XML 35 R6.htm IDEA: XBRL DOCUMENT v2.4.0.6
Note 1: Acquisitions, Dispositions, Goodwill and Other Intangible Assets
3 Months Ended
Mar. 31, 2012
Notes to Condensed Consolidated Financial Statements [Abstract]  
Note 1: Acquisitions, Dispositions, Goodwill and Other Intangible Assets

Note 1: Acquisitions, Dispositions, Goodwill and Other Intangible Assets

 

Business Acquisitions and Dispositions. During the quarter ended March 31, 2012, our investment in business acquisitions was $75 million (including debt assumed of $3 million), and consisted primarily of a number of small acquisitions in our commercial businesses.

 

On September 21, 2011, we announced an agreement to acquire Goodrich Corporation (Goodrich), a global supplier of systems and services to the aerospace and defense industry with 2011 sales of $8.1 billion. Goodrich products include aircraft nacelles and interior systems, actuation and landing systems, and electronic systems. Under the terms of the agreement, Goodrich shareholders will receive $127.50 in cash for each share of Goodrich common stock they own at the time of the closing of the transaction. This equates to a total estimated enterprise value of $18.4 billion, including $1.9 billion in net debt to be assumed. In March 2012, Goodrich received shareholder approval for the transaction. The transaction is subject to customary closing conditions, including regulatory approvals. We expect that this acquisition will close in mid-2012. Once the acquisition is complete, Goodrich and Hamilton Sundstrand will be combined to form a new segment named UTC Aerospace Systems. This segment and our Pratt & Whitney segment will be separately reportable segments although they will both be included within the UTC Propulsion & Aerospace Systems organizational structure. We expect the increased scale, financial strength and complementary products of the new combined business will strengthen our position in the aerospace and defense industry. Further, we expect that this acquisition will enhance our ability to support our customers with more integrated systems.

On October 12, 2011, Pratt & Whitney and Rolls-Royce plc (Rolls-Royce), participants in the IAE International Aero Engines AG (IAE) collaboration, announced an agreement to restructure their interests in IAE. Under the terms of the agreement, Rolls-Royce will sell its interests in IAE and license its V2500 intellectual property in IAE to Pratt & Whitney for $1.5 billion plus an agreed payment contingent on each hour flown by V2500-powered aircraft in service at the closing date during the fifteen year period following closing of the transaction. Consummation of this restructuring is subject to regulatory approvals and other closing conditions. Upon closing, we anticipate Pratt & Whitney will begin consolidating IAE. The acquisition of the additional interests in IAE and the intellectual property licenses will be reflected as intangible assets and amortized in relation to the economic benefits received over the projected remaining life of the V2500 program.

On March 14, 2012, the Board of Directors of the Company approved a plan for the divestiture of a number of non-core businesses. Cash generated from these divestitures is intended to be used to repay a portion of the short-term debt we expect to incur as part of the financing for the proposed acquisition of Goodrich. See Note 2 for further discussion.

Goodwill. Changes in our goodwill balances during the quarter ended March 31, 2012 were as follows:

(Dollars in millions) Balance as of January 1, 2012 Goodwill resulting from business combinations Foreign currency translation and other Balance as of March 31, 2012
Otis  $ 1,516 $ 6 $ 13 $ 1,535
UTC Climate, Controls & Security   9,758   21   34   9,813
Pratt & Whitney   1,223   -   (534)   689
Hamilton Sundstrand   4,475   -   (726)   3,749
Sikorsky   348   -   4   352
              
Total Segments   17,320   27   (1,209)   16,138
Eliminations and other   623   -   (592)   31
              
 Total $ 17,943 $ 27 $ (1,801) $ 16,169
              

During the quarter ended March 31, 2012, goodwill balances decreased $1.8 billion, primarily as a result of the decision to divest a number of non-core businesses, which is reflected under “Foreign currency translation and other” in the table above. See Note 2 for further discussion.

Intangible Assets. Identifiable intangible assets are comprised of the following:

     March 31, 2012 December 31, 2011
(Dollars in millions) Gross Amount Accumulated Amortization Gross Amount Accumulated Amortization
Amortized:            
 Service portfolios $ 2,088 $ (1,101) $ 2,036 $ (1,060)
 Patents and trademarks   412   (161)   463   (183)
 Other, principally customer relationships   3,235   (1,465)   3,329   (1,429)
                
       5,735   (2,727)   5,828   (2,672)
                
Unamortized:            
 Trademarks and other   761      762   
                
  Total $ 6,496 $ (2,727) $ 6,590 $ (2,672)
                

Amortization of intangible assets for the quarter ended March 31, 2012 was $99 million compared with $100 million for the same period of 2011. Average amortization of these intangible assets for 2012 through 2016 is expected to approximate $340 million per year.