
|
|
Table C
|
|
|
|
L-3 COMMUNICATIONS HOLDINGS, INC.
|
|
UNAUDITED PRELIMINARY CONDENSED CONSOLIDATED
|
|
BALANCE SHEETS
|
|
(in millions)
|
|
|
|
|
|
|
|
|
|
June 26, 2009
|
|
Dec. 31, 2008
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
897
|
|
$
|
867
|
|
Billed receivables, net
|
|
|
1,332
|
|
|
1,226
|
|
Contracts in process
|
|
|
2,383
|
|
|
2,267
|
|
Inventories
|
|
|
267
|
|
|
259
|
|
Deferred income taxes
|
|
|
211
|
|
|
211
|
|
Other current assets
|
|
|
136
|
|
|
131
|
|
Total current assets
|
|
|
5,226
|
|
|
4,961
|
|
Property, plant and equipment, net
|
|
|
830
|
|
|
821
|
|
Goodwill
|
|
|
8,127
|
|
|
8,029
|
|
Identifiable intangible assets
|
|
|
399
|
|
|
417
|
|
Other assets
|
|
|
246
|
|
|
256
|
|
Total assets
|
|
$
|
14,828
|
|
$
|
14,484
|
|
|
|
|
|
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current portion of long-term debt
|
|
$
|
650
|
|
$
|
—
|
|
Accounts payable, trade
|
|
|
652
|
|
|
602
|
|
Accrued employment costs
|
|
|
654
|
|
|
700
|
|
Accrued expenses
|
|
|
523
|
|
|
479
|
|
Advance payments and billings in excess of costs incurred
|
|
|
482
|
|
|
530
|
|
Income taxes
|
|
|
56
|
|
|
45
|
|
Other current liabilities
|
|
|
334
|
|
|
351
|
|
Total current liabilities
|
|
|
3,351
|
|
|
2,707
|
|
Pension and postretirement benefits
|
|
|
833
|
|
|
802
|
|
Deferred income taxes
|
|
|
155
|
|
|
127
|
|
Other liabilities
|
|
|
432
|
|
|
414
|
|
Long-term debt
|
|
|
3,854
|
|
|
4,493
|
|
Total liabilities
|
|
|
8,625
|
|
|
8,543
|
|
Shareholders’ equity
|
|
|
6,111
|
|
|
5,858
|
|
Noncontrolling interests
|
|
|
92
|
|
|
83
|
|
Total equity
|
|
|
6,203
|
|
|
5,941
|
|
Total liabilities and equity
|
|
$
|
14,828
|
|
$
|
14,484
|
|
Table D
|
|
|
|
L-3 COMMUNICATIONS HOLDINGS, INC.
|
|
UNAUDITED PRELIMINARY CONDENSED CONSOLIDATED
|
|
STATEMENTS OF CASH FLOWS
|
|
(in millions)
|
|
|
|
|
|
|
|
|
|
First Half Ended
|
|
|
|
June 26, 2009
|
|
June 27, 2008
|
|
Operating activities
|
|
|
|
|
|
Net income
|
|
$
|
428
|
|
|
$
|
470
|
|
|
Depreciation of property, plant and equipment
|
|
|
77
|
|
|
|
76
|
|
|
Amortization of intangibles and other assets
|
|
|
30
|
|
|
|
27
|
|
|
Deferred income tax provision
|
|
|
29
|
|
|
|
107
|
|
|
Stock-based employee compensation expense
|
|
|
35
|
|
|
|
30
|
|
|
Contributions to employee saving plans in common stock
|
|
|
74
|
|
|
|
72
|
|
|
Amortization of pension and postretirement benefit plans net loss
|
|
|
26
|
|
|
|
3
|
|
|
Amortization of bond discounts (included in interest expense)
|
|
|
11
|
|
|
|
10
|
|
|
Amortization of deferred debt issue costs (included in interest
expense)
|
|
|
6
|
|
|
|
5
|
|
|
Impairment charge
|
|
|
—
|
|
|
|
28
|
|
|
Gain on sale of product line
|
|
|
—
|
|
|
|
(12
|
)
|
|
Other non-cash items
|
|
|
(3
|
)
|
|
|
(4
|
)
|
|
|
|
|
|
|
|
Changes in operating assets and liabilities, excluding acquired
amounts
|
|
|
|
|
|
Billed receivables, net
|
|
|
(83
|
)
|
|
|
(29
|
)
|
|
Contracts in process
|
|
|
(97
|
)
|
|
|
(72
|
)
|
|
Inventories
|
|
|
(9
|
)
|
|
|
(27
|
)
|
|
Accounts payable, trade
|
|
|
70
|
|
|
|
81
|
|
|
Accrued employment costs
|
|
|
(46
|
)
|
|
|
(5
|
)
|
|
Accrued expenses
|
|
|
4
|
|
|
|
51
|
|
|
Advance payments and billings in excess of costs incurred
|
|
|
(43
|
)
|
|
|
10
|
|
|
Income taxes
|
|
|
21
|
|
|
|
(24
|
)
|
|
Excess income tax benefits related to share-based payment
arrangements
|
|
|
(1
|
)
|
|
|
(7
|
)
|
|
Other current liabilities
|
|
|
(21
|
)
|
|
|
(137
|
)
|
|
Pension and postretirement benefits
|
|
|
31
|
|
|
|
21
|
|
|
All other operating activities
|
|
|
(11
|
)
|
|
|
(46
|
)
|
|
Net cash from operating activities
|
|
|
528
|
|
|
|
628
|
|
|
|
|
|
|
|
|
Investing activities
|
|
|
|
|
|
Business acquisitions, net of cash acquired
|
|
|
(82
|
)
|
|
|
(218
|
)
|
|
Proceeds from sale of businesses and product lines
|
|
|
—
|
|
|
|
12
|
|
|
Capital expenditures
|
|
|
(86
|
)
|
|
|
(76
|
)
|
|
Disposition of property, plant and equipment
|
|
|
6
|
|
|
|
5
|
|
|
Other investing activities
|
|
|
—
|
|
|
|
2
|
|
|
Net cash used in investing activities
|
|
|
(162
|
)
|
|
|
(275
|
)
|
|
|
|
|
|
|
|
|
Financing activities
|
|
|
|
|
|
Common stock repurchased
|
|
|
(301
|
)
|
|
|
(500
|
)
|
|
Dividends paid
|
|
|
(83
|
)
|
|
|
(74
|
)
|
|
Proceeds from exercise of stock options
|
|
|
3
|
|
|
|
24
|
|
|
Proceeds from employee stock purchase plan
|
|
|
34
|
|
|
|
35
|
|
|
Excess income tax benefits related to share-based payment
arrangements
|
|
|
1
|
|
|
|
7
|
|
|
Other financing activities
|
|
|
—
|
|
|
|
(8
|
)
|
|
Net cash used in financing activities
|
|
|
(346
|
)
|
|
|
(516
|
)
|
|
|
|
|
|
|
|
Effect of foreign currency exchange rate changes on cash and cash
equivalents
|
|
|
10
|
|
|
|
5
|
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
30
|
|
|
|
(158
|
)
|
|
Cash and cash equivalents, beginning of the period
|
|
|
867
|
|
|
|
780
|
|
|
Cash and cash equivalents, end of the period
|
|
$
|
897
|
|
|
$
|
622
|
|
|
Table E
|
|
|
|
|
|
|
|
L-3 COMMUNICATIONS HOLDINGS, INC.
|
|
UNAUDITED PRELIMINARY RECONCILIATION OF NET CASH
|
|
FROM OPERATING ACTIVITIES TO FREE CASH FLOW
|
|
(in millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Second Quarter Ended
|
|
First Half Ended
|
|
|
|
|
|
|
June 26, 2009
|
|
June 27, 2008
|
|
June 26, 2009
|
|
June 27, 2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash from operating activities
|
|
$
|
376
|
|
$
|
535
|
|
$
|
528
|
|
$
|
628
|
|
|
Less: Capital expenditures
|
|
|
(45)
|
|
|
(38
|
)
|
|
(86
|
)
|
|
(76
|
)
|
|
Add: Dispositions of property, plant and equipment
|
|
|
5
|
|
|
5
|
|
|
6
|
|
|
5
|
|
|
Free cash flow(f)
|
|
$
|
336
|
|
$
|
502
|
|
$
|
448
|
|
$
|
557
|
|
|
|
|
|
|
|
|
|
(f)
|
|
The company discloses free cash flow because the company believes
that, subject to the limitations discussed below, it is one
indicator of the cash flow generated that is available for investing
activities and financing activities. Free cash flow is defined as
net cash from operating activities less net capital expenditures
(capital expenditures less cash proceeds from dispositions of
property, plant and equipment). Free cash flow represents cash
generated after paying for interest on borrowings, income taxes,
capital expenditures and changes in working capital, but before
repaying principal amount of outstanding debt, paying cash dividends
on common stock, share repurchases, investing cash to acquire
businesses and making other strategic investments. Thus, key
assumptions underlying free cash flow are that the company will be
able to supplementally finance its existing debt and that the
company will be able to supplementally finance any new business
acquisitions it makes by raising new debt or equity capital. Because
of these assumptions, free cash flow is not a measure that can be
relied upon to represent the residual cash flow available for
discretionary expenditures.
|
|
Table F
|
|
|
|
|
|
L-3 COMMUNICATIONS HOLDINGS, INC.
|
|
|
UNAUDITED SUPPLEMENTAL FINANCIAL DATA
|
|
|
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
|
|
|
FOR THE QUARTER ENDED JUNE 27, 2008
|
|
|
(in millions, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments For:
|
|
|
|
|
|
As Previously
Reported
|
|
SFAS 160(g)
|
|
FSP EITF 03-6-1(h)
|
|
FSP APB 14-1(i)
|
|
As Currently
Reported
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
3,722
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,722
|
|
|
Cost of sales
|
|
|
3,347
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
3,347
|
|
|
Litigation Gain
|
|
|
126
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
126
|
|
|
Operating income
|
|
|
501
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
501
|
|
|
Interest and other income, net
|
|
|
7
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
7
|
|
|
Interest expense
|
|
|
61
|
|
|
—
|
|
|
|
—
|
|
|
|
5
|
|
|
|
66
|
|
|
Minority interests in net income of consolidated subsidiaries
|
|
|
3
|
|
|
(3
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Income before income taxes
|
|
|
444
|
|
|
3
|
|
|
|
|
|
(5
|
)
|
|
|
442
|
|
|
Provision for income taxes
|
|
|
166
|
|
|
—
|
|
|
|
—
|
|
|
|
(2
|
)
|
|
|
164
|
|
|
Net income
|
|
$
|
278
|
|
$
|
3
|
|
|
$
|
—
|
|
|
$
|
(3
|
)
|
|
$
|
278
|
|
|
Less: Net income attributable to noncontrolling interests
|
|
|
—
|
|
|
3
|
|
|
|
—
|
|
|
|
—
|
|
|
|
3
|
|
|
Net income attributable to L-3
|
|
$
|
278
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(3
|
)
|
|
$
|
275
|
|
|
Less: Net income allocable to participating securities
|
|
|
—
|
|
|
—
|
|
|
|
2
|
|
|
|
—
|
|
|
|
2
|
|
|
Net income allocable to L-3 common shareholders
|
|
$
|
278
|
|
$
|
—
|
|
|
$
|
(2
|
)
|
|
$
|
(3
|
)
|
|
$
|
273
|
|
|
L-3 earnings per common share:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
2.28
|
|
$
|
—
|
|
|
$
|
(0.02
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
2.24
|
|
|
Diluted
|
|
$
|
2.24
|
|
$
|
—
|
|
|
$
|
(0.01
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
2.21
|
|
|
L-3 weighted average common shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
122.0
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
122.0
|
|
|
Diluted
|
|
|
124.0
|
|
|
—
|
|
|
|
(0.5
|
)
|
|
|
—
|
|
|
|
123.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(g)
|
|
In accordance with Statement of Financial Accounting Standards Board
(FASB) No. 160, Noncontrolling Interests in Consolidated Financial
Statements (SFAS 160), the company retrospectively applied the
presentation requirements by: (1) reclassifying noncontrolling
interests (minority interests) to shareholders’ equity and (2)
including income attributable to noncontrolling interests in net
income.
|
|
|
|
(h)
|
|
In accordance with FASB Staff Position (FSP) Emerging Issues Task
Force 03-6-1, Determining Whether Instruments Granted in Share-Based
Payment Transactions are Participating Securities (FSP EITF 03-6-1),
the company is including the impact of restricted stock and
restricted stock units that are entitled to receive non-forfeitable
dividends (Participating Securities) when calculating both basic and
diluted earnings per share attributable to L-3.
|
|
|
|
(i)
|
|
In accordance with FSP Accounting Pronouncement Bulletin 14-1,
Accounting for Convertible Debt Instruments That May Be Settled in
Cash upon Conversion (Including Partial Cash Settlement) (FSP APB
14-1), the company is separately accounting for the liability and
equity (conversion option) components of the CODES in a manner that
reflects the company’s non-convertible debt borrowing rate when
interest expense is recognized. Previously, the CODES were recorded
at maturity value. FSP APB 14-1 does not apply to the company’s
other outstanding debt instruments because they are not convertible
debt instruments within the scope of FSP APB 14-1.
|
|
Table G
|
|
|
|
|
|
L-3 COMMUNICATIONS HOLDINGS, INC.
|
|
|
UNAUDITED SUPPLEMENTAL FINANCIAL DATA
|
|
|
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
|
|
|
FOR THE FIRST HALF ENDED JUNE 27, 2008
|
|
|
(in millions, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments For:
|
|
|
|
|
|
As Previously
Reported
|
|
SFAS 160
|
|
FSP EITF 03-6-1
|
|
FSP APB 14-1
|
|
As Currently Reported
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
7,228
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
7,228
|
|
|
Cost of sales
|
|
|
6,485
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
6,485
|
|
|
Litigation Gain
|
|
|
126
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
126
|
|
|
Operating income
|
|
|
869
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
869
|
|
|
Interest and other income, net
|
|
|
15
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
15
|
|
|
Interest expense
|
|
|
132
|
|
|
—
|
|
|
|
—
|
|
|
|
10
|
|
|
|
142
|
|
|
Minority interests in net income of consolidated subsidiaries
|
|
|
6
|
|
|
(6
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Income before income taxes
|
|
|
746
|
|
|
6
|
|
|
|
|
|
(10
|
)
|
|
|
742
|
|
|
Provision for income taxes
|
|
|
276
|
|
|
—
|
|
|
|
—
|
|
|
|
(4
|
)
|
|
|
272
|
|
|
Net income
|
|
$
|
470
|
|
$
|
6
|
|
|
$
|
—
|
|
|
$
|
(6
|
)
|
|
$
|
470
|
|
|
Less: Net income attributable to noncontrolling interests
|
|
|
—
|
|
|
6
|
|
|
|
—
|
|
|
|
—
|
|
|
|
6
|
|
|
Net income attributable to L-3
|
|
$
|
470
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(6
|
)
|
|
$
|
464
|
|
|
Less: Net income allocable to participating securities
|
|
|
—
|
|
|
—
|
|
|
|
3
|
|
|
|
—
|
|
|
|
3
|
|
|
Net income allocable to L-3 common shareholders
|
|
$
|
470
|
|
$
|
—
|
|
|
$
|
(3
|
)
|
|
$
|
(6
|
)
|
|
$
|
461
|
|
|
L-3 earnings per common share:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
3.84
|
|
$
|
—
|
|
|
$
|
(0.03
|
)
|
|
$
|
(0.04
|
)
|
|
$
|
3.77
|
|
|
Diluted
|
|
$
|
3.78
|
|
$
|
—
|
|
|
$
|
(0.02
|
)
|
|
$
|
(0.04
|
)
|
|
$
|
3.72
|
|
|
L-3 weighted average common shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
122.3
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
122.3
|
|
|
Diluted
|
|
|
124.3
|
|
|
—
|
|
|
|
(0.5
|
)
|
|
|
—
|
|
|
|
123.8
|
|
Source: L-3 Communications Holdings, Inc.
L-3 Communications Holdings, Inc. Corporate Communications 212-697-1111
|