UNITED STATES SECURITIES AND EXCHANGE COMMISSION | ||||
Washington, D.C. 20549 | ||||
FORM 8-K |
THE BOEING COMPANY | ||
(Exact Name of Registrant as Specified in Charter) |
Delaware | 1-442 | 91-0425694 |
(State or Other Jurisdiction of Incorporation) | (Commission File No.) | (I.R.S. Employer Identification Number) |
100 N. Riverside, Chicago, IL | 60606-1596 |
(Address of Principal Executive Offices) | (Zip Code) |
(312) 544-2000 | |
(Registrant's Telephone Number, Including Area Code) | |
c | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
c | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
c | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
c | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
99.1 | Press Release issued by The Boeing Company dated April 24, 2013, reporting Boeing's financial results for the first quarter of 2013, furnished herewith. |
THE BOEING COMPANY | ||||
(Registrant) | ||||
/s/ Diana L. Sands | ||||
Diana L. Sands | ||||
Vice President of Finance & Corporate Controller | ||||
Date: April 24, 2013 |
Exhibit Number | Description | |
99.1 | Press release issued by The Boeing Company dated April 24, 2013, reporting Boeing’s financial results for the first quarter of 2013, furnished herewith. |
Exhibit 99.1 | ||
News Release | ||
Boeing Corporate Offices 100 North Riverside Plaza Chicago, IL 60606-1596 www.boeing.com |
▪ | Core EPS (non-GAAP)* rose 24 percent to $1.73 on strong operating performance; GAAP EPS of $1.44 |
▪ | Revenue of $18.9 billion reflects higher deliveries on the 737 and 777 offset by lower 787 deliveries |
▪ | Backlog grew to a record $392 billion, including $20 billion of net orders during the quarter |
▪ | Cash and marketable securities of $11.8 billion provide strong liquidity |
▪ | 2013 financial and deliveries outlook reaffirmed |
Table 1. Summary Financial Results | First Quarter | ||||||||||
(Dollars in Millions, except per share data) | 2013 | 2012 | Change | ||||||||
Revenues | $18,893 | $19,383 | (3)% | ||||||||
Non-GAAP* | |||||||||||
Core Operating Earnings | $1,867 | $1,773 | 5 % | ||||||||
Core Operating Margin | 9.9 | % | 9.1 | % | 0.8 Pts | ||||||
Core Earnings Per Share | $1.73 | $1.40 | 24 % | ||||||||
Operating Cash Flow Before Pension Contributions | $524 | $837 | (37)% | ||||||||
GAAP | |||||||||||
Earnings From Operations | $1,528 | $1,565 | (2)% | ||||||||
Operating Margin | 8.1 | % | 8.1 | % | 0.0 Pts | ||||||
Net Income | $1,106 | $923 | 20 % | ||||||||
Earnings Per Share | $1.44 | $1.22 | 18 % | ||||||||
Operating Cash Flow | $524 | $837 | (37)% |
Table 2. Cash Flow | First Quarter | |||||||
(Millions) | 2013 | 2012 | ||||||
Operating Cash Flow Before Pension Contributions* | $524 | $837 | ||||||
Pension Contributions | — | — | ||||||
Operating Cash Flow | $524 | $837 | ||||||
Less Additions to Property, Plant & Equipment | ($521 | ) | ($424 | ) | ||||
Free Cash Flow* | $3 | $413 |
Table 3. Cash, Marketable Securities and Debt Balances | Quarter-End | |||||||
(Billions) | Q1 13 | Q4 12 | ||||||
Cash | $8.3 | $10.3 | ||||||
Marketable Securities1 | $3.5 | $3.2 | ||||||
Total | $11.8 | $13.5 | ||||||
Debt Balances: | ||||||||
The Boeing Company | $7.1 | $7.7 | ||||||
Boeing Capital Corporation | $2.1 | $2.7 | ||||||
Total Consolidated Debt | $9.2 | $10.4 |
Table 4. Commercial Airplanes Operating Results | First Quarter | ||||||||||
(Dollars in Millions) | 2013 | 2012 | Change | ||||||||
Commercial Airplanes Deliveries | 137 | 137 | — | ||||||||
Revenues | $10,690 | $10,937 | (2)% | ||||||||
Earnings from Operations | $1,219 | $1,081 | 13 % | ||||||||
Operating Margins | 11.4 | % | 9.9 | % | 1.5 Pts |
Table 5. Defense, Space & Security Operating Results | First Quarter | |||||||||
(Dollars in Millions) | 2013 | 2012 | Change | |||||||
Revenues | ||||||||||
Boeing Military Aircraft | $4,109 | $4,222 | (3)% | |||||||
Network & Space Systems | $1,960 | $1,872 | 5 % | |||||||
Global Services & Support | $2,041 | $2,139 | (5)% | |||||||
Total BDS Revenues | $8,110 | $8,233 | (1)% | |||||||
Earnings from Operations | ||||||||||
Boeing Military Aircraft | $430 | $399 | 8 % | |||||||
Network & Space Systems | $156 | $109 | 43 % | |||||||
Global Services & Support | $246 | $234 | 5 % | |||||||
Total BDS Earnings from Operations | $832 | $742 | 12 % | |||||||
Operating Margins | 10.3 | % | 9.0 | % | 1.3 Pts |
Table 6. Additional Financial Information | First Quarter | |||||||
(Dollars in Millions) | 2013 | 2012 | ||||||
Revenues | ||||||||
Boeing Capital Corporation | $105 | $125 | ||||||
Other segment | $27 | $24 | ||||||
Unallocated items and eliminations | ($39 | ) | $64 | |||||
Earnings from Operations | ||||||||
Boeing Capital Corporation | $44 | $33 | ||||||
Other segment expense | ($58 | ) | ($79 | ) | ||||
Unallocated items and eliminations included in core operating earnings | ($170 | ) | ($4 | ) | ||||
Unallocated pension/postretirement expense | ($339 | ) | ($208 | ) | ||||
Other income, net | $9 | $12 | ||||||
Interest and debt expense | ($99 | ) | ($114 | ) | ||||
Effective tax rate | 23.1 | % | 36.8 | % |
Table 7. Financial Outlook | |
(Dollars in Billions, except per share data) | 2013 |
The Boeing Company | |
Revenue | $82 - 85 |
Core Earnings Per Share* | $6.10 - 6.30 |
Earnings Per Share | $5.00 - 5.20 |
Operating Cash Flow Before Pension Contributions* | > $8 |
Operating Cash Flow 1 | > $6.5 |
Boeing Commercial Airplanes | |
Deliveries 2 | 635 - 645 |
Revenue | $51 - 53 |
Operating Margin | ~ 9.5% |
Boeing Defense, Space & Security | |
Revenue | |
Boeing Military Aircraft | ~$15.5 |
Network & Space Systems | ~$7.3 |
Global Services & Support | ~$8.2 |
Total BDS Revenue | $30.5 - 31.5 |
Operating Margin | |
Boeing Military Aircraft | ~ 9.0% |
Network & Space Systems | ~ 7.5% |
Global Services & Support | ~ 10.5% |
Total BDS Operating Margin | > 9.0% |
Boeing Capital Corporation | |
Portfolio Size | Lower |
Revenue | ~ $0.3 |
Pre-Tax Earnings | ~ $0.05 |
Research & Development | ~ $3.4 |
Capital Expenditures | $2.3 - $2.5 |
Pension Expense 3 | ~ $3.2 |
Effective Tax Rate | ~ 30% |
Investor Relations: | Troy Lahr or Matt Welch (312) 544-2140 | |
Communications: | Chaz Bickers (312) 544-2002 |
(Dollars in millions, except per share data) | Three months ended March 31 | ||||||
2013 | 2012 | ||||||
Sales of products | $16,318 | $16,685 | |||||
Sales of services | 2,575 | 2,698 | |||||
Total revenues | 18,893 | 19,383 | |||||
Cost of products | (13,728 | ) | (13,661 | ) | |||
Cost of services | (2,009 | ) | (2,380 | ) | |||
Boeing Capital interest expense | (19 | ) | (33 | ) | |||
Total costs and expenses | (15,756 | ) | (16,074 | ) | |||
3,137 | 3,309 | ||||||
Income from operating investments, net | 45 | 46 | |||||
General and administrative expense | (971 | ) | (955 | ) | |||
Research and development expense, net | (705 | ) | (835 | ) | |||
Gain on dispositions, net | 22 | ||||||
Earnings from operations | 1,528 | 1,565 | |||||
Other income, net | 9 | 12 | |||||
Interest and debt expense | (99 | ) | (114 | ) | |||
Earnings before income taxes | 1,438 | 1,463 | |||||
Income tax expense | (332 | ) | (539 | ) | |||
Net earnings from continuing operations | 1,106 | 924 | |||||
Net loss on disposal of discontinued operations, net of taxes of $0 and $1 | (1 | ) | |||||
Net earnings | $1,106 | $923 | |||||
Basic earnings per share from continuing operations | $1.45 | $1.23 | |||||
Net loss on disposal of discontinued operations, net of taxes | |||||||
Basic earnings per share | $1.45 | $1.23 | |||||
Diluted earnings per share from continuing operations | $1.44 | $1.22 | |||||
Net loss on disposal of discontinued operations, net of taxes | |||||||
Diluted earnings per share | $1.44 | $1.22 | |||||
Cash dividends paid per share | $0.49 | $0.44 | |||||
Weighted average diluted shares (millions) | 768.7 | 759.6 |
(Dollars in millions, except per share data) | March 31 2013 | December 31 2012 | |||||
Assets | |||||||
Cash and cash equivalents | $8,335 | $10,341 | |||||
Short-term and other investments | 3,518 | 3,217 | |||||
Accounts receivable, net | 6,351 | 5,608 | |||||
Current portion of customer financing, net | 460 | 364 | |||||
Deferred income taxes | 29 | 28 | |||||
Inventories, net of advances and progress billings | 40,797 | 37,751 | |||||
Total current assets | 59,490 | 57,309 | |||||
Customer financing, net | 3,910 | 4,056 | |||||
Property, plant and equipment, net of accumulated depreciation of $14,711 and $14,645 | 9,736 | 9,660 | |||||
Goodwill | 5,049 | 5,035 | |||||
Acquired intangible assets, net | 3,075 | 3,111 | |||||
Deferred income taxes | 6,522 | 6,753 | |||||
Investments | 1,177 | 1,180 | |||||
Other assets, net of accumulated amortization of $539 and $504 | 1,488 | 1,792 | |||||
Total assets | $90,447 | $88,896 | |||||
Liabilities and equity | |||||||
Accounts payable | $9,876 | $9,394 | |||||
Accrued liabilities | 11,530 | 12,995 | |||||
Advances and billings in excess of related costs | 18,505 | 16,672 | |||||
Deferred income taxes and income taxes payable | 4,838 | 4,485 | |||||
Short-term debt and current portion of long-term debt | 917 | 1,436 | |||||
Total current liabilities | 45,666 | 44,982 | |||||
Accrued retiree health care | 7,447 | 7,528 | |||||
Accrued pension plan liability, net | 19,878 | 19,651 | |||||
Non-current income taxes payable | 241 | 366 | |||||
Other long-term liabilities | 1,401 | 1,429 | |||||
Long-term debt | 8,254 | 8,973 | |||||
Shareholders’ equity: | |||||||
Common stock, par value $5.00 – 1,200,000,000 shares authorized; 1,012,261,159 shares issued | 5,061 | 5,061 | |||||
Additional paid-in capital | 4,079 | 4,122 | |||||
Treasury stock, at cost - 253,939,815 and 256,630,628 | (15,780 | ) | (15,937 | ) | |||
Retained earnings | 31,143 | 30,037 | |||||
Accumulated other comprehensive loss | (17,041 | ) | (17,416 | ) | |||
Total shareholders’ equity | 7,462 | 5,867 | |||||
Noncontrolling interest | 98 | 100 | |||||
Total equity | 7,560 | 5,967 | |||||
Total liabilities and equity | $90,447 | $88,896 |
(Dollars in millions) | Three months ended March 31 | ||||||
2013 | 2012 | ||||||
Cash flows – operating activities: | |||||||
Net earnings | $1,106 | $923 | |||||
Adjustments to reconcile net earnings to net cash provided by operating activities: | |||||||
Non-cash items – | |||||||
Share-based plans expense | 58 | 50 | |||||
Depreciation and amortization | 429 | 426 | |||||
Investment/asset impairment charges, net | 26 | 36 | |||||
Customer financing valuation benefit | (3 | ) | |||||
Loss on disposal of discontinued operations | 2 | ||||||
Gain on dispositions, net | (22 | ) | |||||
Other charges and credits, net | 53 | 150 | |||||
Excess tax benefits from share-based payment arrangements | (23 | ) | (40 | ) | |||
Changes in assets and liabilities – | |||||||
Accounts receivable | (437 | ) | (729 | ) | |||
Inventories, net of advances and progress billings | (3,000 | ) | (497 | ) | |||
Accounts payable | 654 | 506 | |||||
Accrued liabilities | (1,133 | ) | (1,032 | ) | |||
Advances and billings in excess of related costs | 1,833 | (160 | ) | ||||
Income taxes receivable, payable and deferred | 214 | 333 | |||||
Other long-term liabilities | (73 | ) | (45 | ) | |||
Pension and other postretirement plans | 821 | 724 | |||||
Customer financing, net | 24 | 196 | |||||
Other | (3 | ) | (6 | ) | |||
Net cash provided by operating activities | 524 | 837 | |||||
Cash flows – investing activities: | |||||||
Property, plant and equipment additions | (521 | ) | (424 | ) | |||
Property, plant and equipment reductions | 33 | 4 | |||||
Acquisitions, net of cash acquired | (26 | ) | |||||
Contributions to investments | (2,955 | ) | (3,718 | ) | |||
Proceeds from investments | 2,655 | 1,135 | |||||
Net cash used by investing activities | (814 | ) | (3,003 | ) | |||
Cash flows – financing activities: | |||||||
New borrowings | 15 | 20 | |||||
Debt repayments | (1,262 | ) | (811 | ) | |||
Repayments of distribution rights financing | (138 | ) | (72 | ) | |||
Stock options exercised, other | 76 | 28 | |||||
Excess tax benefits from share-based payment arrangements | 23 | 40 | |||||
Employee taxes on certain share-based payment arrangements | (52 | ) | (64 | ) | |||
Dividends paid | (367 | ) | (328 | ) | |||
Net cash used by financing activities | (1,705 | ) | (1,187 | ) | |||
Effect of exchange rate changes on cash and cash equivalents | (11 | ) | 22 | ||||
Net decrease in cash and cash equivalents | (2,006 | ) | (3,331 | ) | |||
Cash and cash equivalents at beginning of year | $10,341 | $10,049 | |||||
Cash and cash equivalents at end of period | $8,335 | $6,718 |
(Dollars in millions) | Three months ended March 31 | ||||||
2013 | 2012 | ||||||
Revenues: | |||||||
Commercial Airplanes | $10,690 | $10,937 | |||||
Defense, Space & Security: | |||||||
Boeing Military Aircraft | 4,109 | 4,222 | |||||
Network & Space Systems | 1,960 | 1,872 | |||||
Global Services & Support | 2,041 | 2,139 | |||||
Total Defense, Space & Security | 8,110 | 8,233 | |||||
Boeing Capital | 105 | 125 | |||||
Other segment | 27 | 24 | |||||
Unallocated items and eliminations | (39 | ) | 64 | ||||
Total revenues | $18,893 | $19,383 | |||||
Earnings from operations: | |||||||
Commercial Airplanes | $1,219 | $1,081 | |||||
Defense, Space & Security: | |||||||
Boeing Military Aircraft | 430 | 399 | |||||
Network & Space Systems | 156 | 109 | |||||
Global Services & Support | 246 | 234 | |||||
Total Defense, Space & Security | 832 | 742 | |||||
Boeing Capital | 44 | 33 | |||||
Other segment | (58 | ) | (79 | ) | |||
Unallocated items and eliminations | (509 | ) | (212 | ) | |||
Earnings from operations | 1,528 | 1,565 | |||||
Other income, net | 9 | 12 | |||||
Interest and debt expense | (99 | ) | (114 | ) | |||
Earnings before income taxes | 1,438 | 1,463 | |||||
Income tax expense | (332 | ) | (539 | ) | |||
Net earnings from continuing operations | 1,106 | 924 | |||||
Net loss on disposal of discontinued operations, net of taxes of $0 and $1 | (1 | ) | |||||
Net earnings | $1,106 | $923 | |||||
Research and development expense, net: | |||||||
Commercial Airplanes | $419 | $544 | |||||
Defense, Space & Security | 272 | 281 | |||||
Other | 14 | 10 | |||||
Total research and development expense, net | $705 | $835 | |||||
Unallocated items and eliminations: | |||||||
Share-based plans | ($31 | ) | ($22 | ) | |||
Deferred compensation | (56 | ) | (36 | ) | |||
Capitalized interest | (17 | ) | (21 | ) | |||
Eliminations and other | (66 | ) | 75 | ||||
Sub-total (included in core operating earnings) | (170 | ) | (4 | ) | |||
Pension | (358 | ) | (189 | ) | |||
Postretirement | 19 | (19 | ) | ||||
Total unallocated items and eliminations | ($509 | ) | ($212 | ) |
Deliveries | Three months ended March 31 | |||||
Commercial Airplanes | 2013 | 2012 | ||||
737 | 102 | 99 | ||||
747 | 6 | 6 | ||||
767 | 4 | 7 | ||||
777 | 24 | 20 | ||||
787 | 1 | 5 | ||||
Total | 137 | 137 | ||||
Defense, Space & Security | ||||||
Boeing Military Aircraft | ||||||
F/A-18 Models | 12 | 12 | ||||
F-15E Eagle | 3 | 5 | ||||
C-17 Globemaster III | 3 | 2 | ||||
CH-47 Chinook | 9 | 10 | ||||
AH-64 Apache | 15 | |||||
P-8A Poseidon | 2 | 1 | ||||
Network & Space Systems | ||||||
Commercial and Civil Satellites | 1 | 1 | ||||
Military Satellites | 2 | |||||
Contractual backlog (Dollars in billions) | March 31 2013 | December 31 2012 | ||||||
Commercial Airplanes | $322.0 | $317.3 | ||||||
Defense, Space & Security: | ||||||||
Boeing Military Aircraft | 26.6 | 29.2 | ||||||
Network & Space Systems | 9.6 | 10.1 | ||||||
Global Services & Support | 15.4 | 15.8 | ||||||
Total Defense, Space & Security | 51.6 | 55.1 | ||||||
Total contractual backlog | $373.6 | $372.4 | ||||||
Unobligated backlog | $18.1 | $17.9 | ||||||
Total backlog | $391.7 | $390.3 | ||||||
Workforce | 173,100 | 174,400 |
(Dollars in millions, except per share data) | First Quarter | |||||||
2013 | 2012 | |||||||
Revenues | $18,893 | $19,383 | ||||||
GAAP Earnings From Operations | $1,528 | $1,565 | ||||||
GAAP Operating Margin | 8.1 | % | 8.1 | % | ||||
Unallocated Pension/Postretirement Expense | $339 | $208 | ||||||
Core Operating Earnings (non-GAAP) | $1,867 | $1,773 | ||||||
Core Operating Margin (non-GAAP) | 9.9 | % | 9.1 | % | ||||
Favorable Court Judgment | — | ($131 | ) | |||||
Core Operating Earnings Excluding Favorable Court Judgment | $1,867 | $1,642 | ||||||
Increase in Core Operating Earnings Excluding Favorable Court Judgment | 14 | % | ||||||
GAAP Diluted Earnings Per Share | $1.44 | $1.22 | ||||||
Unallocated Pension/Postretirement Expense | $0.29 | a | $0.18 | b | ||||
Core Earnings Per Share (non-GAAP) | $1.73 | $1.40 | ||||||
Weighted Average Diluted Shares (millions) | 768.7 | 759.6 | ||||||
Increase in GAAP Earnings Per Share | 18 | % | ||||||
Increase in Core Earnings Per Share | 24 | % |
a | Represents the net earnings per share impact of unallocated pension and postretirement expense of $339 million. The earnings per share amount is presented net of the federal statutory tax rate of 35.0 percent. |
b | Represents the net earnings per share impact of unallocated pension and postretirement expense of $208 million. The earnings per share amount is presented net of the federal statutory tax rate of 35.0 percent. |
Year Ended December 31, 2012 | Year Ended December 31, 2013 Guidance | |||||||
Earnings Per Share | Earnings Per Share | |||||||
GAAP Diluted Earnings Per Share | $5.11 | $5.00 - 5.20 | ||||||
Unallocated Pension/Postretirement Expense | 0.77 | a | 1.10 | b | ||||
Core Earnings Per Share (non-GAAP) | $5.88 | $6.10 - 6.30 | ||||||
Weighted average diluted shares (millions) | 763.8 | 763.0 | ||||||
2013 Change in GAAP Earnings per Share | ~ 0% | |||||||
2013 Increase in Core Earnings per Share | ~ 5% |
a | Represents the net earnings per share impact of unallocated pension and postretirement expense of $899 million. The earnings per share amount is presented net of the federal statutory tax rate of 35.0 percent. |
b | Represents the net earnings per share impact of unallocated pension and postretirement expense of approximately $1.3 billion. The earnings per share amount is presented net of the federal statutory tax rate of 35.0 percent. |