![](/cdn/assets/images/search/clock.png)
We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
BorgWarner Inc | NYSE:BWA | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.74 | 2.23% | 33.92 | 34.02 | 33.04 | 33.26 | 158,622 | 15:10:29 |
(Mark One)
|
|
|
þ
|
|
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
|
|
For the quarterly period ended
March 31, 2014
|
o
|
|
Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
|
|
For the transition period from
to
|
Delaware
|
|
13-3404508
|
State or other jurisdiction of
|
|
(I.R.S. Employer
|
Incorporation or organization
|
|
Identification No.)
|
|
|
|
3850 Hamlin Road, Auburn Hills, Michigan
|
|
48326
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Large accelerated filer
|
þ
|
Accelerated filer
|
o
|
Non-accelerated filer
|
o
|
Smaller reporting company
|
o
|
|
Page No.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(millions of dollars)
|
March 31,
2014
|
|
December 31,
2013 |
||||
ASSETS
|
|
|
|
||||
Cash
|
$
|
808.1
|
|
|
$
|
939.5
|
|
Receivables, net
|
1,546.1
|
|
|
1,248.5
|
|
||
Inventories, net
|
516.9
|
|
|
458.1
|
|
||
Deferred income taxes
|
51.5
|
|
|
68.7
|
|
||
Prepayments and other current assets
|
98.7
|
|
|
83.7
|
|
||
Total current assets
|
3,021.3
|
|
|
2,798.5
|
|
||
|
|
|
|
|
|
||
Property, plant and equipment, net
|
2,027.8
|
|
|
1,939.4
|
|
||
Investments and advances
|
440.2
|
|
|
405.1
|
|
||
Goodwill
|
1,244.8
|
|
|
1,197.0
|
|
||
Other non-current assets
|
623.7
|
|
|
577.0
|
|
||
Total assets
|
$
|
7,357.8
|
|
|
$
|
6,917.0
|
|
|
|
|
|
|
|
||
LIABILITIES AND EQUITY
|
|
|
|
|
|
||
Notes payable and other short-term debt
|
$
|
338.5
|
|
|
$
|
201.6
|
|
Accounts payable and accrued expenses
|
1,562.6
|
|
|
1,383.8
|
|
||
Income taxes payable
|
9.8
|
|
|
38.5
|
|
||
Total current liabilities
|
1,910.9
|
|
|
1,623.9
|
|
||
|
|
|
|
|
|
||
Long-term debt
|
1,027.6
|
|
|
1,021.0
|
|
||
Other non-current liabilities:
|
|
|
|
|
|
||
Retirement-related liabilities
|
313.7
|
|
|
312.9
|
|
||
Other
|
368.3
|
|
|
326.8
|
|
||
Total other non-current liabilities
|
682.0
|
|
|
639.7
|
|
||
|
|
|
|
|
|
||
Common stock
|
2.5
|
|
|
2.5
|
|
||
Capital in excess of par value
|
1,092.4
|
|
|
1,121.9
|
|
||
Retained earnings
|
3,308.1
|
|
|
3,177.4
|
|
||
Accumulated other comprehensive loss
|
(16.8
|
)
|
|
(14.0
|
)
|
||
Common stock held in treasury
|
(702.7
|
)
|
|
(727.2
|
)
|
||
Total BorgWarner Inc. stockholders’ equity
|
3,683.5
|
|
|
3,560.6
|
|
||
Noncontrolling interest
|
53.8
|
|
|
71.8
|
|
||
Total equity
|
3,737.3
|
|
|
3,632.4
|
|
||
Total liabilities and equity
|
$
|
7,357.8
|
|
|
$
|
6,917.0
|
|
|
Three Months Ended
March 31,
|
||||||
(in millions, except per share amounts)
|
2014
|
|
2013
|
||||
Net sales
|
$
|
2,084.1
|
|
|
$
|
1,851.1
|
|
Cost of sales
|
1,638.3
|
|
|
1,476.4
|
|
||
Gross profit
|
445.8
|
|
|
374.7
|
|
||
|
|
|
|
||||
Selling, general and administrative expenses
|
173.8
|
|
|
159.3
|
|
||
Other expense
|
38.8
|
|
|
16.9
|
|
||
Operating income
|
233.2
|
|
|
198.5
|
|
||
|
|
|
|
||||
Equity in affiliates’ earnings, net of tax
|
(8.8
|
)
|
|
(9.7
|
)
|
||
Interest income
|
(1.5
|
)
|
|
(1.0
|
)
|
||
Interest expense and finance charges
|
8.2
|
|
|
9.7
|
|
||
Earnings before income taxes and noncontrolling interest
|
235.3
|
|
|
199.5
|
|
||
|
|
|
|
||||
Provision for income taxes
|
68.1
|
|
|
50.9
|
|
||
Net earnings
|
167.2
|
|
|
148.6
|
|
||
Net earnings attributable to the noncontrolling interest, net of tax
|
8.1
|
|
|
6.6
|
|
||
Net earnings attributable to BorgWarner Inc.
|
$
|
159.1
|
|
|
$
|
142.0
|
|
|
|
|
|
||||
Earnings per share — basic
|
$
|
0.70
|
|
|
$
|
0.62
|
|
|
|
|
|
||||
Earnings per share — diluted
|
$
|
0.69
|
|
|
$
|
0.61
|
|
|
|
|
|
||||
Weighted average shares outstanding:
|
|
|
|
||||
Basic
|
227.430
|
|
|
230.372
|
|
||
Diluted
|
229.327
|
|
|
233.130
|
|
||
|
|
|
|
||||
Dividends declared per share
|
$
|
0.125
|
|
|
$
|
—
|
|
|
|
Three Months Ended
March 31,
|
||||||
(millions of dollars)
|
|
2014
|
|
2013
|
||||
Net earnings attributable to BorgWarner Inc.
|
|
$
|
159.1
|
|
|
$
|
142.0
|
|
|
|
|
|
|
||||
Other comprehensive income (loss)
|
|
|
|
|
||||
Foreign currency translation adjustments
(a)
|
|
(2.7
|
)
|
|
(84.8
|
)
|
||
Hedge instruments
(a)
|
|
(1.3
|
)
|
|
11.1
|
|
||
Defined benefit postretirement plans
(a)
|
|
1.2
|
|
|
5.8
|
|
||
Total other comprehensive loss attributable to BorgWarner Inc.
|
|
(2.8
|
)
|
|
(67.9
|
)
|
||
|
|
|
|
|
||||
Comprehensive income attributable to BorgWarner Inc.
|
|
156.3
|
|
|
74.1
|
|
||
Comprehensive loss attributable to the noncontrolling interest
|
|
(1.1
|
)
|
|
(1.2
|
)
|
||
Comprehensive income
|
|
$
|
155.2
|
|
|
$
|
72.9
|
|
(a)
|
Net of income taxes.
|
|
Three Months Ended
March 31,
|
||||||
(millions of dollars)
|
2014
|
|
2013
|
||||
OPERATING
|
|
|
|
||||
Net earnings
|
$
|
167.2
|
|
|
$
|
148.6
|
|
Adjustments to reconcile net earnings to net cash flows from operations:
|
|
|
|
||||
Non-cash charges (credits) to operations:
|
|
|
|
||||
Depreciation and tooling amortization
|
74.1
|
|
|
68.2
|
|
||
Amortization of intangible assets and other
|
6.0
|
|
|
6.7
|
|
||
Restructuring expense, net of cash paid
|
34.3
|
|
|
—
|
|
||
Stock-based compensation expense
|
7.8
|
|
|
15.2
|
|
||
Deferred income tax provision (benefit)
|
15.6
|
|
|
(17.0
|
)
|
||
Equity in affiliates’ earnings, net of dividends received, and other
|
(9.0
|
)
|
|
(15.6
|
)
|
||
Net earnings adjusted for non-cash charges to operations
|
296.0
|
|
|
206.1
|
|
||
Changes in assets and liabilities:
|
|
|
|
|
|
||
Receivables
|
(246.5
|
)
|
|
(197.2
|
)
|
||
Inventories
|
(7.9
|
)
|
|
(18.6
|
)
|
||
Prepayments and other current assets
|
(2.2
|
)
|
|
(11.9
|
)
|
||
Accounts payable and accrued expenses
|
69.3
|
|
|
54.8
|
|
||
Income taxes payable
|
(30.9
|
)
|
|
(27.7
|
)
|
||
Other non-current assets and liabilities
|
(31.4
|
)
|
|
10.8
|
|
||
Net cash provided by operating activities
|
46.4
|
|
|
16.3
|
|
||
|
|
|
|
|
|
||
INVESTING
|
|
|
|
|
|
||
Capital expenditures, including tooling outlays
|
(126.2
|
)
|
|
(87.4
|
)
|
||
Net proceeds from asset disposals
|
1.5
|
|
|
13.8
|
|
||
Payments for business acquired, net of cash acquired
|
(106.4
|
)
|
|
—
|
|
||
Net cash used in investing activities
|
(231.1
|
)
|
|
(73.6
|
)
|
||
|
|
|
|
|
|
||
FINANCING
|
|
|
|
|
|
||
Net increase (decrease) in notes payable
|
111.3
|
|
|
(11.0
|
)
|
||
Additions to long-term debt, net of debt issuance costs
|
100.0
|
|
|
161.0
|
|
||
Repayments of long-term debt, including current portion
|
(100.1
|
)
|
|
(15.6
|
)
|
||
Payments for purchase of treasury stock
|
—
|
|
|
(49.9
|
)
|
||
Proceeds from stock options exercised, including the tax benefit
|
9.4
|
|
|
11.4
|
|
||
Taxes paid on employees' restricted stock award vestings
|
(22.2
|
)
|
|
(27.2
|
)
|
||
Dividends paid to BorgWarner stockholders
|
(28.4
|
)
|
|
—
|
|
||
Dividends paid to noncontrolling stockholders
|
(14.0
|
)
|
|
(9.0
|
)
|
||
Net cash provided by financing activities
|
56.0
|
|
|
59.7
|
|
||
Effect of exchange rate changes on cash
|
(2.7
|
)
|
|
(22.7
|
)
|
||
Net decrease in cash
|
(131.4
|
)
|
|
(20.3
|
)
|
||
Cash at beginning of year
|
939.5
|
|
|
715.7
|
|
||
Cash at end of period
|
$
|
808.1
|
|
|
$
|
695.4
|
|
|
|
|
|
||||
SUPPLEMENTAL CASH FLOW INFORMATION
|
|
|
|
|
|||
Net cash paid during the period for:
|
|
|
|
|
|||
Interest
|
$
|
18.1
|
|
|
$
|
12.3
|
|
Income taxes
|
72.8
|
|
|
94.5
|
|
||
Non-cash investing transactions
|
|
|
|
||||
Liabilities assumed from business acquired
|
3.2
|
|
|
—
|
|
||
Non-cash financing transactions
|
|
|
|
||||
Debt assumed from business acquired
|
33.3
|
|
|
—
|
|
|
Three Months Ended
March 31,
|
||||||
(millions of dollars)
|
2014
|
|
2013
|
||||
Gross R&D expenditures
|
$
|
94.5
|
|
|
$
|
82.2
|
|
Customer reimbursements
|
(12.5
|
)
|
|
(10.4
|
)
|
||
Net R&D expenditures
|
$
|
82.0
|
|
|
$
|
71.8
|
|
|
Three Months Ended
March 31, |
||||||
(millions of dollars)
|
2014
|
|
2013
|
||||
Restructuring expense
|
$
|
39.5
|
|
|
$
|
—
|
|
Program termination agreement
|
—
|
|
|
11.3
|
|
||
Retirement related obligations
|
—
|
|
|
5.9
|
|
||
Other income
|
(0.7
|
)
|
|
(0.3
|
)
|
||
Other expense
|
$
|
38.8
|
|
|
$
|
16.9
|
|
|
March 31,
|
|
December 31,
|
||||
(millions of dollars)
|
2014
|
|
2013
|
||||
Raw material and supplies
|
$
|
317.1
|
|
|
$
|
279.8
|
|
Work in progress
|
93.4
|
|
|
78.0
|
|
||
Finished goods
|
123.7
|
|
|
116.3
|
|
||
FIFO inventories
|
534.2
|
|
|
474.1
|
|
||
LIFO reserve
|
(17.3
|
)
|
|
(16.0
|
)
|
||
Inventories, net
|
$
|
516.9
|
|
|
$
|
458.1
|
|
|
March 31,
|
|
December 31,
|
||||
(millions of dollars)
|
2014
|
|
2013
|
||||
Land, land use rights and buildings
|
$
|
774.1
|
|
|
$
|
753.9
|
|
Machinery and equipment
|
1,970.6
|
|
|
1,897.5
|
|
||
Capital leases
|
10.7
|
|
|
2.4
|
|
||
Construction in progress
|
282.7
|
|
|
272.3
|
|
||
Total property, plant and equipment, gross
|
3,038.1
|
|
|
2,926.1
|
|
||
Less: accumulated depreciation
|
(1,134.5
|
)
|
|
(1,099.3
|
)
|
||
Property, plant and equipment, net, excluding tooling
|
1,903.6
|
|
|
1,826.8
|
|
||
Tooling, net of amortization
|
124.2
|
|
|
112.6
|
|
||
Property, plant and equipment, net
|
$
|
2,027.8
|
|
|
$
|
1,939.4
|
|
(millions of dollars)
|
2014
|
|
2013
|
||||
Beginning balance, January 1
|
$
|
72.7
|
|
|
$
|
64.9
|
|
Provisions
|
5.0
|
|
|
11.6
|
|
||
Acquisition
(a)
|
22.8
|
|
|
—
|
|
||
Payments
|
(7.3
|
)
|
|
(7.2
|
)
|
||
Translation adjustment
|
—
|
|
|
(1.3
|
)
|
||
Ending balance, March 31
|
$
|
93.2
|
|
|
$
|
68.0
|
|
(a)
|
The Company has recorded a
$12.4 million
insurance receivable related to the
$22.8 million
liability,
which is classified in the Condensed Consolidated Balance Sheet in Investments and Advances.
|
|
March 31,
|
|
December 31,
|
||||
(millions of dollars)
|
2014
|
|
2013
|
||||
Accounts payable and accrued expenses
|
$
|
33.2
|
|
|
$
|
38.4
|
|
Other non-current liabilities
|
60.0
|
|
|
34.3
|
|
||
Total product warranty liability
|
$
|
93.2
|
|
|
$
|
72.7
|
|
|
March 31,
|
|
December 31,
|
||||
(millions of dollars)
|
2014
|
|
2013
|
||||
Short-term debt
|
|
|
|
|
|
||
Short-term borrowings
|
$
|
221.6
|
|
|
$
|
84.8
|
|
Receivables securitization
|
110.0
|
|
|
110.0
|
|
||
Total short-term debt
|
$
|
331.6
|
|
|
$
|
194.8
|
|
|
|
|
|
|
|
||
Long-term debt
|
|
|
|
|
|
||
5.75% Senior notes due 11/01/16 ($150 million par value)
|
$
|
149.7
|
|
|
$
|
149.7
|
|
8.00% Senior notes due 10/01/19 ($134 million par value)
|
134.0
|
|
|
133.9
|
|
||
4.625% Senior notes due 09/15/20 ($250 million par value)
|
248.2
|
|
|
248.2
|
|
||
7.125% Senior notes due 02/15/29 ($121 million par value)
|
119.4
|
|
|
119.4
|
|
||
Multi-currency revolving credit facility
|
320.0
|
|
|
320.0
|
|
||
Term loan facilities and other
|
48.0
|
|
|
40.4
|
|
||
Unamortized portion of debt derivatives
|
15.2
|
|
|
16.2
|
|
||
Total long-term debt
|
1,034.5
|
|
|
1,027.8
|
|
||
Less: current portion
|
6.9
|
|
|
6.8
|
|
||
Long-term debt, net of current portion
|
$
|
1,027.6
|
|
|
$
|
1,021.0
|
|
Level 1:
|
Observable inputs such as quoted prices for identical assets or liabilities in active markets;
|
Level 2:
|
Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and
|
Level 3:
|
Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.
|
A.
|
Market approach:
Prices and other relevant information generated by market transactions involving identical or comparable assets, liabilities or a group of assets or liabilities, such as a business.
|
B.
|
Cost approach:
Amount that would be required to replace the service capacity of an asset (replacement cost).
|
C.
|
Income approach:
Techniques to convert future amounts to a single present amount based upon market expectations (including present value techniques, option-pricing and excess earnings models).
|
|
|
|
Basis of fair value measurements
|
|
|
||||||||||||
(millions of dollars)
|
Balance at
March 31, 2014
|
|
Quoted prices in active markets for identical items
(Level 1)
|
|
Significant other observable inputs
(Level 2)
|
|
Significant unobservable inputs
(Level 3)
|
|
Valuation technique
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||
Foreign currency contracts
|
$
|
2.2
|
|
|
$
|
—
|
|
|
$
|
2.2
|
|
|
$
|
—
|
|
|
A
|
Other non-current assets (insurance settlement agreement note receivable)
|
$
|
29.9
|
|
|
$
|
—
|
|
|
$
|
29.9
|
|
|
$
|
—
|
|
|
C
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||
Foreign currency contracts
|
$
|
4.7
|
|
|
$
|
—
|
|
|
$
|
4.7
|
|
|
$
|
—
|
|
|
A
|
Net investment hedge contracts
|
$
|
23.7
|
|
|
$
|
—
|
|
|
$
|
23.7
|
|
|
$
|
—
|
|
|
A
|
|
|
|
Basis of fair value measurements
|
|
|
||||||||||||
(millions of dollars)
|
Balance at
December 31, 2013
|
|
Quoted prices in active markets for identical items
(Level 1)
|
|
Significant other observable inputs
(Level 2)
|
|
Significant unobservable inputs
(Level 3)
|
|
Valuation
technique
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||
Foreign currency contracts
|
$
|
3.4
|
|
|
$
|
—
|
|
|
$
|
3.4
|
|
|
$
|
—
|
|
|
A
|
Other non-current assets (insurance settlement agreement note receivable)
|
$
|
35.6
|
|
|
$
|
—
|
|
|
$
|
35.6
|
|
|
$
|
—
|
|
|
C
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||
Foreign currency contracts
|
$
|
7.4
|
|
|
$
|
—
|
|
|
$
|
7.4
|
|
|
$
|
—
|
|
|
A
|
Net investment hedge contracts
|
$
|
24.3
|
|
|
$
|
—
|
|
|
$
|
24.3
|
|
|
$
|
—
|
|
|
A
|
|
|
Assets
|
|
Liabilities
|
||||||||||||||||
(millions of dollars)
|
|
Location
|
|
March 31, 2014
|
|
December 31, 2013
|
|
Location
|
|
March 31, 2014
|
|
December 31, 2013
|
||||||||
Foreign currency contracts
|
|
Prepayments and other current assets
|
|
$
|
2.2
|
|
|
$
|
3.4
|
|
|
Accounts payable and accrued expenses
|
|
$
|
4.7
|
|
|
$
|
7.4
|
|
Net investment hedge contracts
|
|
Other non-current assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Other non-current liabilities
|
|
$
|
23.7
|
|
|
$
|
24.3
|
|
(millions of dollars)
|
|
Deferred gain (loss) in AOCI at
|
|
Gain (loss) expected to be reclassified to income in one year or less
|
||||||||
Contract Type
|
|
March 31, 2014
|
|
December 31, 2013
|
|
|||||||
Foreign currency
|
|
$
|
(2.4
|
)
|
|
$
|
(3.7
|
)
|
|
$
|
(2.4
|
)
|
Net investment hedges
|
|
(25.9
|
)
|
|
(22.1
|
)
|
|
—
|
|
|||
Total
|
|
$
|
(28.3
|
)
|
|
$
|
(25.8
|
)
|
|
$
|
(2.4
|
)
|
|
|
|
|
Gain (loss) reclassified
from AOCI to income
(effective portion)
|
|
|
|
Gain (loss)
recognized in income
(ineffective portion)
|
||||||||||||
(millions of dollars)
|
|
|
|
Three Months Ended
|
|
|
|
Three Months Ended
|
||||||||||||
Contract Type
|
|
Location
|
|
March 31, 2014
|
|
March 31, 2013
|
|
Location
|
|
March 31, 2014
|
|
March 31, 2013
|
||||||||
Foreign currency
|
|
Sales
|
|
$
|
0.3
|
|
|
$
|
1.2
|
|
|
SG&A expense
|
|
$
|
—
|
|
|
$
|
0.1
|
|
Foreign currency
|
|
Cost of goods sold
|
|
$
|
(0.8
|
)
|
|
$
|
(1.4
|
)
|
|
SG&A expense
|
|
$
|
0.1
|
|
|
$
|
(0.3
|
)
|
Foreign currency
|
|
SG&A expense
|
|
$
|
(0.3
|
)
|
|
$
|
—
|
|
|
SG&A expense
|
|
$
|
—
|
|
|
$
|
—
|
|
Cross-currency swap
|
|
N/A
|
|
|
|
|
|
Interest expense
|
|
$
|
0.7
|
|
|
$
|
(0.7
|
)
|
|
|
Pension benefits
|
|
Other post-
retirement benefits
|
||||||||||||||||||||
(millions of dollars)
|
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||||||||||
Three Months Ended March 31,
|
|
US
|
|
Non-US
|
|
US
|
|
Non-US
|
|
|
||||||||||||||
Service cost
|
|
$
|
—
|
|
|
$
|
3.3
|
|
|
$
|
—
|
|
|
$
|
3.1
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
Interest cost
|
|
3.1
|
|
|
4.6
|
|
|
2.9
|
|
|
4.2
|
|
|
1.7
|
|
|
1.7
|
|
||||||
Expected return on plan assets
|
|
(4.4
|
)
|
|
(5.4
|
)
|
|
(4.6
|
)
|
|
(2.7
|
)
|
|
—
|
|
|
—
|
|
||||||
Amortization of unrecognized prior service benefit
|
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
|
(1.6
|
)
|
|
(1.6
|
)
|
||||||
Amortization of unrecognized loss
|
|
1.6
|
|
|
1.2
|
|
|
2.1
|
|
|
1.3
|
|
|
0.7
|
|
|
1.2
|
|
||||||
Net periodic benefit cost
|
|
$
|
0.1
|
|
|
$
|
3.7
|
|
|
$
|
0.2
|
|
|
$
|
5.9
|
|
|
$
|
0.8
|
|
|
$
|
1.4
|
|
|
Shares under option
(thousands)
|
|
Weighted average exercise price
|
|
Weighted average remaining contractual life
(in years)
|
|
Aggregate intrinsic value
(in millions)
|
|||||
Outstanding and exercisable at December 31, 2013
|
1,997
|
|
|
$
|
15.82
|
|
|
2.6
|
|
$
|
80.0
|
|
Exercised
|
(54
|
)
|
|
$
|
14.41
|
|
|
|
|
|
||
Outstanding and exercisable at March 31, 2014
|
1,943
|
|
|
$
|
15.86
|
|
|
2.4
|
|
$
|
88.6
|
|
|
Shares subject to restriction
(thousands)
|
|
Weighted average price
|
|||
Nonvested at December 31, 2013
|
1,411
|
|
|
$
|
37.86
|
|
Granted
|
420
|
|
|
$
|
53.90
|
|
Vested
|
(498
|
)
|
|
$
|
37.38
|
|
Forfeited
|
(16
|
)
|
|
$
|
39.54
|
|
Nonvested at March 31, 2014
|
1,317
|
|
|
$
|
43.08
|
|
(millions of dollars)
|
|
Foreign currency translation adjustments
|
|
Hedge instruments
|
|
Defined benefit postretirement plans
|
|
Other
|
|
Total
|
||||||||||
Beginning Balance, December 31, 2013
|
|
$
|
181.1
|
|
|
$
|
(16.0
|
)
|
|
$
|
(181.5
|
)
|
|
$
|
2.4
|
|
|
$
|
(14.0
|
)
|
Comprehensive loss before reclassifications
|
|
(2.7
|
)
|
|
(3.4
|
)
|
|
—
|
|
|
—
|
|
|
(6.1
|
)
|
|||||
Income taxes associated with comprehensive income (loss) before reclassifications
|
|
—
|
|
|
1.3
|
|
|
—
|
|
|
—
|
|
|
1.3
|
|
|||||
Reclassification from accumulated other comprehensive income
|
|
—
|
|
|
0.9
|
|
|
1.7
|
|
|
—
|
|
|
2.6
|
|
|||||
Income taxes reclassified into net earnings
|
|
—
|
|
|
(0.1
|
)
|
|
(0.5
|
)
|
|
—
|
|
|
(0.6
|
)
|
|||||
Ending Balance March 31, 2014
|
|
$
|
178.4
|
|
|
$
|
(17.3
|
)
|
|
$
|
(180.3
|
)
|
|
$
|
2.4
|
|
|
$
|
(16.8
|
)
|
(millions of dollars)
|
March 31,
2014
|
|
December 31, 2013
|
||||
Assets:
|
|
|
|
||||
Other non-current assets
|
$
|
107.1
|
|
|
$
|
96.7
|
|
Total insurance assets
|
$
|
107.1
|
|
|
$
|
96.7
|
|
Liabilities:
|
|
|
|
||||
Accounts payable and accrued expenses
|
$
|
44.1
|
|
|
$
|
41.1
|
|
Other non-current liabilities
|
63.0
|
|
|
55.6
|
|
||
Total accrued liabilities
|
$
|
107.1
|
|
|
$
|
96.7
|
|
|
|
Employee Related Costs
|
|||||||||||
(millions of dollars)
|
|
Drivetrain
|
|
Engine
|
|
|
Total
|
||||||
Balance at December 31, 2013
|
|
$
|
8.4
|
|
|
$
|
2.8
|
|
|
|
$
|
11.2
|
|
Provision
|
|
32.1
|
|
|
0.7
|
|
|
|
32.8
|
|
|||
Cash payments
|
|
(1.2
|
)
|
|
(1.6
|
)
|
|
|
(2.8
|
)
|
|||
Translation adjustment
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|||
Balance at March 31, 2014
|
|
$
|
39.3
|
|
|
$
|
1.9
|
|
|
|
$
|
41.2
|
|
|
Three Months Ended
March 31,
|
||||||
(in millions, except per share amounts)
|
2014
|
|
2013
|
||||
Basic earnings per share:
|
|
|
|
||||
Net earnings attributable to BorgWarner Inc.
|
$
|
159.1
|
|
|
$
|
142.0
|
|
Weighted average shares of common stock outstanding
|
227.430
|
|
|
230.372
|
|
||
Basic earnings per share of common stock
|
$
|
0.70
|
|
|
$
|
0.62
|
|
|
|
|
|
||||
Diluted earnings per share:
|
|
|
|
||||
Net earnings attributable to BorgWarner Inc.
|
$
|
159.1
|
|
|
$
|
142.0
|
|
Adjustment for net interest expense on convertible notes
|
—
|
|
|
—
|
|
||
Diluted net earnings attributable to BorgWarner Inc.
|
$
|
159.1
|
|
|
$
|
142.0
|
|
|
|
|
|
||||
Weighted average shares of common stock outstanding
|
227.430
|
|
|
230.372
|
|
||
|
|
|
|
||||
Effect of 3.50% convertible senior notes
|
—
|
|
|
—
|
|
||
Effect of warrant
|
—
|
|
|
—
|
|
||
Effect of stock-based compensation
|
1.897
|
|
|
2.758
|
|
||
|
|
|
|
||||
Weighted average shares of common stock outstanding including dilutive shares
|
229.327
|
|
|
233.130
|
|
||
Diluted earnings per share of common stock
|
$
|
0.69
|
|
|
$
|
0.61
|
|
|
|
|
|
||||
Total anti-dilutive shares:
|
|
|
|
||||
Call options
|
—
|
|
|
—
|
|
|
Three Months Ended
March 31,
|
||||||
(millions of dollars)
|
2014
|
|
2013
|
||||
Engine
|
$
|
1,412.1
|
|
|
$
|
1,257.5
|
|
Drivetrain
|
680.7
|
|
|
601.4
|
|
||
Inter-segment eliminations
|
(8.7
|
)
|
|
(7.8
|
)
|
||
Net sales
|
$
|
2,084.1
|
|
|
$
|
1,851.1
|
|
|
Three Months Ended
March 31,
|
||||||
(millions of dollars)
|
2014
|
|
2013
|
||||
Engine
|
$
|
231.7
|
|
|
$
|
202.3
|
|
Drivetrain
|
80.5
|
|
|
56.0
|
|
||
Adjusted EBIT
|
312.2
|
|
|
258.3
|
|
||
Restructuring expense
|
39.5
|
|
|
—
|
|
||
Program termination agreement
|
—
|
|
|
11.3
|
|
||
Retirement related obligations
|
—
|
|
|
5.9
|
|
||
Corporate, including equity in affiliates' earnings and stock-based compensation
|
30.7
|
|
|
32.9
|
|
||
Interest income
|
(1.5
|
)
|
|
(1.0
|
)
|
||
Interest expense and finance charges
|
8.2
|
|
|
9.7
|
|
||
Earnings before income taxes and noncontrolling interest
|
235.3
|
|
|
199.5
|
|
||
Provision for income taxes
|
68.1
|
|
|
50.9
|
|
||
Net earnings
|
167.2
|
|
|
148.6
|
|
||
Net earnings attributable to the noncontrolling interest, net of tax
|
8.1
|
|
|
6.6
|
|
||
Net earnings attributable to BorgWarner Inc.
|
$
|
159.1
|
|
|
$
|
142.0
|
|
(millions of dollars)
|
March 31,
2014
|
|
December 31, 2013
|
||||
Engine
|
$
|
4,002.5
|
|
|
$
|
3,519.1
|
|
Drivetrain
|
1,863.8
|
|
|
1,786.6
|
|
||
Total
|
5,866.3
|
|
|
5,305.7
|
|
||
Corporate (a)
|
1,491.5
|
|
|
1,611.3
|
|
||
Total assets
|
$
|
7,357.8
|
|
|
$
|
6,917.0
|
|
(a)
|
Corporate assets include investments and advances and deferred income taxes.
|
Item 2.
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
|
Three Months Ended
March 31, 2014 |
|
Three Months Ended
March 31, 2013
|
||||
Non-comparable items:
|
|
|
|
||||
Restructuring expense
|
$
|
(0.13
|
)
|
|
$
|
—
|
|
Program termination agreement
|
—
|
|
|
(0.03
|
)
|
||
Retirement related obligations
|
—
|
|
|
(0.02
|
)
|
||
Tax adjustments
|
—
|
|
|
0.01
|
|
||
Total impact of non-comparable items per share — diluted
|
$
|
(0.13
|
)
|
|
$
|
(0.04
|
)
|
|
Three Months Ended
March 31,
|
||||||
(millions of dollars)
|
2014
|
|
2013
|
||||
Engine
|
$
|
1,412.1
|
|
|
$
|
1,257.5
|
|
Drivetrain
|
680.7
|
|
|
601.4
|
|
||
Inter-segment eliminations
|
(8.7
|
)
|
|
(7.8
|
)
|
||
Net sales
|
$
|
2,084.1
|
|
|
$
|
1,851.1
|
|
|
Three Months Ended
March 31,
|
||||||
(millions of dollars)
|
2014
|
|
2013
|
||||
Engine
|
$
|
231.7
|
|
|
$
|
202.3
|
|
Drivetrain
|
80.5
|
|
|
56.0
|
|
||
Adjusted EBIT
|
312.2
|
|
|
258.3
|
|
||
Restructuring expense
|
39.5
|
|
|
—
|
|
||
Program termination agreement
|
—
|
|
|
11.3
|
|
||
Retirement related obligations
|
—
|
|
|
5.9
|
|
||
Corporate, including equity in affiliates' earnings and stock-based compensation
|
30.7
|
|
|
32.9
|
|
||
Interest income
|
(1.5
|
)
|
|
(1.0
|
)
|
||
Interest expense and finance charges
|
8.2
|
|
|
9.7
|
|
||
Earnings before income taxes and noncontrolling interest
|
235.3
|
|
|
199.5
|
|
||
Provision for income taxes
|
68.1
|
|
|
50.9
|
|
||
Net earnings
|
167.2
|
|
|
148.6
|
|
||
Net earnings attributable to the noncontrolling interest, net of tax
|
8.1
|
|
|
6.6
|
|
||
Net earnings attributable to BorgWarner Inc.
|
$
|
159.1
|
|
|
$
|
142.0
|
|
(millions of dollars)
|
March 31,
2014
|
|
December 31, 2013
|
||||
Assets:
|
|
|
|
||||
Other non-current assets
|
$
|
107.1
|
|
|
$
|
96.7
|
|
Total insurance assets
|
$
|
107.1
|
|
|
$
|
96.7
|
|
Liabilities:
|
|
|
|
||||
Accounts payable and accrued expenses
|
$
|
44.1
|
|
|
$
|
41.1
|
|
Other non-current liabilities
|
63.0
|
|
|
55.6
|
|
||
Total accrued liabilities
|
$
|
107.1
|
|
|
$
|
96.7
|
|
Item 1.
|
Legal Proceedings
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
Issuer Repurchases of Equity Securities
|
|||||||||||||
Period
|
|
Total number of shares repurchased
|
|
Average price per share
|
|
Total number of shares purchased as part of publicly announced plans or programs
|
|
Maximum number of shares that may yet be purchased
|
|||||
Month Ended January 31, 2014
|
|
|
|
|
|
|
|
|
|||||
Common Stock Repurchase Program
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
11,018,390
|
|
Employee transactions
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
|
|
Month Ended February 28, 2014
|
|
|
|
|
|
|
|
|
|||||
Common Stock Repurchase Program
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
11,018,390
|
|
Employee transactions
|
|
409,904
|
|
|
$
|
54.45
|
|
|
—
|
|
|
|
|
Month Ended March 31, 2014
|
|
|
|
|
|
|
|
|
|||||
Common Stock Repurchase Program
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
11,018,390
|
|
Employee transactions
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
|
Item 6.
|
Exhibits
|
|
Exhibit 31.1
|
|
Rule 13a-14(a)/15d-14(a) Certification of the Principal Executive Officer.*
|
|
|
|
|
|
Exhibit 31.2
|
|
Rule 13a-14(a)/15d-14(a) Certification of the Principal Financial Officer.*
|
|
|
|
|
|
Exhibit 32.1
|
|
Section 1350 Certifications.*
|
|
|
|
|
|
Exhibit 101.INS
|
|
XBRL Instance Document.
|
|
|
|
|
|
Exhibit 101.SCH
|
|
XBRL Taxonomy Extension Schema Document.
|
|
|
|
|
|
Exhibit 101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
|
|
|
|
Exhibit 101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document.
|
|
|
|
|
|
Exhibit 101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
|
|
|
|
|
Exhibit 101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
|
|
|
|
|
|
|
|
BorgWarner Inc.
|
|
|
|
|
|
|
|
|
|
(Registrant)
|
|
|
|
|
|
|
|
By
|
|
/s/ Steven G. Carlson
|
|
|
|
|
(Signature)
|
|
|
|
|
|
|
|
|
|
Steven G. Carlson
|
|
|
|
|
|
|
|
|
|
Vice President and Controller
|
|
|
|
|
(Principal Accounting Officer)
|
|
|
|
|
|
|
1 Year BorgWarner Chart |
1 Month BorgWarner Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions