10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

Quarterly Report Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

For The Quarterly Period Ended June 30, 2015

Commission File No. 0-18348

B/E AEROSPACE, INC.

(Exact name of registrant as specified in its charter)

DELAWARE	06-1209796
(State of Incorporation)	(I.R.S. Employer Identification No.)

1400 Corporate Center Way

Wellington, Florida33414-2105

(Address of principal executive offices)

(561) 791-5000

(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES[X] NO[ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES [X] NO [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act: Large accelerated filer [X] Accelerated filer [ ] Non-accelerated filer (do not check if a smaller reporting company) [ ] Smaller reporting company [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [ ] NO [X ]

The registrant has one class of common stock, $0.01 par value, of which 106,225,815shares were outstanding as of July 24, 2015.

B/E AEROSPACE, INC.

Form 10-Q for the Quarter Ended June 30, 2015

Table of Contents

		Page
Part I	Financial Information
Item 1.	Condensed Consolidated Financial Statements (Unaudited)
	Condensed Consolidated Balance Sheets as of June 30, 2015 and December 31, 2014	3
	Condensed Consolidated Statements of Earnings and Comprehensive Income for the Three Months and Six Months Ended June 30, 2015 and 2014	4
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2015 and 2014	5
	Notes to Condensed Consolidated Financial Statements	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	25
Item 4.	Controls and Procedures	26
Part II	Other Information
Item 5.	Other Information	27
Item 6.	Exhibits	28
Signatures		29

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PART I - FINANCIAL INFORMATION

ITEM 1.CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

B/E AEROSPACE, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS  (UNAUDITED)

(In  Millions, Except Per Share Data)

	June 30,		December 31,
	2015		2014
ASSETS
Current assets:
Cash and cash equivalents	$	326.3	$	292.5
Accounts receivable – trade, less allowance for doubtful accounts		378.8		288.3
Inventories		1,026.2		924.3
Deferred income taxes		13.0		19.2
Other current assets		63.3		131.3
Total current assets		1,807.6		1,655.6
Property and equipment, net of accumulated depreciation ($337.9 at June 30, 2015 and  $312.0 at December 31, 2014)		408.7		397.6
Goodwill		823.5		840.4
Identifiable intangible assets, net of accumulated amortization		241.3		250.7
Other assets		51.4		47.8
	$	3,332.5	$	3,192.1
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	296.2	$	275.0
Accrued liabilities		512.2		491.2
Current maturities of long-term debt		17.3		17.4
Total current liabilities		825.7		783.6
Long-term debt		2,138.7		2,147.3
Deferred income taxes		123.6		129.4
Other non-current liabilities		122.4		121.7
Commitments, contingencies and off-balance sheet arrangements (Note 8)
Stockholders’ equity:
Preferred stock, $0.01 par value; 1.0 shares authorized; no shares outstanding		--		--
Common stock, $0.01 par value; 200.0 shares authorized, 107.0 shares issued as of June 30, 2015 and 106.7 shares issued as of December 31, 2014		1.1		1.1
Additional paid-in capital		(864.9)		(884.6)
Treasury stock: 0.7 shares at June 30, 2015 and 0.7 shares at December 31, 2014		(29.1)		(28.6)
Retained earnings		1,143.7		1,027.6
Accumulated other comprehensive loss		(128.7)		(105.4)
Total stockholders’ equity		122.1		10.1
	$	3,332.5	$	3,192.1

Seeaccompanyingnotestocondensedconsolidatedfinancialstatements.

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B/E AEROSPACE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS  

AND COMPREHENSIVE INCOME (UNAUDITED)

(In  Millions, Except Per Share Data)

	Three months ended  June 30,				Six months ended June 30,
	2015		2014		2015		2014
Revenues	$	700.6	$	662.8	$	1,390.6	$	1,307.4
Cost of sales		420.1		387.2		821.7		770.1
Selling, general and administrative		86.2		93.0		173.3		173.9
Research, development and engineering		67.0		71.0		142.6		141.7
Operating earnings		127.3		111.6		253.0		221.7
Operating earnings, as a percentage
of revenues		18.2%		16.8%		18.2%		17.0%
Interest expense		24.1		31.7		48.4		62.3
Earnings from continuing operations
before income taxes		103.2		79.9		204.6		159.4
Income tax expense		24.3		17.6		48.1		33.9
Net earnings from continuing operations		78.9		62.3		156.5		125.5
Net earnings from discontinued operations, net of income taxes		-		46.3		-		92.1
Net earnings		78.9		108.6		156.5		217.6
Other comprehensive income (loss):
Foreign currency translation adjustment and other		27.3		5.4		(23.3)		9.3
Comprehensive income	$	106.2	$	114.0	$	133.2	$	226.9
Basic net earnings per share - Continuing operations	$	0.76	$	0.60	$	1.50	$	1.21
Basic net earnings per share - Discontinued operations		-		0.45		-		0.88
Basic net earnings per share	$	0.76	$	1.05	$	1.50	$	2.09
Diluted net earnings per share - Continuing operations	$	0.75	$	0.60	$	1.49	$	1.20
Diluted net earnings per share - Discontinued operations		-		0.44		-		0.88
Diluted net earnings per share	$	0.75	$	1.04	$	1.49	$	2.08
Dividends declared per share	$	0.19	$	-	$	0.38	$	-
Weighted average common shares:
Basic		104.5		103.9		104.5		103.9
Diluted		105.0		104.5		105.0		104.4

See accompanying notes to condensed consolidated financial statements.

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B/E AEROSPACE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(In Millions)

	Six months ended June 30,
	2015		2014
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$	156.5	$	217.6
Adjustments to reconcile net earnings to net cash flows provided by operating activities, net of effects from acquisitions:
Depreciation and amortization		41.3		63.0
Deferred income taxes		5.5		7.3
Non-cash compensation		14.3		14.2
Provision for doubtful accounts		0.2		0.6
Loss on disposal of property and equipment		0.2		0.1
Tax benefits realized from prior exercises of employee
stock options and restricted stock		(2.4)		(4.8)
Changes in operating assets and liabilities:
Accounts receivable		(95.6)		(128.1)
Inventories		(107.1)		(158.6)
Other current and non-current assets		62.3		(30.3)
Accounts payable and accrued liabilities		34.7		86.7
Net cash provided by operating activities		109.9		67.7
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures		(48.0)		(122.7)
Acquisitions, net of cash acquired		4.3		(1,042.7)
Other		(5.1)		-
Net cash used in investing activities		(48.8)		(1,165.4)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from common stock issued		3.1		3.7
Purchase of treasury stock		(0.4)		(0.1)
Tax benefits realized from prior exercises of employee
stock options and restricted stock		2.4		4.8
Borrowings on line of credit		-		668.0
Debt origination costs		-		(1.9)
Principal payments on long-term debt		(11.0)		--
Dividends		(19.9)		--
Net cash (used in) provided by financing activities		(25.8)		674.5
Effect of foreign exchange rate changes on cash and cash equivalents		(1.5)		1.9
Net increase (decrease) in cash and cash equivalents		33.8		(421.3)
Cash and cash equivalents, beginning of period		292.5		637.8
Cash and cash equivalents, end of period	$	326.3	$	216.5
Supplemental disclosures of cash flow information:
Cash paid (refunded) during period for:
Interest	$	37.4	$	57.5
Income taxes		(30.0)		93.7
Supplemental schedule of noncash investing activities:
Accrued property additions	$	5.5	$	9.4
Contingent Consideration		-		102.0

See accompanying notes to condensed consolidated financial statements.

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B/E AEROSPACE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited - In Millions, Except Per Share Data)

Note 1.Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”).Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements.All adjustments which, in the opinion of management, are considered necessary for a fair presentation of the results of operations for the periods shown are of a normal recurring nature and have been reflected in the condensed consolidated financial statements.The results of operations for the periods presented are not necessarily indicative of the results expected for the full fiscal year or for any future period.The information included in these condensed consolidated financial statements should be read in conjunction with the condensed consolidated financial statements and accompanying notes included in the B/E Aerospace, Inc. (the “Company”) Annual Report on Form 10-K for the fiscal year ended December 31, 2014.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and related disclosures.Actual results could differ from those estimates.

Note 2.Recent Accounting Pronouncements

In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-03, Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”), which updated the guidance in Accounting Standards Codification (“ASC”) Topic 835, Interest. The updated guidance is effective retrospectively for annual periods and interim periods within the annual periods beginning after December 15, 2015. Early adoption is permitted, including early adoption in an interim period. The amendment requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The Company adopted ASU 2015-03 effective January 1, 2015 and has presented debt issuance costs of $22.8 and $24.4 as of June 30, 2015 and December 31, 2014, respectively, as a direct deduction from the carrying amounts of its debt liabilities. These amounts were previously recorded in other assets.

In June 2014, the FASB issued ASU 2014-12, Compensation-Stock Compensation (“ASU 2014-12”), which updated the guidance in ASC Topic 718, Compensation – Stock Compensation (“ASC Topic 718”). The update is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The amendments require that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in ASC Topic 718 F-12 as it relates to awards with performance conditions that affect vesting to account for such awards. As such, the performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. If the performance target becomes probable of being achieved before the end of the requisite service period, the remaining unrecognized compensation cost should be recognized prospectively over the remaining requisite service period. The total amount of compensation cost recognized during and after the requisite service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The requisite service period ends when the employee can cease rendering service and still be eligible to vest in the award if the performance target is achieved. As indicated in the definition of vest, the stated vesting period (which includes the period in which the performance target could be achieved) may differ from the requisite service period. The guidance permits two implementation approaches, either prospectively to all awards granted or modified after the effective date, or retrospectively to all awards with performance targets that are outstanding

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as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards thereafter. The adoption of ASU 2014-12 is not expected to have a material impact on the Company’s consolidated financial statements.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which updated the guidance in ASC Topic 606, Revenue Recognition. The amendments in this update are effective for annual reporting periods beginning after December 15, 2017. Early adoption is permitted as of one year prior to the current effective date. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should identify the contract(s) with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract and recognize revenue when (or as) the entity satisfies a performance obligation. The guidance permits two implementation approaches, one requiring retrospective application of the new standard with restatement of prior years and one requiring prospective application of the new standard with disclosure of results under old standards. The Company is currently evaluating the impact this guidance will have on its consolidated financial condition, results of operations, cash flows and disclosures and is currently unable to estimate the impact of adopting this guidance.

In April 2014, the FASB issued ASU 2014-08, Presentation of Financial Statements (ASC Topic 205) and Property, Plant and Equipment (“ASU 2014-08”), which updated the guidance in ASC Topic 360, Property, Plant and Equipment. The updated guidance is effective prospectively for years beginning on or after December 15, 2014, with early application permitted. The amendments in this update change the requirements for reporting discontinued operations in ASC Subtopic 205-20, Presentation of Financial Statements-Discontinued Operations. Under this updated guidance, a discontinued operation will include a disposal of a major part of an entity’s operations and financial results such as a separate major line of business or a separate major geographical area of operations. The guidance raises the threshold to be a major operation but no longer precludes discontinued operations presentation where there is significant continuing involvement or cash flows with a disposed component of an entity. The guidance expands disclosures to include cash flows where there is significant continuing involvement with a discontinued operation and the pre-tax profit or loss of disposal transactions not reported as discontinued operations. The adoption of ASU 2014-08 did not have a material impact on the Company’s condensed consolidated financial statements.

Note 3.Divestitures and Business Combinations

Spin-off of KLX Inc.

On June 10, 2014, we announced a plan to spin-off our Consumables Management Segment into a separate publicly traded company. To accomplish the spin-off, we formed KLX Inc. (“KLX”). On December 16, 2014 (the “Distribution Date”), we completed the spin-off of KLX by means of the transfer of our Consumables Management Segment to KLX and the subsequent distribution of all the outstanding KLX common stock to our stockholders. We retained our commercial aircraft and business jet segments. On the Distribution Date, each of our stockholders of record received one share of KLX common stock for every two shares of our common stock held as of the record date. The distribution was structured to be tax free to our U.S. stockholders for U.S. federal income tax purposes.

The divested KLX is presented as a discontinued operation on the condensed consolidated statements of earnings and comprehensive income for all periods presented. The cash flows of KLX are included within our condensed consolidated statement of cash flows for the six months ended June 30, 2014.

In connection with the spin-off, we entered into certain agreements with KLX relating to transition services and information technology (“IT”) services for a period of approximately 24 months following the distribution. In addition, we entered into an employee matters agreement and a tax sharing and indemnification agreement with KLX in connection with the spin-off.

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During the three and six month periods ended June 30, 2014, KLX generated revenues of $426.7 and $793.3, earnings before income taxes of $73.7 and $146.6, and net earnings of $46.3 and $92.1, respectively, which have been presented as net earnings from discontinued operations in the accompanying condensed consolidated statements of earnings and comprehensive income for the three and six month periods ended June 30, 2014. The results of the KLX discontinued operation exclude certain corporate and group allocations which were historically allocated to our Consumables Management Segment. These costs include primarily corporate overhead and information systems.

Acquisitions

During the second quarter of 2014, the Company acquired the outstanding shares of the Emteq, Inc. group of companies (“EMTEQ”), a domestic provider of aircraft interior and exterior lighting systems, as well as aircraft cabin management and power systems for a purchase price of $253.2, net of cash acquired. The Company also acquired the outstanding shares of the F+E Fischer + Entwicklungen GmbH & Co. KG group of companies (“Fischer”), a leading Europe-based manufacturer of seating products for civilian helicopters for a purchase price of $211.7, net of cash acquired. The Company also acquired the outstanding shares of Wessex Advanced Switching Products Ltd. (“WASP”), which is engaged in the production of lighting, control units and switches and is based in Europe, for a purchase price of $63.0, net of cash acquired. These acquisitions are included in the business jet segment and collectively referred to as the “2014 Acquisitions.”

For the 2014 Acquisitions, based on our purchase price allocation, the excess of the purchase price over the fair value of the identifiable assets acquired approximated $530.5, of which $137.0 was allocated to identified intangible assets, consisting of customer contracts and relationships, developed technologies, trade names and covenants not to compete, and $393.5 is included in goodwill. The useful life assigned to the customer contracts and relationships and developed technologies is 20 years, the useful life assigned to trade names is five to 20 years, and the covenants not to compete are being amortized over their contractual periods of three to five years.

The 2014 Acquisitions were accounted for as purchases under ASC Topic 805, BusinessCombinations (“ASC Topic 805”). The assets purchased and liabilities assumed for the 2014 Acquisitions have been reflected in the accompanying condensed consolidated balance sheets as of June 30, 2015 and December 31, 2014, and the results of operations for the 2014 Acquisitions are included in the accompanying condensed consolidated statements of earnings from their respective dates of acquisition.

The Company completed its evaluation and allocation of the purchase price for the EMTEQ and Fischer acquisitions during the six months ended June 30, 2015. The Company completed its evaluation and allocation of the purchase price for the WASP acquisition during the three months ended March 31, 2015. The Company recorded measurement period adjustments to previous purchase accounting estimates for the 2014 Acquisitions, which were primarily related to the finalization of the valuation of intangible assets. The adjustments primarily consisted of an increase in identifiable intangible assets and deferred income tax liability of $32.5 and $10.5, respectively, and a decrease in goodwill of $19.1. These adjustments were applied retrospectively to the acquisition date. Accordingly, the Company's consolidated balance sheet as of December 31, 2014 has been adjusted to reflect the effects of the measurement period adjustments. There was no material impact of the measurement period adjustments on the retrospective period statement of earnings and comprehensive income.

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The following table summarizes the fair values of assets acquired and liabilities assumed in the 2014 Acquisitions in accordance with ASC Topic 805, which are recorded based on management’s estimates as follows:

	Domestic		Foreign
Accounts receivable-trade	$	12.5	$	12.0
Inventories		12.3		7.9
Other current and non-current assets		2.5		1.2
Property and equipment		6.5		7.1
Goodwill		194.0		199.5
Identified intangibles		45.7		91.3
Accounts payable		(4.2)		(3.6)
Other current and non-current liabilities		(16.1)		(40.7)
Total purchase price	$	253.2	$	274.7

The majority of the goodwill and intangible assets related to the 2014 Acquisitions are not expected to be deductible for tax purposes.

Consolidated unaudited pro forma revenues, net earnings, and diluted net earnings per share from continuing operations for the three and six month periods ended June 30, 2014, giving effect to the 2014 Acquisitions as if they had occurred on January 1, 2013 were $691.6,  $64.9, and $0.62, and $1,376.4,  $130.4 and $1.25, respectively.

Note 4.Inventories

Inventories are stated at the lower of cost or market. Cost is determined using FIFO or the weighted average cost method. Finished goods and work-in-process inventories include material, labor and manufacturing overhead costs. In accordance with industry practice, costs in inventory include amounts relating to long-term contracts with long production cycles, some of which are not expected to be realized within one year. Work-in-process inventories include costs and estimated earnings in excess of billings on uncompleted contracts of $115.6 and $127.9 and capitalized development costs on long-term seller furnished equipment contracts of $381.6 and $320.6 as of June 30, 2015 and December 31, 2014, respectively. Inventories consist of the following:

		June 30,		December 31,
		2015		2014
Purchased materials and component parts	$	303.3	$	257.4
Work-in-process		677.5		605.9
Finished goods		45.4		61.0
	$	1,026.2	$	924.3

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Note 5.Goodwill and Intangible Assets

The table below sets forth the intangible assets by major asset class, all of which were acquired through business purchase transactions:

		June 30, 2015
	Useful					Net
	Life	Original		Accumulated		Book
	(Years)	Cost		Amortization		Value
Customer contracts and relationships	8-30	$	131.7	$	17.1	$	114.6
Acquired technologies and other	5-34		167.3		78.9		88.4
Trademarks and patents	3-20		27.7		17.1		10.6
Covenants not to compete	4-5		2.0		0.5		1.5
Trade names	5-20		29.3		3.1		26.2
		$	358.0	$	116.7	$	241.3

Amortization expense associated with identifiable intangible assets within continuing operations was approximately $4.2 and $3.0 for the three month periods ended June 30, 2015 and 2014, respectively, and $8.5 and $5.9 for the six month periods ended June 30, 2015 and 2014, respectively. The Company currently expects to recognize amortization expense of approximately $17 in each of the next fivefiscalyears.  The future amortization amounts are estimates. Actual future amortization expense may be different due to future acquisitions, impairments, changes in amortization periods or other factors such as changes in exchange rates for assets acquired outside the United States. The Company expenses costs to renew or extend the term of a recognized intangible asset. Goodwill decreased $16.9 during the six months ended June 30, 2015 due to foreign currency translations.

Note 6.Long-Term Debt

In connection with the KLX spin-off, the Company entered into a credit agreement dated as of December 16, 2014 (as amended, the “Credit Agreement”) governing its senior secured bank credit facilities, consisting of (a) a five-year, $600.0 revolving credit facility (the “Revolving Credit Facility”) and (b) a seven-year, $2,200.0 term loan facility (the “Term Loan Facility”).  Borrowings under the Revolving Credit Facility bear interest at an annual rate equal to the London interbank offered rate (“LIBOR”) plus 200 basis points or ABR (as defined therein) plus 100 basis points. There were no amounts outstanding under the Revolving Credit Facility as of June 30, 2015 or December 31, 2014.  Borrowings under the Term Loan Facility bear interest at an annual rate equal to LIBOR plus 325 basis points (LIBOR shall not be less than 75 basis points per annum) or ABR (as defined therein) plus 225 basis points  (4.0% at June 30, 2015). 

Outstanding long-term debt as of June 30, 2015 consisted of$2,189.0outstanding under the Term Loan Facility, of which $22.0 was current. In addition, the Company has a $600.0 Revolving Credit Facility of which there were no amounts outstanding as of June 30, 2015. On a net basis, after taking into consideration unamortized original issue discount and debt issue costs for the Term Loan Facility, net long-term debt was $2,156.0, consisting of $2,138.7 of long-term debt and $17.3 of current maturities of long-term debt.

In connection with the KLX spin-off, during December 2014, the Company redeemed $1,300.0 of its 5.25% Notes due 2022 and $650.0 of its 6.875% Notes due 2020. The Company incurred a loss on debt extinguishment of $243.6 related to unamortized debt issue costs and fees and expenses related to the repurchase of its 5.25% and 6.875% Notes during December 2014.

Letters of credit outstanding under the Revolving Credit Facility aggregated $8.5 at June 30, 2015 ($7.7 at December 31, 2014).

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The Revolving Credit Facility contains an interest coverage ratio financial covenant (as defined therein) that must be maintained at a level greater than 3.0 to 1 and a total leverage ratio covenant (as defined therein) which limits gross debt to a 5.25 to 1 multiple of EBITDA (as defined therein). The Credit Agreement is collateralized by substantially all of the Company’s assets and contains customary affirmative covenants, negative covenants, restrictions on the payment of dividends and the repurchase of our stock, and conditions precedent for borrowings, all of which were met as of June 30, 2015.

Note 7.Fair Value Measurements

All short-term financial instruments are generally carried at amounts that approximate estimated fair value. The fair value is the price at which an asset could be exchanged in a current transaction between knowledgeable, willing parties. Assets measured at fair value are categorized based upon the lowest level of significant input to the valuations.

Level 1 – quoted prices in active markets for identical assets and liabilities.

Level 2 – quoted prices for identical assets and liabilities in markets that are not active, or observable inputs other than quoted prices in active markets for identical assets and liabilities.

Level 3 – unobservable inputs in which there is little or no market data available, which require the reporting entity to develop its own assumptions.

The carrying amounts of cash and cash equivalents (which the Company classifies as Level 1 assets), accounts receivable – trade and accounts payable represent their respective fair values due to their short- term nature. There was no debt outstanding under the Revolving Credit Facility as of June 30, 2015 or December 31, 2014. The carrying value of the Term Loan Facility approximates fair value due to the recent debt refinancing (which the Company classifies as Level 2).

The fair value information presented herein is based on pertinent information available to management at June 30, 2015 and December 31, 2014, respectively.

Note 8.Commitments, Contingencies and Off-Balance Sheet Arrangements

Lease Commitments – The Company finances its use of certain facilities and equipment under committed lease arrangements provided by various institutions. Since the terms of these arrangements meet the accounting definition of operating lease arrangements, the aggregate sum of future minimum lease payments is not reflected on the condensed consolidated balance sheets. At June 30, 2015, future minimum lease payments under these arrangements approximated $192.6, the majority of which related to long-term real estate leases.

Litigation – The Company is a defendant in various legal actions arising in the normal course of business, the outcomes of which, in the opinion of management, neither individually nor in the aggregate, are likely to result in a material adverse effect on the Company’s condensed consolidated financial statements.

Indemnities, Commitments and Guarantees – During its normal course of business, the Company has made certain indemnities, commitments and guarantees under which it may be required to make payments in relation to certain transactions. These indemnities include non-infringement of patents and intellectual property indemnities to the Company’s customers in connection with the design, manufacture, sale and delivery of its products, indemnities to various lessors in connection with facility leases for certain claims arising from such facility or lease, and indemnities to other parties to certain acquisition agreements. The duration of these indemnities, commitments and guarantees varies, and in certain cases is indefinite. Many of these indemnities, commitments and guarantees provide for limitations on the maximum potential future payments the Company could be obligated to make. However, the Company is unable to estimate the maximum amount of liability related to its indemnities, commitments and guarantees because such liabilities are contingent upon the occurrence of events that are not reasonably determinable. Management believes that any liability for these indemnities, commitments and guarantees would not be material to the accompanying condensed consolidated

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financial statements. Accordingly, no significant amounts have been accrued for indemnities, commitments and guarantees.

Product Warranty Costs – Estimated costs related to product warranties are accrued at the time products are sold. In estimating its future warranty obligations, the Company considers various relevant factors, including the Company’s stated warranty policies and practices, the historical frequency of claims and the cost to replace or repair its products under warranty.

Note 9.Accounting for Stock-Based Compensation

The Company has a Long-Term Incentive Plan (“LTIP”) under which the Company’s Compensation Committee has the authority to grant stock options, stock appreciation rights, restricted stock, restricted stock units or other forms of equity-based or equity-related awards.

Compensation cost generally is recognized on a straight-line basis over the vesting period of the shares. Share-based compensation of $7.2and $13.5, and $7.0 and$13.4  was recognized during the three and six month periods ended June 30, 2015 and 2014, respectively, related to the equity grants made pursuant to the LTIP. Unrecognized compensation expense related to equity grants, including the estimated impact of any future forfeitures, was $60.6 at June 30, 2015.

The Company has established a qualified Employee Stock Purchase Plan which allows qualified employees (as defined therein) to purchase shares of the Company’s common stock at a price equal to 85% of the closing price at the end of each semi-annual stock purchase period. Compensation cost for this plan was not material to any of the periods presented.

Note 10.Segment Reporting

The Company is organized based on the products and services it offers. The Company’s reportable segments, which are also its operating segments, are comprised of commercial aircraft and business jet. Each segment regularly reports its results of operations and makes requests for capital expenditures and acquisition funding to the Company’s chief operational decision-making group (“CODM”). This group is comprised of the Executive Chairman of the Board of Directors, the President and Chief Executive Officer and the Vice President and Chief Financial Officer. Each operating segment has separate management teams and infrastructures dedicated to providing a full range of products and services to their commercial, business jet, military, maintenance, repair and overhaul providers, aircraft leasing and aircraft manufacturing customers. The Company has not included product line information due to the similarity of commercial aircraft segment product offerings. The Company is currently evaluating the appropriate structure and reporting classification of its business segments and reporting units in light of the Company’s spin-off of KLX and changes in the members of the CODM and depending on the results of this evaluation our reportable segments and reporting units may change in the future.

12

The following table presents revenues and operating earnings by reportable segment:

	Three months ended				Six months ended
	June 30,				June 30,
	2015		2014		2015		2014
Revenues:
Commercial aircraft	$	539.3	$	541.1	$	1,065.4	$	1,064.5
Business jet		161.3		121.7		325.2		242.9
	$	700.6	$	662.8	$	1,390.6	$	1,307.4
Operating earnings(1)
Commercial aircraft	$	99.7	$	98.3	$	198.1	$	191.4
Business jet		27.6		15.9		54.9		37.0
		127.3		114.2		253.0		228.4
Corporate allocations related to discontinued operations		-		(2.6)		-		(6.7)
Operating earnings		127.3		111.6		253.0		221.7
Interest expense		24.1		31.7		48.4		62.3
Earnings from continuing operations
before income taxes	$	103.2	$	79.9	$	204.6	$	159.4

(1) Operating earnings includes an allocation of corporate IT costs, employee benefits and general and administrative costs based on the proportion of each segment’s systems users, number of employees and sales, respectively.

The following table presents capital expenditures(1) by reportable segment:

	Three months ended				Six months ended
	June 30,				June 30,
	2015		2014		2015		2014
Commercial aircraft	$	13.3	$	21.2	$	36.5	$	47.6
Business jet		9.4		7.9		11.5		14.1
Discontinued operations		-		37.4		-		61.0
	$	22.7	$	66.5	$	48.0	$	122.7

(1) Corporate capital expenditures have been allocated to the above segments in a manner consistent with our corporate expense allocations.

The following table presents goodwill by reportable segment:

	June 30,		December 31,
	2015		2014
Commercial aircraft	$	375.1	$	379.8
Business jet		448.4		460.6
	$	823.5	$	840.4

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The following table presents total assets(1) by reportable segment:

	June 30,		December 31,
	2015		2014
Commercial aircraft	$	2,212.6	$	2,112.4
Business jet		1,119.9		1,079.7
	$	3,332.5	$	3,192.1

(1) Corporate assets (including cash and cash equivalents) of $521.4 and $566.8at June 30, 2015 and December 31, 2014, respectively, have been allocated to the above segments in a manner consistent with our corporate expense allocations.

Note 11.Net Earnings Per Common Share

Basic net earnings per common share is computed using the weighted average common shares outstanding during the period. Diluted net earnings per common share is computed by using the weighted average common shares outstanding including the dilutive effect of shares issued under the Employee Stock Purchase Plan and restricted shares based on an average share price during the period. For the three month periods ended June 30, 2015 and 2014, approximately 0.4 and 0.0 shares and for the six month periods ended June 30, 2015 and 2014, approximately 0.6 and 0.0 shares of the Company’s common stock, respectively, were excluded from the determination of diluted earnings per common share because their effect would have been anti-dilutive.

The computations of basic and diluted earnings per share for the three and six month periods ended June 30, 2015 and 2014, respectively, are as follows:

	Three months ended				Six months ended
	June 30,				June 30,
	2015		2014		2015		2014
Net earnings	$	78.9	$	108.6	$	156.5	$	217.6
Basic weighted average common shares		104.5		103.9		104.5		103.9
Effect of employee stock purchase plan shares		-		0.1		-		0.1
Effect of restricted shares issued		0.5		0.5		0.5		0.4
Diluted weighted average common shares		105.0		104.5		105.0		104.4
Basic net earnings per share:
Continuing operations	$	0.76	$	0.60	$	1.50	$	1.21
Discontinued operations		-		0.45		-		0.88
Basic net earnings per share	$	0.76	$	1.05	$	1.50	$	2.09
Diluted net earnings per share:
Continuing operations	$	0.75	$	0.60	$	1.49	$	1.20
Discontinued operations		-		0.44		-		0.88
Diluted net earnings per share	$	0.75	$	1.04	$	1.49	$	2.08

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Note 12.  Accounting for Uncertainty in Income Taxes

In accordance with ASC Topic 740, Income Taxes, the Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. As of June 30, 2015 and December 31, 2014, the Company had $74.2 and $73.2, respectively, of net unrecognized tax benefits. This liability, if recognized, would affect the Company’s effective tax rate. The Company is currently open to audit by the tax authorities for the eight tax years ended December 31, 2014. There are currently no material income tax audits in progress.

The Company classifies interest and penalties related to income tax as income tax expense. The amount included in the Company’s liability for unrecognized tax benefits for interest and penalties was less than $2.0 as of June 30, 2015 and December 31, 2014.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(In Millions, Except Per Share Data)

OVERVIEW

The following discussion and analysis addresses the results of our operations for the three and six month periods ended June 30, 2015, as compared to our results of operations for the three and six month periods ended June 30, 2014. In addition, the discussion and analysis addresses our liquidity, financial condition and other matters for these periods.

Based on our experience in the industry, we believe we are the world’s largest manufacturer of cabin interior products for commercial aircraft and for business jets. We sell our products and provide our services directly to virtually all of the world’s major airlines and aerospace manufacturers. In addition, based on our experience, we believe that we have achieved leading global market positions in each of our major product categories, which include:

· commercial aircraft seats, including an extensive line of super first class, first class, business class, tourist class and regional aircraft seats;

· a full line of aircraft food and beverage preparation and storage equipment, including coffee and espresso makers, water boilers, beverage containers, refrigerators, freezers, chillers and a line of ovens that includes microwave, high efficiency convection and steam ovens;

· modular lavatory systems, wastewater management systems and galley systems;

· both chemical and gaseous aircraft oxygen storage, distribution and delivery systems, protective breathing equipment and a broad range of lighting products; and

· business jet and general aviation interior products, including an extensive line of executive aircraft seats, direct and indirect overhead lighting systems, passenger and crew oxygen systems, air valve systems and high-end furniture and cabinetry.

We provide comprehensive aircraft cabin interior reconfiguration, program management and certification services. We also offer helicopter seating to industrial, military and commercial customers. In addition, we also design, engineer and manufacture customized fully integrated thermal and power management solutions for participants in the defense industry, aerospace original equipment manufacturers and the airlines.

On June 10, 2014, we announced a plan to spin-off our Consumables Management Segment into a separate publicly traded company. To accomplish the spin-off, we formed a new company, KLX Inc. (“KLX”). On December 16, 2014, we completed the spin-off of KLX by means of the transfer of our Consumables Management Segment to KLX and the subsequent distribution to our stockholders of all of the outstanding shares of KLX common stock. The historical operating results of the Consumables Management Segment prior to the spin-off are excluded from net earnings from continuing operations and are presented as net earnings from discontinued operations in our condensed consolidated statements of earnings and comprehensive income. Discontinued operations include the results of KLX’s business except for certain corporate and group allocations which were historically allocated to KLX.  Discontinued operations also include other costs incurred by us to spin-off KLX. The cash flows of KLX are included in our condensed consolidated statement of cash flows for the six month period ended June 30, 2014.

We conduct our operations through strategic business units that are presented under two reportable segments: commercial aircraft and business jet.

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Revenues by reportable segment for the three and six month periods ended June 30, 2015 and June 30, 2014, respectively, were as follows:

	Three months ended  June 30,								Six months ended June 30,
	2015				2014				2015				2014
			% of				% of				% of				% of
	Revenues		Revenues		Revenues		Revenues		Revenues		Revenues		Revenues		Revenues
Commercial aircraft	$	539.3	77.0	%	$	541.1	81.6	%	$	1,065.4	76.6	%	$	1,064.5	81.4	%
Business jet		161.3	23.0	%		121.7	18.4	%		325.2	23.4	%		242.9	18.6	%
Total revenues	$	700.6	100.0	%	$	662.8	100.0	%	$	1,390.6	100.0	%	$	1,307.4	100.0	%

Revenues by geographic segment (based on destination) for the three and six month periods ended June 30, 2015 and June 30, 2014, respectively, were as follows:

	Threemonths ended June 30,								Six months ended June 30,
	2015				2014				2015				2014
			% of				% of				% of				% of
	Revenues		Revenues		Revenues		Revenues		Revenues		Revenues		Revenues		Revenues
U.S.	$	243.4	34.7	%	$	193.6	29.2	%	$	473.4	34.0	%	$	422.6	32.3	%
Europe		184.1	26.3	%		183.3	27.7	%		399.5	28.7	%		343.8	26.3	%
Asia, Pacific Rim, Middle East and Other		273.1	39.0	%		285.9	43.1	%		517.7	37.3	%		541.0	41.4	%
Total revenues	$	700.6	100.0	%	$	662.8	100.0	%	$	1,390.6	100.0	%	$	1,307.4	100.0	%

Revenues by domestic and foreign operations for the three and six month periods ended June 30, 2015 and June 30, 2014, respectively, were as follows:

	Three months ended  June 30,								Six months ended June 30,
	2015				2014				2015				2014
			% of				% of				% of				% of
	Revenues		Revenues		Revenues		Revenues		Revenues		Revenues		Revenues		Revenues
Domestic	$	408.6	58.3	%	$	394.0	59.4	%	$	812.2	58.4	%	$	776.8	59.4	%
Foreign		292.0	41.7	%		268.8	40.6	%		578.4	41.6	%		530.6	40.6	%
Total revenues	$	700.6	100.0	%	$	662.8	100.0	%	$	1,390.6	100.0	%	$	1,307.4	100.0	%

New product development is a strategic initiative for us. Our customers regularly request that we engage in new product development and enhancement activities. We believe these activities protect and enhance our leadership position. We believe our investments in research and development over the past several years have been a driving force behind our ongoing market share gains and the growth of our record backlog. Research, development and engineering spending was approximately 9.6% of revenues during the second quarter of 2015. We expect research and development expenditures to be approximately 10% of revenues over the next several years.

We also believe in providing our businesses with the tools required to remain competitive. In that regard, we have invested, and will continue to invest, in property and equipment that enhance our productivity. Taking into consideration recent awards to deliver multi-year programs for various Boeing and Airbus aircraft, our targeted capacity utilization levels, recent acquisitions and current industry conditions, we expect that our capital expenditures will be approximately $100 during 2015.

The current market environment continues to be strong. According to the International Air Transport Association (“IATA”),global traffic grew a very strong 6.9% in the month of May and capacity was up 6.5%.

Year-to-date traffic has increased a strong 6.3%, while year-to-date capacity growth has grown a healthy 5.9%, resulting in continued high global load factors.

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The global airline industry continues to demonstrate the discipline to grow capacity at a rate no faster than demand, and the favorable resulting load factors and yields have enabled the airlines to achieve record sustained profitability. The IATA is forecasting strong global passenger traffic growth of 6.7% for 2015. As a result, IATA is forecasting that 2015 will be a record year for global airline profits.  Global airline profits are expected to be in excess of $29 billion, an increase of approximately $4 billion from IATA’s earlier forecast, and up more than 75% over 2014, which was recently adjusted down to $16.4 billion. The IATA is forecasting 2015 to be the sixth successive year of solid profitability for the global airline industry.

RESULTS OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 2015, COMPARED TO THREE MONTHS ENDED JUNE 30, 2014

(In Millions, Except Backlog and Per Share Data)

	REVENUES
	Three months ended
	June 30,				Percent
	2015		2014		Change
Commercial aircraft	$	539.3	$	541.1	-0.3%
Business jet		161.3		121.7	32.5%
Total revenues	$	700.6	$	662.8	5.7%

Second quarter 2015 revenues of $700.6 increased 5.7%, as compared with the prior year period (revenues increased 6.5% after adjusting for unfavorable Euro exchange rates).  In addition, revenues from the Company’s Russian customers were negatively impacted by the economic sanctions and the collapse in global oil and gas prices. Excluding sales to Russian customers and adjusting for the negative impact from currency, revenues increased 7.8%. Spares revenues, which increased at a double-digit rate in the first quarter of 2015, grew at a more tepid 3.3% rate in the second quarter.

Cost of sales for the current period was $420.1 or 60.0% of revenues, as compared with cost of sales of $387.2, or 58.4% of revenues in the prior year period. Gross margins decreased 160 basis points due to a change in product mix at our commercial aircraft segment (“CAS”), which was somewhat offset by slightly higher gross margins at our business jet segment (“BJS”).

Engineering, research and development (“ER&D”) expense for the second quarter of 2015 was $67.0, or 9.6% of revenues, as compared with $71.0 or 10.7% of revenues in the same period in 2014. The $4.0 decrease in spending is primarily due to lower engineering and development costs for seating products and food and beverage preparation and storage equipment products. We expect that ER&D expense will approximate 10% of revenues for the full year 2015.

Selling, general and administrative (“SG&A”) expense for the second quarter of 2015 was $86.2, or 12.3% of revenues, as compared with SG&A of $93.0, or 14.0% of revenues in the same period in 2014. SG&A was lower due to cost saving initiatives, offset by incremental SG&A expenses primarily associated with the 2014 Acquisitions.

Second quarter 2015 operating earnings were $127.3, an increase of 14.1%, and operating margin was 18.2%, an increase of 140 basis points, each as compared to the same period in 2014.

Interest expense in the current period of $24.1 decreased by $7.6 as compared with the prior year period primarily as the result of lower effective borrowing rates associated with the current credit facilities.

Second quarter 2015 earnings from continuing operations before income taxes were $103.2, an increase of $23.3, or 29.2%, as compared with the prior year period. 

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Income tax expense for the three months ended June 30, 2015 of $24.3, or 23.5% of earnings before income taxes, increased by $6.7 as compared with the prior year period income tax expense of $17.6, which represented a 22% effective tax rate.  

Second quarter 2015 net earnings from continuing operations and net earnings per diluted share from continuing operations were $78.9 and $0.75 per share, increases of 26.6% and 25.0%, respectively, as compared with the prior year period. 

Bookings during the second quarter of 2015 were approximately $760 million, an increase of 18% as compared to the prior year period. Booked backlog at June 30, 2015 was approximately $3.2 billion and total backlog, both booked and awarded but unbooked, was approximately $8.2 billion.

SEGMENT RESULTS

The following is a tabular summary and commentary of revenues and operating earnings by segment for the three month periods ended June 30, 2015 and 2014:

	OPERATING EARNINGS
	Three months ended
	June 30,				Percent
	2015		2014		Change
Commercial aircraft	$	99.7	$	98.3	1.4%
Business jet		27.6		15.9	73.6%
KLX corporate allocations		-		(2.6)	--
Total operating earnings	$	127.3	$	111.6	14.1%

Second quarter 2015 CAS revenues of $539.3 were essentially flat as compared with the prior year period and were up 0.6% on a constant currency basis. Revenues in the quarter were also negatively impacted by a decline in sales to Russian customers. Excluding sales to Russian customers and adjusting for the negative impact from currency, revenues increased 2.1% as compared with the prior year period. Operating earnings of $99.7 increased 1.4%, and operating margin of 18.5% increased 30 basis points, each as compared to the prior year period.

Second quarter 2015 BJS revenues of $161.3 increased 32.5%, as compared with the prior year period. Revenue growth was driven by higher sales of super first class and lighting products, as well as the 2014 Acquisitions. BJS revenues excluding the impact of the 2014 Acquisitions increased 14.3%. Operating earnings increased 73.6% to $27.6, and operating margin of 17.1% increased 400 basis points, each as compared with the prior year period.

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SIX MONTHS ENDED JUNE 30, 2015,

AS COMPARED TO SIX MONTHS ENDED JUNE 30, 2014

	REVENUES
	Six months ended
	June 30,				Percent
	2015		2014		Change
Commercial aircraft	$	1,065.4	$	1,064.5	0.1%
Business jet		325.2		242.9	33.9%
Total revenues	$	1,390.6	$	1,307.4	6.4%

For the six months ended June 30, 2015, revenues of $1,390.6 increased 6.4%, as compared with the prior year period(revenues increased 7.1% adjusting for unfavorable Euro exchange rates). Excluding sales to Russian customers and adjusting for the negative impact from currency, revenues increased 8.5%.

Cost of sales for the current six month period was $821.7, or 59.1% of revenues, as compared with cost of sales of $770.1, or 58.9% of revenues in the prior year period. Gross margins decreased 20 basis points due to a change in product mix at CAS, which was somewhat offset by higher gross margins at BJS.

ER&D expense for the first six months of 2015 was $142.6, or 10.3% of revenues, as compared with $141.7, or 10.8% of revenues,  in the same period in 2014. The 50 basis point decrease in ER&D was due to lower ER&D expense at CAS in the second quarter. We expect that ER&D expense will approximate 10% of revenues for the full year 2015.

SG&A for the first six months of 2015 was $173.3, or 12.5% of revenues, as compared with SG&A of $173.9, or 13.3% of revenues, in the same period in 2014. SG&A was slightly lower due to cost saving initiatives,offset by incremental SG&A expenses primarily associated with the 2014 Acquisitions.

For the six months ended June 30, 2015, operating earnings of $253.0, increased 14.1% and operating margin of 18.2% expanded 120 basis points, each as compared to the prior year period.

Interest expense in the first half of 2015 of $48.4 decreased by $13.9 as compared with the prior year period primarily as the result of lower effective borrowing rates associated with the current credit facilities.

Earnings from continuing operations before income taxes in the current six month period of $204.6 increased by $45.2, or 28.4%, as compared with the prior year period.

Income tax expense for the six months ended June 30, 2015 of $48.1 or 23.5% of earnings before income taxes, increased by $14.2 as compared with the prior year period income tax expense of $33.9, which represented a 21.3% effective tax rate.

Net earnings from continuing operations for the first half of 2015 of $156.5 and net earnings from continuing operations per diluted share of $1.49 increased $31.0 and $0.29, or 24.7% and 24.2%, respectively, as compared with the same period of the prior year for the reasons described above.

Bookings for the six months ended June 30, 2015 were approximately $1.6 billion, representing a book-to-bill ratio of approximately 1.2 to 1.

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Segment Results

The following is a summary of operating earnings by segment:

	OPERATING EARNINGS
	Six months ended
	June 30,				Percent
	2015		2014		Change
Commercial aircraft	$	198.1	$	191.4	3.5%
Business jet		54.9		37.0	48.4%
KLX corporate allocations		-		(6.7)	--
Total operating earnings	$	253.0	$	221.7	14.1%

For the six months ended June 30, 2015, CAS revenues were flat as compared to the prior year period and were up 1.0% on a constant currency basis. Excluding sales to Russian customers and adjusting for the negative impact from currency, revenues increased 2.5%. Operating earnings of $198.1 increased 3.5% and operating margin of 18.6% increased 60 basis points, each as compared with the prior year period.

For the six months ended June 30, 2015, BJS revenues increased 33.9%as compared with the prior year period. Revenue growth was driven by higher sales of super first class and lighting products, as well as the 2014 Acquisitions. Operating earnings increased 48.4% to $54.9 and operating margin of 16.9% increased 170 basis points, each as compared with the prior year period.

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LIQUIDITY AND CAPITAL RESOURCES

Current Financial Condition

As of June 30, 2015, our net debt-to-net capital ratio was 93.7%. Net debt was $1,829.7, which represented total debt of $2,156.0, less cash and cash equivalents of $326.3. At June 30, 2015, net capital (total debt plus total stockholders’ equity less cash and cash equivalents) was $1,951.8.

In connection with the KLX spin-off, the Company entered into its Credit Agreement, dated as of December 16, 2014 (as amended, the “Credit Agreement”) consisting of (a) a five-year, $600.0 revolving credit facility (the “Revolving Credit Facility”) and (b) a seven-year, $2,200.0 term loan facility (the “Term Loan Facility”). At June 30, 2015 and December 31, 2014 there were no amounts outstanding under the Revolving Credit Facility. The Revolving Credit Facility matures in December 2019 unless terminated earlier. Outstanding long-term debt as of June 30, 2015 consisted of$2,189.0outstanding under the Term Loan Facility, of which $22.0 was current. On a net basis, after taking into consideration the unamortized original issue discount and debt issue costs for the Term Loan Facility, net long-term debt was $2,156.0, consisting of $2,138.7 of long-term debt and $17.3 of current maturities of long-term debt.

Cash on hand at June 30, 2015 increased by $33.8 as compared with cash on hand at December 31, 2014, primarily as a result of cash flows from operating activities of $109.9 less capital expenditures of $48.0, dividend payments of $19.9 and debt repayment of $11.0. The substantial majority of our cash is held within the United States, and all of our foreign cash may be brought back into the United States in a tax efficient manner. Our liquidity requirements consist of working capital needs, ongoing capital expenditures, dividends, share repurchases and payments of interest and principal on our indebtedness. Our primary requirements for working capital are directly related to the level of our operations.

Working capital as of June 30, 2015 was $981.9, an increase of $109.9 as compared with working capital at December 31, 2014. As of June 30, 2015, total current assets increased by $152.0 and total current liabilities increased by $42.1. Total current assets increased primarily as a result of a $90.5 increase in accounts receivable and a $101.9 increase in inventories (both net of foreign currency translations) to support future revenue growth, offset by a $64.3 decrease in income tax receivables. The increase in total current liabilities was primarily due to a $21.2 increase in accounts payable and a $21.0 increase in other current liabilities.

Cash Flows

As of June 30, 2015, our cash and cash equivalents were $326.3 as compared to $292.5 at December 31, 2014. Cash generated from operating activities was $109.9 for the six months ended June 30, 2015, as compared to $67.7 in the same period in the prior year. The primary sources of cash from operations during the six months ended June 30, 2015 were net earnings from continuing operations of $156.5, adjusted for depreciation and amortization of $41.3 and non-cash compensation of $14.3. Offsetting these sources of cash were an increase in accounts receivable of $95.6 and a $107.1 increase in inventories to support our record backlog.

Capital Spending

Our capital expenditures were $48.0 and $122.7 during the six month periods ended June 30, 2015 and 2014, respectively. Capital expenditures from continuing operations were $48.0 during the six months ended June 30, 2015 compared to $61.7 during the same period in 2014. We expect capital expenditures of approximately $100 during 2015. These capital expenditures are needed to support our record total backlog of approximately $8.2 billion ($3.2 billion booked and $5.0 billion awarded but unbooked). Our capital spending also takes into consideration our targeted capacity utilization levels and current industry conditions. We have, in the past, generally funded our capital expenditures with cash from operations and funds available to us under revolving bank credit facilities. We expect to fund future capital expenditures from cash on hand, from operations and from funds available to us under the Revolving Credit Facility.

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Payment of Cash Dividends and Share Repurchase Program

During the second quarter of 2015, the Company declared a quarterly cash dividend of $0.19 per share on its common stock, resulting in total dividends of $19.9.

On November 13, 2014, the Company announced that its Board of Directors authorized a $400 share repurchase program. At June 30, 2015, the Company had $400 of authorization remaining under its share repurchase program.

Outstanding Debt and Other Financing Arrangements

Outstanding long-term debt as of June 30, 2015 consisted of$2,189.0outstanding under the Term Loan Facility, of which $22.0 was current. In addition, the Company has a $600.0 Revolving Credit Facility of which there were no amounts outstanding as of June 30, 2015.On a net basis, after taking into consideration the unamortized original issue discount and debt issue costs for the Term Loan Facility, net long-term debt was $2,156.0, consisting of $2,138.7 of long-term debt and $17.3 of current maturities of long-term debt.

The Credit Agreement provides an option to request additional incremental revolving credit borrowing capacity and incremental term loans, in each case upon the satisfaction of certain customary terms and conditions.

Our obligations under the Credit Agreement are secured by liens on substantially all of our domestic assets, including a pledge of a portion of the capital stock of certain foreign subsidiaries owned directly. Amounts borrowed and outstanding under the Term Loan Facility will, in certain circumstances, be required to be prepaid with the proceeds from certain asset sales, subject to certain thresholds and reinvestment rights. The Term Loan Facility amortizes at 1% of the initial funded principal amount annually, with the balance due for repayment at final maturity in December 2021. Unless terminated earlier or extended, the Revolving Credit Facility will mature in December 2019.

The Revolving Credit Facility contains an interest coverage ratio financial covenant (as defined therein) that must be maintained at a level greater than 3.0 to 1 and a total leverage ratio covenant (as defined therein) which limits gross debt to a 5.25 to 1 multiple of EBITDA (as defined therein). The Credit Agreement contains customary affirmative covenants, negative covenants, restrictions on the payment of dividends and the repurchase of our stock and conditions precedent for borrowing. We were in compliance with all of the covenants, restrictions and conditions precedent in the Credit Agreement as of June 30, 2015.

Contractual Obligations

The following table reflects our contractual obligations and commercial commitments as of June 30, 2015. Commercial commitments include lines of credit, guarantees and other potential cash outflows resulting from a contingent event that requires performance by us or our subsidiaries pursuant to a funding commitment.

Contractual Obligations	2015		2016		2017		2018		2019		Thereafter		Total
Long-term debt and other non-current liabilities (1)	$	17.3	$	10.7	$	18.5	$	18.2	$	18.1	$	2,121.5	$	2,204.3
Operating leases		13.8		26.2		24.9		22.1		18.5		87.1		192.6
Purchase obligations (2)		10.5		2.0		1.5		-		-		-		14.0
Future interest payments on outstanding debt (3)		42.6		84.9		84.9		85.0		85.0		167.5		549.9
Total	$	84.2	$	123.8	$	129.8	$	125.3	$	121.6	$	2,376.1	$	2,960.8
Commercial Commitments
Letters of credit	$	8.5		-		-		-		-		-	$	8.5

(1) Our liability for unrecognized tax benefits of $74.2 at June 30, 2015 has been omitted from the above table because we cannot determine with certainty when this liability will be settled. It is reasonably possible that the amount of liability for unrecognized tax benefits will change in the next twelve months; however, we do not expect the change to have a significant impact on our consolidated financial statements.

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(2) We enter into purchase commitments for production materials and other items. We also enter into unconditional purchase obligations with various vendors and suppliers of goods and services in the normal course of operations through purchase orders, other documentation or with an invoice. Such obligations are generally outstanding for periods less than a year and are settled by cash payments upon delivery of goods and services and are not reflected as purchase obligations in this table.

(3) Interest payments include interest payments due on the Term Loan Facility based on minimum principal payments and using LIBOR as in effect at June 30, 2015 which was the higher of three-month LIBOR or 0.75%. Actual interest payments on the Term Loan Facility and, to the extent we draw under it, the Revolving Credit Facility, will fluctuate based on LIBOR or ABR pursuant to their terms.

We believe that our cash flows, together with cash on hand and the availability under the Revolving Credit Facility, provide us with the ability to fund our operations, make planned capital expenditures, make scheduled debt service payments and fund dividends and share repurchases for at least the next twelve months. However, such cash flows are dependent upon our future operating performance, which, in turn, is subject to prevailing economic conditions and to financial, business and other factors, including the conditions of our markets, some of which are beyond our control. If, in the future, we cannot generate sufficient cash from operations to meet our debt service obligations or fund dividends or share repurchases, we will need to refinance such debt obligations, obtain additional financing or sell assets. We cannot assure you that our business will generate cash from operations or that we will be able to obtain financing from other sources sufficient to satisfy our debt service, dividends, share repurchases or other requirements.

Off-Balance Sheet Arrangements

Lease Arrangements

We finance our use of certain equipment under committed lease arrangements provided by various financial institutions. Since the terms of these arrangements meet the accounting definition of operating lease arrangements, the aggregate sum of future minimum lease payments is not reflected in our condensed consolidated balance sheets. Our aggregate future minimum lease payments under these arrangements total approximately $192.6 at June 30, 2015.

Indemnities, Commitments and Guarantees

During the normal course of business, we have made certain indemnities, commitments and guarantees under which we may be required to make payments in relation to certain transactions. These indemnities include non-infringement of patents and intellectual property indemnities to our customers in connection with the design, manufacture, sale and delivery of our products, indemnities to various lessors in connection with facility leases for certain claims arising from such facility or lease, and indemnities to other parties to certain acquisition agreements. The duration of these indemnities, commitments and guarantees varies, and in certain cases, is indefinite. We believe that many of our indemnities, commitments and guarantees provide for limitations on the maximum potential future payments we could be obligated to make. However, we are unable to estimate the maximum amount of liability related to our indemnities, commitments and guarantees because such liabilities are contingent upon the occurrence of events which are not reasonably determinable. Management believes that any liability for these indemnities, commitments and guarantees would not be material to our condensed consolidated financial statements.

Backlog

We record backlog when we enter into a definitive order for the delivery of products to our customers in the future. Within backlog, we differentiate between booked backlog and awarded but unbooked backlog. Generally if there are definitive delivery dates then the backlog is considered booked. When we receive the delivery date specificity in writing from our customers on these long-term contracts, management includes such amount in booked backlog. If a contract does not provide that level of specificity, the production requirements are generally provided to us through periodic purchase orders issued against the underlying contracts at which point the amount of the purchase orders is classified as booked. The remaining portion of the underlying contract is considered awarded but unbooked. In addition, purchase orders for end items and spares are generally received and recorded as backlog when we accept their terms.

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Critical Accounting Policies

Critical accounting policies are defined as those that are reflective of significant judgments and uncertainties, and potentially result in materially different results under different assumptions and conditions. We believe that our critical accounting policies are limited to those described in the Critical Accounting Policies section of Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014. There have been no changes to our critical accounting policies since December 31, 2014.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements can be identified by the use of words such as “believe,” “expect,” “expectations,” “plans,” “strategy,” “prospects,” “estimate,” “project,” “target,” “anticipate,” “continue,” “will,” “should,” “could,” “intend,” “may,” “see,” “guidance,” “confident” and other words of similar meaning in connection with a discussion of future operating or financial performance. Forward-looking statements include, but are not limited to, all statements that do not relate solely to historical or current facts, including statements regarding acquisitions, the expected benefits derived from acquisitions, implementation and expected benefits of lean manufacturing and continuous improvement plans, our dealings with customers and partners, the consolidation of facilities, reduction of our workforce, integration of acquired businesses, ongoing capital expenditures, our ability to grow our business, the adequacy of funds to meet our capital requirements, the ability to refinance our indebtedness, if necessary, the reduction of debt, the potential impact of new accounting pronouncements, the impact on our business of  decreases in passenger traffic and the size of the airline fleet, and our capital allocation policy and ability to declare and pay dividends. Such forward-looking statements include risks and uncertainties and our actual experience and results may differ materially from the experience and results anticipated in such statements. Factors that might cause such a difference include those discussed in our filings with the SEC, under the heading "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 as well as future events that may have the effect of reducing our available operating income and cash balances, such as unexpected operating losses, the impact of rising fuel prices on our airline customers, outbreaks in national or international hostilities, terrorist attacks, prolonged health and environmental issues which reduce air travel demand, delays in, or unexpected costs associated with, the integration of our acquired businesses and businesses we acquire in the future, conditions in the airline industry, conditions in the business jet industry, regulatory developments, litigation costs, problems meeting customer delivery requirements, our success in winning new or expected refurbishment contracts from customers, capital expenditures, increased leverage, possible future acquisitions, facility closures, product transition costs, labor disputes involving us, our significant customers, our significant customers’ suppliers or airframe manufacturers, the impact of a prolonged global recession, the possibility of a write-down of intangible assets, delays or inefficiencies in the introduction of new products, fluctuations in currency exchange rates or our inability to properly manage our rapid growth.

Except as required under the federal securities laws and rules and regulations of the SEC, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. You are cautioned not to unduly rely on such forward-looking statements when evaluating the information presented herein. These statements should be considered only after carefully reading the risk factors and the other information in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 and this entire Quarterly Report on Form 10-Q.

ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to a variety of risks, including foreign currency fluctuations and changes in interest rates affecting the cost of our variable-rate debt.

Foreign Currency - We have direct operations in Europe that receive revenues from customers primarily in U.S. dollars and we purchase raw materials and component parts from foreign vendors primarily in British

25

pounds or Euros. Accordingly, we are exposed to transaction gains and losses that could result from changes in foreign currency exchange rates relative to the U.S. dollar. Our largest foreign currency exposure results from activity in British pounds and Euros.

From time to time, we and our foreign subsidiaries may enter into foreign currency exchange contracts to manage risk on transactions conducted in foreign currencies. At June 30, 2015, we had no outstanding forward currency exchange contracts. In addition, we have not entered into any other derivative financial instruments.

Interest Rates – As of June 30, 2015, we had $2.2 billion of adjustable rate debt outstanding. We do not engage in transactions intended to hedge our exposure to changes in interest rates. If adjustable interest rates were to increase or decrease by 10%, we estimate annual interest expense would increase or decrease by approximately $8.8.

As of June 30, 2015, we maintained a portfolio of cash and securities consisting mainly of taxable, interest-bearing deposits with weighted average maturities of less than three months. If short-term interest rates were to increase or decrease by 10%, we estimate interest income would increase or decrease by less than $0.1.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company’s reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including the Company’s Executive Chairman of the Board of Directors, President and Chief Executive Officer and Vice President and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. The Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s President and Chief Executive Officer and Vice President and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act), as of June 30, 2015. Based upon that evaluation, the President and Chief Executive Officer and Vice President and Chief Financial Officer concluded that the Company’s disclosure controls and procedures are effective.

Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting that occurred during the second quarter of 2015 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II – OTHER INFORMATION

ITEM 5. OTHER INFORMATION

The Annual Meeting of Stockholders of the Company took place on July 30, 2015. Proxies for the meeting were solicited and the proposals described below were submitted to a vote of the Company’s stockholders at the annual meeting. The following is a brief description of each matter voted on and the results of voting.

1.	Election of two Class III Directors.
2.	Approval of a Non-Binding Advisory Vote on Executive Compensation.
3.	Ratification of the Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for the Year Ending December 31, 2015.
4.	Approval of an Amendment to the B/E Aerospace, Inc. Amended and Restated Non-Employee Directors Stock and Deferred Compensation Plan.

The number of shares voted for, against and abstained/withheld, as well as the number of broker non-votes, were as follows:

			Abstained/
	For	Against	Withheld	Non Votes
1. Election of Class III Directors:
Richard G. Hamermesh	50,731,108	-	38,426,941	7,637,824
David J. Anderson	87,881,194	-	1,276,855	7,637,824
2. Non-Binding Advisory Vote on Executive Compensation	37,754,961	51,207,916	195,172	7,637,824
3. Ratification of Appointment of Deloitte & Touche	94,128,959	2,546,883	120,031	-
4. Approval of Amendment to the B/E Aerospace, Inc. Amended and Restated Non-Employee Directors Stock and Deferred Compensation Plan	88,691,277	303,942	162,830	7,637,824

On April 30, 2015, the Board of Directors of the Company approved an amendment to the B/E Aerospace, Inc. Amended and Restated Non-Employee Directors Stock and Deferred Compensation Plan  (the “NEDSDCP”), subject to the approval of the Company’s stockholders.  On July 30, 2015, at the Annual Meeting of Stockholders of the Company, the stockholders approved the amendment to the NEDSDCP.  For a description of the NEDSDCP, please see “Proposal No. 4 – Approval of Amendment to the B/E Aerospace, Inc. Amended and Restated Non-Employee Directors Stock and Deferred Compensation Plan” in the Company’s Proxy Statement on Schedule 14A, which was filed with the SEC on April 30, 2015.  A copy of the NEDSDCP, as amended and restated as of July 30, 2015, is filed as Exhibit 10.1 hereto.

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ITEM 6. EXHIBITS

Exhibit 10(iii) – Management Contracts and Executive Compensation Plans, Contracts and Arrangements

10.1B/E Aerospace, Inc. Amended and Restated Non-Employee Directors Stock and Deferred Compensation Plan

Exhibit 31 – Rule 13a-14(a)/15d-14(a) Certifications

31.1Certification of President and Chief Executive Officer

31.2Certification of Vice President and Chief Financial Officer

Exhibit 32 – Section 1350 Certifications

32.1Certification of President and Chief Executive Officer pursuant to 18 U.S.C. Section 1350

32.2Certification of Vice President and Chief Financial Officer pursuant to 18 U.S.C. Section 1350

Exhibit 101 – Interactive Data Files

101.INS   XBRL Instance Document

101.SCH  XBRL Taxonomy Extension Schema Document

101.CAL  XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF  XBRL Taxonomy Extension Definition Linkbase Document

101.LAB  XBRL Taxonomy Extension Label Linkbase Document

101.PRE  XBRL Taxonomy Extension Presentation Linkbase Document

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SIGNATURES

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

		B/E AEROSPACE, INC.
Date: July 31, 2015	By:	/s/ Werner Lieberherr
		Werner Lieberherr
		President and
		Chief Executive Officer
Date: July 31, 2015	By:	/s/ Joseph T. Lower
		Joseph T. Lower
		Vice President and Chief Financial Officer

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EX-10.1

Exhibit 10.1

B/E AEROSPACE, INC.

AMENDED AND RESTATED

NON-EMPLOYEE DIRECTORS STOCK

AND

DEFERRED COMPENSATION PLAN

TABLE OF CONTENTS

	Page
SECTION 1.  PURPOSES AND AUTHORIZED SHARES	1
SECTION 2.  DEFINITIONS	1
SECTION 3.  PARTICIPATION	3
SECTION 4.  SHARE OR DEFERRAL ELECTIONS	3
4.1  Time and Types of Elections	3
4.2  Permitted Amounts; Elections	3
SECTION 5.  DEFERRAL ACCOUNTS	4
5.1  Cash Account	4
5.2  Stock Unit Account	4
5.3  Dividend Equivalent Credits to Stock Unit Account	4
5.4  Immediate Vesting and Accelerated Crediting	5
5.5  Distribution of Cash or Shares	5
5.6  Adjustments In Case Of Changes In Common Stock	6
SECTION 6.  ADMINISTRATION	6
6.1  The Administrator	6
6.2  Committee Action	6
6.3  Rights And Duties; Delegation And Reliance; Decisions Binding	6
SECTION 7.  PLAN CHANGES AND TERMINATION	7
7.1  Amendments	7
7.2  Term	7
SECTION 8.  MISCELLANEOUS	8
8.1  Unfunded Plan and Limitation On Participants' Rights	8
8.2  Beneficiaries	8
8.3  Benefits Not Transferable; Obligations Binding Upon Successors	8
8.4  Governing Law; Severability	8
8.5  Compliance With Laws	9
8.6  Plan Construction	9
8.7  Headings Not Part Of Plan	9

B/E AEROSPACE, INC.

AMENDED AND RESTATED

NON-EMPLOYEE DIRECTORS STOCK

AND

DEFERRED COMPENSATION PLAN

SECTION 1.  PURPOSES AND AUTHORIZED SHARES

The purposes of the B/E Aerospace, Inc. Amended and Restated Non-Employee Directors Stock and Deferred Compensation Plan (the "Plan") are to attract, motivate and retain eligible directors of the Company who elect to participate in this Plan by offering them opportunities to defer compensation and to encourage directors to increase their stock ownership in the Company. An aggregate number not to exceed 256,847 shares of Common Stock (subject to adjustments contemplated by Section 5.6 hereof) may be delivered pursuant to this Plan.

SECTION 2.  DEFINITIONS

Whenever the following terms are used in this Plan, they shall have the meaning specified below unless the context clearly indicates to the contrary:

ACCOUNT or ACCOUNTS means one or more of the Participant's Cash Account(s) or Stock Unit Account(s), as the context requires.

APPLICABLE PERCENTAGE means the percentage of Eligible Compensation subject to deferral or payment in Shares.

AVERAGE FAIR MARKET VALUE means the average of the Fair Market Values of a share of Common Stock during the last ten (10) trading days preceding the applicable Award Date.

AWARD DATE means, in the case of Cash Account deferrals, each date on which cash would otherwise have been paid; in the case of Unit Account deferrals, the last day of each calendar quarter.

BOARD means the Board of Directors of the Company.

CASH ACCOUNT means the bookkeeping account maintained by the Company on behalf of a Participant who elects to defer his or her Compensation in cash pursuant to Section 4.

CODE means the Internal Revenue Code of 1986, as amended.

COMMON STOCK means the Common Stock of the Company, subject to adjustment pursuant to Section 5.6 hereof.

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COMMITTEE means the Board or a Committee of the Board acting under delegated authority from the Board.

COMPANY means B/E Aerospace, Inc., a Delaware corporation, and its successors and assigns.

DIVIDEND EQUIVALENT means the amount of cash dividends or other cash distributions paid by the Company on that number of shares of Common Stock which is equal to the number of Stock Units then credited to a Participant’s Stock Unit Account on the applicable measurement date, which amount shall be allocated as additional Stock Units to the Participant’s Stock Unit Account, as provided in Section 5.3 hereof.

EARNINGS mean those earnings that are allocable to the Participant’s Cash Accounts in such manner as the Committee shall reasonably determine.

EFFECTIVE DATE means September 1, 2000.

ELIGIBLE COMPENSATION means retainer and/or meeting fees for services as a director, as established by the Board from time to time, which may be payable in cash or Shares.

ELIGIBLE DIRECTOR means a member of the Board who is not an officer or employee of the Company or a subsidiary and who is compensated in the capacity as a director.

EXCHANGE ACT means the Securities Exchange Act of 1934, as amended from time to time.

FAIR MARKET VALUE means on any date the average of the high and low prices of the Common Stock, as published in The Wall Street Journal or otherwise reliably reported, of the principal securities exchange or market on which the Common Stock is so listed, admitted to trade, or quoted, or, if there is no trading of the Common Stock on such date, then the average of the high and low prices of the Common Stock as quoted on the next preceding date on which there was trading in such shares.  If the Common Stock is not so listed, admitted or quoted, the Committee may designate such other exchange, market or source of data as it deems appropriate for determining such value of purposes of this Plan.

PARTICIPANT means an Eligible Director who elects to participate in this Plan or otherwise has an Account balance under this Plan.

PLAN means the B/E Aerospace, Inc. Amended and Restated Non-Employee Directors Stock and Deferred Compensation Plan.

SHARES means shares of Common Stock.

STOCK UNIT OR UNIT means a non-voting unit of measurement which is deemed for bookkeeping and payment purposes to represent the right to receive oneshare

2

of Common Stock of the Company pursuant to the terms of this Plan.

STOCK UNIT ACCOUNT means the bookkeeping account maintained by the Company on behalf of each Participant which is credited with Stock Units in accordance with Section 5.2.

YEAR means each calendar year during the term of this Plan.

SECTION 3.  PARTICIPATION

Each Eligible Director may elect to defer under and subject to Section 4 of this Plan his or her Eligible Compensation for any Year.

SECTION 4.  SHARE OR DEFERRAL ELECTIONS

4.1TIME AND TYPES OF ELECTIONS.On or before December 31 immediately preceding each succeeding Year (or, in the case of a person who first becomes an Eligible Director during the Year, within 30 days after becoming an Eligible Director), each Eligible Director may make the following two irrevocable elections, subject to Section 4.2 hereof:

(1) To the extent that Participant’s Eligible Compensation is designated as payable to the Participant in the form of cash, the Company may, in its sole discretion, permit a Participant to elect, in lieu of cash, (a) to receive such Eligible Compensation currently in Shares, (b) to defer such Eligible Compensation in a Cash Account, (c) to defer such Eligible Compensation in a Stock Unit Account, or (d) to select one or more of the preceding payment or deferral methods in accordance with the Applicable Percentage increments set forth in Section 4.2 hereof such that the sum of all such Applicable Percentage increments does not exceed 100%.

(2) To the extent that Participant’s Eligible Compensation is designated as payable to the Participant in the form of Common Stock, the Company may, in its sole discretion, permit a Participant to elect, in lieu of Common Stock,to defer all or a portion of such Eligible Compensation in a Stock Unit Account in accordance with the Applicable Percentage increments set forth in Section 4.2 hereof such that the sum of all such Applicable Percentage increments does not exceed 100%.

4.2PERMITTED AMOUNTS; ELECTIONS.The portions of the Eligible Compensation subject to deferral or payment in Shares shall be limited to increments of 25%, 50%, 75% or 100% (the “Applicable Percentage”).  All elections shall be in writing on forms provided by the Company (and such election forms may, in the discretion of the Company, require that a Participant defer all or a specified portion of such Participant’s Eligible Compensation in accordance with this Section 4).  If an election is made under this Section 4 and is not revoked or changed with respect to the following Year by the end of the current Year, the election shall be deemed a continuing one and shall remain in place with respect to compensation for the following Year.

3

SECTION 5.  DEFERRAL ACCOUNTS

5.1CASH ACCOUNT.If an Eligible Director has made an election under Section 4.1(1)(b) to defer the receipt of cash compensation in a Cash Account, the Company shall establish and maintain a Cash Account for the Participant under this Plan, which Account shall be a memorandum account on the books of the Company.  A Participant’s Cash Account shall be credited as follows:

(a) As of the date the Eligible Compensation would have been otherwise payable, the Company shall credit the Participant’s Cash Account with an amount equal to the Applicable Percentage of the Eligible Compensation.

(b) As of the last day of each calendar quarter, each Participant’s Cash Account shall be credited with the Earnings reasonably determined by the Committee to be allocable to such Account.

5.2STOCK UNIT ACCOUNT.

(a) Elective Deferrals.  If an Eligible Director has made an  election under Section 4.1(1)(c) or 4.1(2) to defer receipt of cash compensation or stock compensation in a Stock Unit Account, the Committee shall, as of the last day of each calendar quarter in which the Eligible Compensation was earned and would otherwise be paid, credit the Participant’s Stock Unit Account with a number of Units determined by dividing an amount which is equal to the Applicable Percentage of the Participant’s Eligible Compensation by the AverageFair Market Value of a share of Common Stock as of the Award Date.

(b) Limitations on Rights Associated with Units.  A Participant’s Stock Unit Account shall be a memorandum account on the books of the Company.  The Units credited to a Participant’s Stock Unit Account shall be used solely as a device for the determination of the number of shares of Common Stock to be eventually distributed to the Participant in accordance with this Plan.  The Units shall not be treated as property or as a trust fund of any kind.  No Participant shall be entitled to any voting or other stockholder rights with respect to Units granted or credited under this Plan.  The number of Units credited (and the number of Shares to which the Participant is entitled under this Plan) shall be subject to adjustment in accordance with Section 5.6 and the terms of this Plan.

5.3DIVIDEND EQUIVALENT CREDITS TO STOCK UNIT ACCOUNT.As of the end of each quarter, a Participant’s Stock Unit Account shall be credited with additional Units in an amount equal to the Dividend Equivalent representing dividends paid during the quarter on a number of shares equal to the aggregate number of Stock Units in the Participant’s Stock Unit Account as of the end of the preceding quarter divided by the Average Fair Market Value of a share of Common Stock as of the applicable crediting date.

4

5.4IMMEDIATE VESTING AND ACCELERATED CREDITING.

(a) Units and Other Amounts Vest Immediately.  All Units or other amounts credited to one or more of a Participant’s Accounts shall be at all times fully vested and not subject to a risk of forfeiture.

(b) Acceleration of Crediting of Accounts.  In the event a Participant ceases to serve as a director of the Company, the crediting of amounts to a Participant’sCash Account, if applicable, and the crediting of Units to a Participant’s Stock Unit Account, if applicable, shall be accelerated to the date of termination of service.  In such case, the amount or number of Units credited for the quarter in which the termination of services occurs shall be prorated based on the number of days of service during the applicable quarter, and the Award Date shall be deemed to be the date of termination of service.

5.5DISTRIBUTION OF CASH OR SHARES.

(a) Time and Manner of Distribution of Accounts.

(1) Cash Accounts and Stock Units Account.  The cash or Shares payable under this Plan in respect of Cash Accounts or Stock Unit Accounts, respectively, shall be distributed to the Participant (or, in the event of his or her death, the Participant’s Beneficiary) at such time and in such manner as elected by the Participant and set forth in the Participant’s election form.  In the sole discretion of the Company (as set forth in the form of election form provided by the Company), a Participant may elect distributions in one of the following two forms:  (i) a lump sum distribution, or (ii) annual installments not to exceed ten (10) such annual installments.  Each annual installment shall be equal to the value of the Account being distributed multiplied by a fraction, the numerator of which is one (1) and the denominator of which is the number of installments remaining to be paid.  In the event that a Participant fails to make an election, then distribution shall be made in the form of a lump sum.  Each Account, less any applicable withholding taxes, shall be distributed commencing the earlier of (x) the date specified in the Participant’s election form as described above, or (y) the first day of the month immediately following the date of the Participant’s termination of service, or as soon as administratively practicable thereafter.

Notwithstanding the foregoing, if after a termination of service the balance remaining in a Participant’s Cash Account is less than $10,000 or, if the number of Units remaining in the Participant’s Stock Unit Accounts is less than 1,000, then such remaining balances shall be distributed in a lump sum.

(b) Election to Further Defer Distribution of Cash Accounts or Stock Unit Accounts.  A Participant may, with the approval of the Administrator, elect to further defer the commencement of any distribution to be made with respect to amounts credited under any Cash or Stock Unit Account by filing a new written election with the Committee on a form approved by the Committee; provided, however, that (1) no such election shall be effective until twelve (12) months after such election is filed with the

5

Committee, (2) no such new election shall be effective with respect to any Account after benefits with respect to the Account shall have commenced, and (3) such election must provide that the first payment with respect to such election must be deferred for at least five (5) years from the date such payment would otherwise have been made. 

(c) Form of Distribution of Cash Accounts or Stock Unit Accounts.  Stock Units credited to a Participant’s Stock Unit Account shall be distributed in an equivalent whole number of Shares of the Company’s Common Stock.  Any fractional share interests shall be accumulated and paid in cash with the last distribution.  All amounts credited to a Participant’s Cash Account shall be distributed in cash.

5.6ADJUSTMENTS IN CASE OF CHANGES IN COMMON STOCK.  If there shall occur any change in the outstanding shares of the Company’s Common Stock by reason of any stock dividend, stock split, recapitalization, merger, consolidation, combination or other reorganization, exchange of shares, sale of all or substantially all of the assets of the Company, split-up, split-off, spin-off, extraordinary redemption, liquidation or similar corporate change or change in capitalization or any distribution to holders of the Company’s Common Stock (other than cash dividends and cash distributions), the Committee shall make such proportionate and equitable adjustments consistent with the effect of such event on stockholders generally (but without duplication of benefits if Dividend Equivalents are credited), as the Committee determines to be necessary or appropriate, in the number, kind and/or character of shares of Common Stock or other securities, property and/or rights contemplated hereunder, including any appropriate adjustments to the market prices used in the determination of the number of Shares and Units, and in rights in respect of Stock Unit Accounts credited under this Plan so as to preserve the benefits intended.

SECTION 6.  ADMINISTRATION

6.1THE ADMINISTRATOR.  The Administrator of this Plan shall be the Board as a whole or a Committee as appointed from time to time by the Board to serve as administrator of this Plan.  The participating members of any Committee so acting shall include, as to decisions in respect of participants who are subject to Section 16 of the Exchange Act, only those members who are Non-Employee Directors (as defined in Rule 16b-3 promulgated under the Exchange Act).  Members of the Committee shall not receive any additional compensation for administration of this Plan.

6.2COMMITTEE ACTION.  A member of the Committee shall not vote upon any matter which relates solely to himself or herself as a Participant in this Plan.  Action of the Committee with respect to the administration of this Plan shall be taken pursuant to a majority vote or (assuming compliance with Section 6.1) by unanimous written consent of its members.

6.3RIGHTS AND DUTIES; DELEGATION AND RELIANCE; DECISIONS BINDING.  Subject to the limitations of this Plan, the Committee shall be charged with the general administration of this Plan and the responsibility for carrying out its provisions, and shall have powers necessary to accomplish those purposes, including, but

6

not by way of limitation, the following:

(1) To construe and interpret this Plan;

(2) To resolve any questions concerning the amount of benefits payable to a Participant (except that no member of the Committee shall participate in a decision relating solely to his or her own benefits);

(3) To make all other determinations required by this Plan;

(4) To maintain all the necessary records for the administration of this Plan; and

(5) To make and publish forms, rules and procedures for the administration of this Plan.

The determination of the Committee made in good faith as to any disputed question or controversy and the Committee’s determination of benefits payable to Participants, including decisions as to adjustments under Section 5.6, shall be conclusive and binding for all purposes of this Plan.  In performing its duties, the Committee shall be entitled to rely on information, opinions, reports or statements prepared or presented by: (i) officers or employees of the Company whom the Committee believes to be reliable and competent as to such matters; and (ii) counsel (who may be employees of the Company), independent accountants and other persons as to matters which the Committee believes to be within such persons’ professional or expert competence.

The Committee shall be fully protected with respect to any action taken or omitted by it in good faith pursuant to the advice of such persons.  The Committee may delegate ministerial, bookkeeping and other non-discretionary functions to individuals who are officers or employees of the Company.

SECTION 7.  PLAN CHANGES AND TERMINATION

7.1AMENDMENTS.  The Board shall have the right to amend this Plan in whole or in part from time to time or may at any time suspend or terminate this Plan(provided such amendment, suspension or termination complies with requirements under Code Section 409A); provided, however, that no amendment or termination shall cancel or otherwise adversely affect in any way, without his or her written consent, any Participant’s rights with respect to then outstanding Accounts or Dividend Equivalent credits thereon so long as the Account is outstanding).  Any amendments authorized hereby shall be stated in an instrument in writing, and all Participants shall be bound by upon receipt of notice the amendment.

7.2TERM.It is the current expectation of the Company that this Plan shall continue indefinitely, but continuance of this Plan is not assumed as a contractual obligation of the Company.  If the Board of Directors decides to discontinue or terminate this Plan, it shall notify the Committee and Participants in this Plan of its action in writing,

7

and this Plan shall be terminated at the time set forth on the notice.  All Participants shall be bound thereby.  No benefits shall accrue in respect of Eligible Compensation earned after a discontinuance or termination of this Plan.

SECTION 8.  MISCELLANEOUS

8.1UNFUNDED PLAN AND LIMITATION ON PARTICIPANTS’ RIGHTS.  Participants shall have the rights only if general unsecured creditors of the Company with respect to amounts credited and benefits payable, if any, on their Cash Account, and rights no greater than the right to receive the Common Stock (or equivalent value as a general unsecured creditor) with respect to Stock Units or Share Accounts.  The Plan constitutes a mere promise by the Company to make distributions in the future.  It is intended that this Plan shall constitute an “unfunded” plan for tax purposes and an “unfunded” plan for a select group of management or highly compensated employees under the Employee Retirement Income Security Act of 1974, as amended.  Participation in this Plan shall not give any person the right to serve as a member of the Board or any rights or interests other than as herein provided.  Participants shall not be entitled to receive actual dividends or to vote Shares until after delivery of a certificate representing the Shares.

8.2BENEFICIARIES.

(a) Beneficiary Designation.  Upon forms provided by and subject to conditions imposed by the Company, each Participant may designate in writing the Beneficiary or Beneficiaries (as defined in Section 8.2(b)) whom such Participant desires to receive any amounts payable under this Plan after his or her death.  The Company and the Committee may rely on the Participant’s designation of a Beneficiary or Beneficiaries last filed in accordance with the terms of this Plan.

(b) Definition of Beneficiary.  A Participant’s “Beneficiary” or “Beneficiaries” shall be the person, persons, trust or trusts (or similar entity) designated by the Participant or, in the absence of a designation, entitled by will or the laws of descent and distribution to receive the Participant’s benefits under this Plan in the event of the Participant’s death, and shall mean the Participant’s executor or administrator if no other Beneficiary is identified and able to act under the circumstances.

8.3BENEFITS NOT TRANSFERABLE; OBLIGATIONS BINDING UPON SUCCESSORS.  Benefits of a Participant under this Plan shall not be assignable or transferable and any purported transfer, assignment, pledge or other encumbrance or attachment of any payments or benefits under this Plan, or any interest therein, other than by operation of law or pursuant to Section 8.2, shall not be permitted or recognized.  Shares deliverable under this Plan may be subject to restrictions on transfer under applicable securities laws, unless the Shares are duly registered prior to issuance.  Obligations of the Company under this Plan shall be binding upon successors of the Company.

8.4GOVERNING LAW; SEVERABILTY.  The validity of this Plan or any of

8

its provisions shall be construed, administered and governed in all respects under the laws of the State of Florida.  If any provision of this Plan shall be held by a court of competent jurisdiction to be invalid or unenforceable, the remaining provisions hereof shall continue to be fully effective.

8.5COMPLIANCE WITH LAWS.  This Plan and the offer, issuance and delivery of shares of Common Stock and/or the payment of money through the deferral of compensation under this Plan are subject to compliance with all applicable federal and state laws, rules and regulations (including but not limited to state and federal securities law) and to such approvals by any listing, agency or any regulatory or governmental authority as may, in the opinion of counsel for the Company, be necessary or advisable in connection therewith.  Any securities delivered under this Plan shall be subject to prior registration or such restrictions as the Company may deem necessary or desirable to assure compliance with all applicable legal requirements, and the person acquiring such securities shall, if requested by the Company, provide such assurances and representations to the Company as it may reasonably request to assure such compliance.

8.6PLAN CONSTRUCTION.  This Plan is intended to comply with the requirements of Section 409A of the Internal Revenue Code and the regulations and other guidance issued thereunder, as in effect from time to time. To the extent a provision of the Plan is contrary to or fails to address the requirements of Code Section 409A, the Plan shall be construed and administered as necessary to comply with such requirements until this Plan is appropriately amended to comply with such requirements.

It is the intent of the Company that transactions pursuant to this Plan satisfy and be interpreted in a manner that satisfies the applicable conditions for exemption under Rule 16b-3 promulgated under the Exchange Act (“Rule 16b-3”) so that to the extent elections are timely made, elective deferrals (including the crediting of Units and Dividend Equivalents and the distribution of Shares hereunder) will be entitled to the benefits of Rule 16b-3 or other exemptive rules under Section 16 of the Exchange Act and will not be subjected to avoidable liability thereunder.  The Committee may, subject to Sections 8.5 hereof, permit elections by EligibleDirectors that would not qualify for exemption under Section 16(b) of the Exchange Act, so long as the availability of any exemption thereunder for other Participants under this Plan is not compromised.

8.7HEADINGS NOT PART OF PLAN.  Headings and subheadings in this Plan are inserted for reference only and are not to be considered in the construction of the provisions hereof.

9

EX-31.1

B/E AEROSPACE, INC.

EXHIBIT 31.1

CERTIFICATIONS

I, Werner Lieberherr, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of B/E Aerospace, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 31, 2015	By:	/s/ Werner Lieberherr
		Werner Lieberherr
		President and Chief Executive Officer

EX-31.2

B/E AEROSPACE, INC.

EXHIBIT 31.2

CERTIFICATIONS

I, Joseph T. Lower, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of B/E Aerospace, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. 

Date:  July 31, 2015	By:	/s/ Joseph T. Lower
		Joseph T. Lower
		Vice President and Chief Financial Officer

EX-32.1

B/E AEROSPACE, INC.

EXHIBIT 32.1

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of B/E Aerospace, Inc. (the “Company”) on Form 10-Q for the quarter ended June 30, 2015, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Werner Lieberherr, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: July 31, 2015	By:	/s/ Werner Lieberherr
		Werner Lieberherr
		President and Chief Executive Officer

EX-32.2

B/E AEROSPACE, INC.

EXHIBIT 32.2

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of B/E Aerospace, Inc. (the “Company”) on Form 10-Q for the quarter ended June 30, 2015, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Joseph T. Lower, Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: July 31, 2015	By:	/s/ Joseph T. Lower
		Joseph T. Lower
		Vice President and Chief Financial Officer

XML

Segment Reporting - Additional Information (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Segment Reporting Information [Line Items]
Total assets	$ 3,332.5	$ 3,192.1
Corporate, Non-Segment
Segment Reporting Information [Line Items]
Total assets	$ 521.4	$ 566.8

XML

Commitments, Contingencies and Off-Balance Sheet Arrangements (Details) $ in Millions	Jun. 30, 2015 USD ($)
Commitments And Contingencies Disclosure [Abstract]
Operating lease, future minimum lease payments	$ 192.6

XML

Divestitures and Business Combinations (Details 4) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Purchase price, net of cash acquired		$ (4.3)	$ 1,042.7
Goodwill		823.5		$ 840.4
EMTEQ, Inc.
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Purchase price, net of cash acquired	$ 253.2
F+E Fischer + Entwicklungen GmbH and Co. KG
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Purchase price, net of cash acquired	211.7
Smaller business
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Purchase price, net of cash acquired	63.0
2014 Acquisitions
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Identifiable intangible assets		32.5
Deferred income taxes		10.5
Adjustment to preliminary estimate of goodwill		19.1
Unaudited pro forma revenues had business acquisitions occurred at the beginning of the period	691.6		1,376.4
Unaudited pro forma net earnings had business acquisitions occurred at the beginning of the period	$ 64.9		$ 130.4
Unaudited pro forma diluted net earnings per share had business acquisitions occurred at the beginning of the period	$ 0.62		$ 1.25
Manufacturing
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Identified intangible assets including goodwill		530.5
Identified intangibles		137.0
Goodwill		$ 393.5
Manufacturing | Customer contracts and relationships and developed technologies
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Useful life (years)		20 years
Minimum | Customer contracts and relationships
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Useful life (years)		8 years
Minimum | Trademarks and patents
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Useful life (years)		3 years
Minimum | Trade names
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Useful life (years)		5 years
Minimum | Manufacturing
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Useful life (years)		3 years
Minimum | Manufacturing | Trade names
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Useful life (years)		5 years
Maximum | Customer contracts and relationships
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Useful life (years)		30 years
Maximum | Trademarks and patents
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Useful life (years)		20 years
Maximum | Trade names
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Useful life (years)		20 years
Maximum | Manufacturing
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Useful life (years)		5 years
Maximum | Manufacturing | Trade names
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Useful life (years)		20 years

XML

Accounting for Uncertainty in Income Taxes - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2014	Jun. 30, 2015
Deferred Taxes Classification [Line Items]
Liability for unrecognized tax benefits that would affect effective tax rate, if recognized	$ 73.2	$ 74.2
Number of tax years the company is currently open to audit by tax authorities	8 years
Maximum
Deferred Taxes Classification [Line Items]
Liability for unrecognized tax benefits for interest and penalties	$ 2.0	$ 2.0

XML

Goodwill by Reportable Segment (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Goodwill [Line Items]
Goodwill	$ 823.5	$ 840.4
Commercial Aircraft
Goodwill [Line Items]
Goodwill	375.1	379.8
Business Jet
Goodwill [Line Items]
Goodwill	$ 448.4	$ 460.6

XML

Inventories

6 Months Ended

Jun. 30, 2015

Inventory Disclosure [Abstract]

Inventories

Note 4.Inventories

Inventories are stated at the lower of cost or market. Cost is determined using FIFO or the weighted average cost method. Finished goods and work-in-process inventories include material, labor and manufacturing overhead costs. In accordance with industry practice, costs in inventory include amounts relating to long-term contracts with long production cycles, some of which are not expected to be realized within one year. Work-in-process inventories include costs and estimated earnings in excess of billings on uncompleted contracts of $115.6 and $127.9 and capitalized development costs on long-term seller furnished equipment contracts of $381.6 and $320.6 as of June 30, 2015 and December 31, 2014, respectively. Inventories consist of the following:

		June 30,		December 31,
		2015		2014
Purchased materials and component parts	$	303.3	$	257.4
Work-in-process		677.5		605.9
Finished goods		45.4		61.0
	$	1,026.2	$	924.3

XML

Goodwill and Intangible Assets (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2015	Dec. 31, 2014
Goodwill and Intangible Assets Disclosure [Line Items]
Finite lived intangible assets, original cost	$ 358.0
Accumulated Amortization	116.7
Intangible assets, net book value	241.3	$ 250.7
Customer contracts and relationships
Goodwill and Intangible Assets Disclosure [Line Items]
Finite lived intangible assets, original cost	131.7
Accumulated Amortization	17.1
Intangible assets, net book value	$ 114.6
Customer contracts and relationships | Minimum
Goodwill and Intangible Assets Disclosure [Line Items]
Useful life (years)	8 years
Customer contracts and relationships | Maximum
Goodwill and Intangible Assets Disclosure [Line Items]
Useful life (years)	30 years
Acquired technologies
Goodwill and Intangible Assets Disclosure [Line Items]
Finite lived intangible assets, original cost	$ 167.3
Accumulated Amortization	78.9
Intangible assets, net book value	$ 88.4
Acquired technologies | Minimum
Goodwill and Intangible Assets Disclosure [Line Items]
Useful life (years)	5 years
Acquired technologies | Maximum
Goodwill and Intangible Assets Disclosure [Line Items]
Useful life (years)	34 years
Trademarks and patents
Goodwill and Intangible Assets Disclosure [Line Items]
Finite lived intangible assets, original cost	$ 27.7
Accumulated Amortization	17.1
Intangible assets, net book value	$ 10.6
Trademarks and patents | Minimum
Goodwill and Intangible Assets Disclosure [Line Items]
Useful life (years)	3 years
Trademarks and patents | Maximum
Goodwill and Intangible Assets Disclosure [Line Items]
Useful life (years)	20 years
Covenants not to compete
Goodwill and Intangible Assets Disclosure [Line Items]
Finite lived intangible assets, original cost	$ 2.0
Accumulated Amortization	0.5
Intangible assets, net book value	$ 1.5
Covenants not to compete | Minimum
Goodwill and Intangible Assets Disclosure [Line Items]
Useful life (years)	4 years
Covenants not to compete | Maximum
Goodwill and Intangible Assets Disclosure [Line Items]
Useful life (years)	5 years
Trade names
Goodwill and Intangible Assets Disclosure [Line Items]
Finite lived intangible assets, original cost	$ 29.3
Accumulated Amortization	3.1
Intangible assets, net book value	$ 26.2
Trade names | Minimum
Goodwill and Intangible Assets Disclosure [Line Items]
Useful life (years)	5 years
Trade names | Maximum
Goodwill and Intangible Assets Disclosure [Line Items]
Useful life (years)	20 years

XML

Inventories (Details 2) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Inventory Disclosure [Abstract]
Purchased materials and component parts	$ 303.3	$ 257.4
Work-in-process	677.5	605.9
Finished goods	45.4	61.0
Inventories	$ 1,026.2	$ 924.3

XML

Goodwill and Intangible Assets (Details 2) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Goodwill And Intangible Assets Disclosure [Abstract]
Amortization expense on identifiable intangible assets	$ 4.2	$ 3.0	$ 8.5	$ 5.9
Expected amortization expenses in year one	17.0		17.0
Expected amortization expenses in year two	16.0		16.0
Expected amortization expenses in year three	16.0		16.0
Expected amortization expenses in year four	16.0		16.0
Expected amortization expenses in year five	$ 16.0		16.0
Goodwill decrease during period			$ (16.9)

XML

Long-Term debt (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Long-term debt	$ 2,156.0
Less current portion of long-term debt	17.3	$ 17.4
Long-term debt, net of current maturities	2,138.7	$ 2,147.3
Term Loan Facility
Debt Instrument [Line Items]
Outstanding long-term debt	2,189.0
Outstanding long-term debt, current	$ 22.0

XML

Divestures and Business Combinations

6 Months Ended

Jun. 30, 2015

Divestitures and Business Combination [Abstract]

Divestitures and Business Combination

Note 3.Divestitures and Business Combinations

Spin-off of KLX Inc.

On June 10, 2014, we announced a plan to spin-off our Consumables Management Segment into a separate publicly traded company. To accomplish the spin-off, we formed KLX Inc. (“KLX”). On December 16, 2014 (the “Distribution Date”), we completed the spin-off of KLX by means of the transfer of our Consumables Management Segment to KLX and the subsequent distribution of all the outstanding KLX common stock to our stockholders. We retained our commercial aircraft and business jet segments. On the Distribution Date, each of our stockholders of record received one share of KLX common stock for every two shares of our common stock held as of the record date. The distribution was structured to be tax free to our U.S. stockholders for U.S. federal income tax purposes.

The divested KLX is presented as a discontinued operation on the condensed consolidated statements of earnings and comprehensive income for all periods presented. The cash flows of KLX are included within our condensed consolidated statement of cash flows for the six months ended June 30, 2014.

In connection with the spin-off, we entered into certain agreements with KLX relating to transition services and information technology (“IT”) services for a period of approximately 24 months following the distribution. In addition, we entered into an employee matters agreement and a tax sharing and indemnification agreement with KLX in connection with the spin-off.

During the three and six month periods ended June 30, 2014, KLX generated revenues of $426.7 and $793.3, earnings before income taxes of $73.7 and $146.6, and net earnings of $46.3 and $92.1, respectively, which have been presented as net earnings from discontinued operations in the accompanying condensed consolidated statements of earnings and comprehensive income for the three and six month periods ended June 30, 2014. The results of the KLX discontinued operation exclude certain corporate and group allocations which were historically allocated to our Consumables Management Segment. These costs include primarily corporate overhead and information systems.

Acquisitions

During the second quarter of 2014, the Company acquired the outstanding shares of the Emteq, Inc. group of companies (“EMTEQ”), a domestic provider of aircraft interior and exterior lighting systems, as well as aircraft cabin management and power systems for a purchase price of $253.2, net of cash acquired. The Company also acquired the outstanding shares of the F+E Fischer + Entwicklungen GmbH & Co. KG group of companies (“Fischer”), a leading Europe-based manufacturer of seating products for civilian helicopters for a purchase price of $211.7, net of cash acquired. The Company also acquired the outstanding shares of Wessex Advanced Switching Products Ltd. (“WASP”), which is engaged in the production of lighting, control units and switches and is based in Europe, for a purchase price of $63.0, net of cash acquired. These acquisitions are included in the business jet segment and collectively referred to as the “2014 Acquisitions.”

For the 2014 Acquisitions, based on our purchase price allocation, the excess of the purchase price over the fair value of the identifiable assets acquired approximated $530.5, of which $137.0 was allocated to identified intangible assets, consisting of customer contracts and relationships, developed technologies, trade names and covenants not to compete, and $393.5 is included in goodwill. The useful life assigned to the customer contracts and relationships and developed technologies is 20 years, the useful life assigned to trade names is five to 20 years, and the covenants not to compete are being amortized over their contractual periods of three to five years.

The 2014 Acquisitions were accounted for as purchases under ASC Topic 805, BusinessCombinations (“ASC Topic 805”). The assets purchased and liabilities assumed for the 2014 Acquisitions have been reflected in the accompanying condensed consolidated balance sheets as of June 30, 2015 and December 31, 2014, and the results of operations for the 2014 Acquisitions are included in the accompanying condensed consolidated statements of earnings from their respective dates of acquisition.

The Company completed its evaluation and allocation of the purchase price for the EMTEQ and Fischer acquisitions during the six months ended June 30, 2015. The Company completed its evaluation and allocation of the purchase price for the WASP acquisition during the three months ended March 31, 2015. The Company recorded measurement period adjustments to previous purchase accounting estimates for the 2014 Acquisitions, which were primarily related to the finalization of the valuation of intangible assets. The adjustments primarily consisted of an increase in identifiable intangible assets and deferred income tax liability of $32.5 and $10.5, respectively, and a decrease in goodwill of $19.1. These adjustments were applied retrospectively to the acquisition date. Accordingly, the Company's consolidated balance sheet as of December 31, 2014 has been adjusted to reflect the effects of the measurement period adjustments. There was no material impact of the measurement period adjustments on the retrospective period statement of earnings and comprehensive income.

The following table summarizes the fair values of assets acquired and liabilities assumed in the 2014 Acquisitions in accordance with ASC Topic 805, which are recorded based on management’s estimates as follows:

	Domestic		Foreign
Accounts receivable-trade	$	12.5	$	12.0
Inventories		12.3		7.9
Other current and non-current assets		2.5		1.2
Property and equipment		6.5		7.1
Goodwill		194.0		199.5
Identified intangibles		45.7		91.3
Accounts payable		(4.2)		(3.6)
Other current and non-current liabilities		(16.1)		(40.7)
Total purchase price	$	253.2	$	274.7

The majority of the goodwill and intangible assets related to the 2014 Acquisitions are not expected to be deductible for tax purposes.

Consolidated unaudited pro forma revenues, net earnings, and diluted net earnings per share from continuing operations for the three and six month periods ended June 30, 2014, giving effect to the 2014 Acquisitions as if they had occurred on January 1, 2013 were $691.6,  $64.9, and $0.62, and $1,376.4,  $130.4 and $1.25, respectively.

XML

Long-Term Debt (Details 2) - USD ($) $ in Millions		1 Months Ended	3 Months Ended	6 Months Ended
	Dec. 16, 2014	Dec. 31, 2014	Jun. 30, 2015	Jun. 30, 2015
Debt Instrument [Line Items]
Principal payments on long-term debt				$ 11.0
Loss on extinguishment of debt		$ 243.6
Outstanding letter of credit amount		7.7	$ 8.5	8.5
London Interbank Offered Rate (LIBOR) | Minimum
Debt Instrument [Line Items]
Debt, interest rate	0.75%
Revolving Credit Facility
Debt Instrument [Line Items]
Debt instrument term	5 years
Revolving credit facility	$ 600.0
Amount outstanding		0.0	$ 0.0	$ 0.0
Revolving credit facility agreement				Borrowings under the Revolving Credit Facility bear interest at an annual rate equal to the London interbank offered rate ("LIBOR") plus 200 basis points or ABR (as defined therein) plus 100 basis points.
Revolving Credit Facility | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Basis spread percentage	2.00%
Revolving Credit Facility | Prime Rate
Debt Instrument [Line Items]
Basis spread percentage	1.00%
Term Loan Facility
Debt Instrument [Line Items]
Debt instrument term	7 years
Revolving credit facility agreement				Borrowings under the Term Loan Facility bear interest at an annual rate equal to LIBOR plus 325 basis points (LIBOR shall not be less than 75 basis points per annum) or ABR (as defined therein) plus 225 basis points
Aggregate principal amount	$ 2,200.0
Term Loan Facility | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Basis spread percentage	3.25%
Term Loan Facility | Prime Rate
Debt Instrument [Line Items]
Basis spread percentage	2.25%
Debt, interest rate				4.00%
Senior Unsecured Notes 5.25 Percent Due 2022
Debt Instrument [Line Items]
Principal payments on long-term debt		$ 1,300.0
Interest rate (as a percent)		5.25%
Senior Unsecured Notes 6.875 Percent Due 2020
Debt Instrument [Line Items]
Principal payments on long-term debt		$ 650.0
Interest rate (as a percent)		6.875%
Covenant Requirement | Minimum
Debt Instrument [Line Items]
Interest coverage ratio			300.00%	300.00%
Covenant Requirement | Maximum
Debt Instrument [Line Items]
Total leverage ratio			525.00%

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Net Earnings Per Common Share - Additional Information (Details) - shares shares in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Earnings Per Share [Abstract]
Anti-dilutive securities excluded from determination of diluted earnings per common share	0.4	0.0	0.6	0.0

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CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 326.3	$ 292.5
Accounts receivable – trade, less allowance for doubtful accounts	378.8	288.3
Inventories	1,026.2	924.3
Deferred income taxes	13.0	19.2
Other current assets	63.3	131.3
Total current assets	1,807.6	1,655.6
Property and equipment, net of accumulated depreciation ($337.9 at June 30, 2015 and $312.0 at December 31, 2014)	408.7	397.6
Goodwill	823.5	840.4
Identifiable intangible assets, net of accumulated amortization	241.3	250.7
Other assets	51.4	47.8
Total assets	3,332.5	3,192.1
Current liabilities:
Accounts payable	296.2	275.0
Accrued liabilities	512.2	491.2
Current maturities of long-term debt	17.3	17.4
Total current liabilities	825.7	783.6
Long-term debt	2,138.7	2,147.3
Deferred income taxes	123.6	129.4
Other non-current liabilities	122.4	121.7
Stockholders' equity:
Common stock, $0.01 par value; 200.0 shares authorized; 107.0 shares issued as of June 30, 2015 and 106.7 shares issued as of December 31, 2014	1.1	1.1
Additional paid-in capital	(864.9)	(884.6)
Treasury stock; .7 shares at June 30, 2015 and December 31, 2014	(29.1)	(28.6)
Retained earnings	1,143.7	1,027.6
Accumulated other comprehensive loss	(128.7)	(105.4)
Total stockholders' equity	122.1	10.1
Total liabilities and equity	$ 3,332.5	$ 3,192.1

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Basis of Presentation

6 Months Ended

Jun. 30, 2015

Accounting Policies [Abstract]

Basis of Presentation

Note 1.Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. All adjustments which, in the opinion of management, are considered necessary for a fair presentation of the results of operations for the periods shown are of a normal recurring nature and have been reflected in the condensed consolidated financial statements. The results of operations for the periods presented are not necessarily indicative of the results expected for the full fiscal year or for any future period. The information included in these condensed consolidated financial statements should be read in conjunction with the condensed consolidated financial statements and accompanying notes included in the B/E Aerospace, Inc. (the “Company”) Annual Report on Form 10-K for the fiscal year ended December 31, 2014.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and related disclosures. Actual results could differ from those estimates.

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Revenues and Operating Earnings by Reportable Segment (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues	$ 700.6	$ 662.8	$ 1,390.6	$ 1,307.4
Operating earnings before corporate allocations related to discontinued operations	127.3	114.2	253.0	228.4
Corporate allocations related to discontinued operations		(2.6)		(6.7)
Operating earnings	127.3	111.6	253.0	221.7
Interest expense	24.1	31.7	48.4	62.3
Earnings from continuing operations before income taxes	103.2	79.9	204.6	159.4
Commercial Aircraft
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues	539.3	541.1	1,065.4	1,064.5
Operating earnings	99.7	98.3	198.1	191.4
Business Jet
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues	161.3	121.7	325.2	242.9
Operating earnings	$ 27.6	$ 15.9	$ 54.9	$ 37.0

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Divestitures and Business Combinations (Details) - Spinoff [Member] - KLX Inc [Member] - Discontinued Operations, Disposed of by Means Other than Sale, Spinoff [Member] $ in Millions		3 Months Ended		6 Months Ended
	Dec. 16, 2014	Jun. 30, 2014 USD ($)	Mar. 31, 2014 USD ($)	Jun. 30, 2014 USD ($)
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract]
Ratio of shares of common stock to be distributed to shareholders	0.5
Revenues		$ 426.7		$ 793.3
Earnings before income taxes			$ 73.7	146.6
Earnings from discontinued operations, net of income taxes			$ 46.3	$ 92.1

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Capital Expenditures by Reportable Segment (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Property, Plant and Equipment [Line Items]
Capital expenditures	$ 22.7	$ 66.5	$ 48.0	$ 122.7
Commercial Aircraft
Property, Plant and Equipment [Line Items]
Capital expenditures	13.3	21.2	36.5	47.6
Business Jet
Property, Plant and Equipment [Line Items]
Capital expenditures	$ 9.4	7.9	$ 11.5	14.1
Discontinued Operations [Member]
Property, Plant and Equipment [Line Items]
Capital expenditures		$ 37.4		$ 61.0

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Divestitures and Business Combinations (Details 3) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2015	Dec. 31, 2014
Acquisitions [Line Items]
Goodwill	$ 823.5	$ 840.4
2014 Acquisitions
Acquisitions [Line Items]
Goodwill increase	$ 19.1
Minimum | Customer contracts and relationships
Acquisitions [Line Items]
Useful life (years)	8 years
Minimum | Covenants not to compete
Acquisitions [Line Items]
Useful life (years)	4 years
Maximum | Customer contracts and relationships
Acquisitions [Line Items]
Useful life (years)	30 years
Maximum | Covenants not to compete
Acquisitions [Line Items]
Useful life (years)	5 years

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Recent Accounting Pronouncements

6 Months Ended

Jun. 30, 2015

Accounting Changes And Error Corrections [Abstract]

Recent Accounting Pronouncements

Note 2.Recent Accounting Pronouncements

In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-03, Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”), which updated the guidance in Accounting Standards Codification (“ASC”) Topic 835, Interest. The updated guidance is effective retrospectively for annual periods and interim periods within the annual periods beginning after December 15, 2015. Early adoption is permitted, including early adoption in an interim period. The amendment requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The Company adopted ASU 2015-03 effective January 1, 2015 and has presented debt issuance costs of $22.8 and $24.4 as of June 30, 2015 and December 31, 2014, respectively, as a direct deduction from the carrying amounts of its debt liabilities. These amounts were previously recorded in other assets.

In June 2014, the FASB issued ASU 2014-12, Compensation-Stock Compensation (“ASU 2014-12”), which updated the guidance in ASC Topic 718, Compensation – Stock Compensation (“ASC Topic 718”). The update is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The amendments require that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in ASC Topic 718 F-12 as it relates to awards with performance conditions that affect vesting to account for such awards. As such, the performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. If the performance target becomes probable of being achieved before the end of the requisite service period, the remaining unrecognized compensation cost should be recognized prospectively over the remaining requisite service period. The total amount of compensation cost recognized during and after the requisite service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The requisite service period ends when the employee can cease rendering service and still be eligible to vest in the award if the performance target is achieved. As indicated in the definition of vest, the stated vesting period (which includes the period in which the performance target could be achieved) may differ from the requisite service period. The guidance permits two implementation approaches, either prospectively to all awards granted or modified after the effective date, or retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards thereafter. The adoption of ASU 2014-12 is not expected to have a material impact on the Company’s consolidated financial statements.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which updated the guidance in ASC Topic 606, Revenue Recognition. The amendments in this update are effective for annual reporting periods beginning after December 15, 2017. Early adoption is permitted as of one year prior to the current effective date. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should identify the contract(s) with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract and recognize revenue when (or as) the entity satisfies a performance obligation. The guidance permits two implementation approaches, one requiring retrospective application of the new standard with restatement of prior years and one requiring prospective application of the new standard with disclosure of results under old standards. The Company is currently evaluating the impact this guidance will have on its consolidated financial condition, results of operations, cash flows and disclosures and is currently unable to estimate the impact of adopting this guidance.

In April 2014, the FASB issued ASU 2014-08, Presentation of Financial Statements (ASC Topic 205) and Property, Plant and Equipment (“ASU 2014-08”), which updated the guidance in ASC Topic 360, Property, Plant and Equipment. The updated guidance is effective prospectively for years beginning on or after December 15, 2014, with early application permitted. The amendments in this update change the requirements for reporting discontinued operations in ASC Subtopic 205-20, Presentation of Financial Statements-Discontinued Operations. Under this updated guidance, a discontinued operation will include a disposal of a major part of an entity’s operations and financial results such as a separate major line of business or a separate major geographical area of operations. The guidance raises the threshold to be a major operation but no longer precludes discontinued operations presentation where there is significant continuing involvement or cash flows with a disposed component of an entity. The guidance expands disclosures to include cash flows where there is significant continuing involvement with a discontinued operation and the pre-tax profit or loss of disposal transactions not reported as discontinued operations. The adoption of ASU 2014-08 did not have a material impact on the Company’s condensed consolidated financial statements.

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CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Millions, $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Statement Of Financial Position [Abstract]
Property and equipment, accumulated depreciation	$ 337.9	$ 312.0
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	1.0	1.0
Preferred stock, shares outstanding	0.0	0.0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	200.0	200.0
Common stock, shares issued	107.0	106.7
Treasury stock	0.7	0.7

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Accounting for Uncertainty in Income Taxes

6 Months Ended

Jun. 30, 2015

Income Tax Disclosure [Abstract]

INCOME TAXES

Note 12.  Accounting for Uncertainty in Income Taxes

In accordance with ASC Topic 740, Income Taxes, the Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. As of June 30, 2015 and December 31, 2014, the Company had $74.2 and $73.2, respectively, of net unrecognized tax benefits. This liability, if recognized, would affect the Company’s effective tax rate. The Company is currently open to audit by the tax authorities for the eight tax years ended December 31, 2014. There are currently no material income tax audits in progress.

The Company classifies interest and penalties related to income tax as income tax expense. The amount included in the Company’s liability for unrecognized tax benefits for interest and penalties was less than $2.0 as of June 30, 2015 and December 31, 2014.

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Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2015	Jul. 24, 2015
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2015
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q2
Entity Current Reporting Status	Yes
Entity Registrant Name	B/E AEROSPACE INC
Entity Central Index Key	0000861361
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		106,225,815

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Divestutures and Business Combinations (Tables)

6 Months Ended

Jun. 30, 2015

Divestitures and Business Combination [Abstract]

Preliminary Estimates of Fair Values of Assets Acquired and Liabilities Assumed

	Domestic		Foreign
Accounts receivable-trade	$	12.5	$	12.0
Inventories		12.3		7.9
Other current and non-current assets		2.5		1.2
Property and equipment		6.5		7.1
Goodwill		194.0		199.5
Identified intangibles		45.7		91.3
Accounts payable		(4.2)		(3.6)
Other current and non-current liabilities		(16.1)		(40.7)
Total purchase price	$	253.2	$	274.7

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CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED) - USD ($) shares in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Income Statement [Abstract]
Revenues	$ 700.6	$ 662.8	$ 1,390.6	$ 1,307.4
Cost of sales	420.1	387.2	821.7	770.1
Selling, general and administrative	86.2	93.0	173.3	173.9
Research, development and engineering	67.0	71.0	142.6	141.7
Operating earnings	$ 127.3	$ 111.6	$ 253.0	$ 221.7
Operating earnings, as percentage of revenues	18.20%	16.80%	18.20%	17.00%
Interest expense	$ 24.1	$ 31.7	$ 48.4	$ 62.3
Earnings from continuing operations before income taxes	103.2	79.9	204.6	159.4
Income tax expense	24.3	17.6	48.1	33.9
Net earnings from continuing operations	78.9	62.3	156.5	125.5
Net earnings from discontinued operations, net of income taxes		46.3		92.1
Net earnings	78.9	108.6	156.5	217.6
Other comprehensive income (loss):
Foreign currency translation adjustment and other	27.3	5.4	(23.3)	9.3
Comprehensive income	$ 106.2	$ 114.0	$ 133.2	$ 226.9
Basic net earnings per share - Continuing operations (in dollars per share)	$ 0.76	$ 0.60	$ 1.50	$ 1.21
Basic net earnings per share - Discontinued operations (in dollars per share)		0.45		0.88
Basic net earnings per share (in dollars per share)	0.76	1.05	1.50	2.09
Diluted net earnings per share - Continuing operations (in dollars per share)	0.75	0.60	1.49	1.20
Diluted net earnings per share - Discontinued operations (in dollars per share)		0.44		0.88
Diluted net earnings per share (in dollars per share)	0.75	$ 1.04	1.49	$ 2.08
Dividends declared per share (in dollars per share)	$ 0.19		$ 0.38
Basic weighted average common shares	104.5	103.9	104.5	103.9
Diluted weighted average common shares	105.0	104.5	105.0	104.4

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Fair Value Measurements

6 Months Ended

Jun. 30, 2015

Fair Value Disclosures [Abstract]

Fair Value Measurements

Note 7.Fair Value Measurements

All short-term financial instruments are generally carried at amounts that approximate estimated fair value. The fair value is the price at which an asset could be exchanged in a current transaction between knowledgeable, willing parties. Assets measured at fair value are categorized based upon the lowest level of significant input to the valuations.

Level 1 – quoted prices in active markets for identical assets and liabilities.

Level 2 – quoted prices for identical assets and liabilities in markets that are not active, or observable inputs other than quoted prices in active markets for identical assets and liabilities.

Level 3 – unobservable inputs in which there is little or no market data available, which require the reporting entity to develop its own assumptions.

The carrying amounts of cash and cash equivalents (which the Company classifies as Level 1 assets), accounts receivable – trade and accounts payable represent their respective fair values due to their short- term nature. There was no debt outstanding under the Revolving Credit Facility as of June 30, 2015 or December 31, 2014. The carrying value of the Term Loan Facility approximates fair value due to the recent debt refinancing (which the Company classifies as Level 2).

The fair value information presented herein is based on pertinent information available to management at June 30, 2015 and December 31, 2014, respectively.

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Long-Term Debt

6 Months Ended

Jun. 30, 2015

Debt Disclosure [Abstract]

LONG-TERM DEBT

Note 6.Long-Term Debt

In connection with the KLX spin-off, the Company entered into a credit agreement dated as of December 16, 2014 (as amended, the “Credit Agreement”) governing its senior secured bank credit facilities, consisting of (a) a five-year, $600.0 revolving credit facility (the “Revolving Credit Facility”) and (b) a seven-year, $2,200.0 term loan facility (the “Term Loan Facility”).  Borrowings under the Revolving Credit Facility bear interest at an annual rate equal to the London interbank offered rate (“LIBOR”) plus 200 basis points or ABR (as defined therein) plus 100 basis points.There were no amounts outstanding under the Revolving Credit Facility as of June 30, 2015 or December 31, 2014.  Borrowings under the Term Loan Facility bear interest at an annual rate equal to LIBOR plus 325 basis points (LIBOR shall not be less than 75 basis points per annum) or ABR (as defined therein) plus 225 basis points(4.0% at June 30, 2015). 

Outstanding long-term debt as of June 30, 2015 consisted of $2,189.0 outstanding under the Term Loan Facility, of which $22.0 was current. In addition, the Company has a $600.0 Revolving Credit Facility of which there were no amounts outstanding as of June 30, 2015. On a net basis, after taking into consideration unamortized original issue discount and debt issue costs for the Term Loan Facility, net long-term debt was $2,156.0, consisting of $2,138.7 of long-term debt and $17.3 of current maturities of long-term debt.

In connection with the KLX spin-off, during December 2014, the Company redeemed $1,300.0 of its 5.25% Notes due 2022 and $650.0 of its 6.875% Notes due 2020. The Company incurred a loss on debt extinguishment of $243.6 related to unamortized debt issue costs and fees and expenses related to the repurchase of its 5.25% and 6.875% Notes during December 2014.

Letters of credit outstanding under the Revolving Credit Facility aggregated $8.5 at June 30, 2015 ($7.7 at December 31, 2014).

The Revolving Credit Facility contains an interest coverage ratio financial covenant (as defined therein) that must be maintained at a level greater than 3.0 to 1 and a total leverage ratio covenant (as defined therein) which limits gross debt to a 5.25 to 1 multiple of EBITDA (as defined therein). The Credit Agreement is collateralized by substantially all of the Company’s assets and contains customary affirmative covenants, negative covenants, restrictions on the payment of dividends and the repurchase of our stock, and conditions precedent for borrowings, all of which were met as of June 30, 2015.

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Divestitures and Business Combinations (Details 2)	Dec. 16, 2014
Discontinued Operations, Disposed of by Means Other than Sale, Spinoff [Member] | KLX Inc [Member]
Transtiional services
Term of transition services maximum	24 months

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Goodwill and Intangible Assets (Tables)

6 Months Ended

Jun. 30, 2015

Goodwill And Intangible Assets Disclosure [Abstract]

Intangible Assets by Major Asset Class

		June 30, 2015
	Useful					Net
	Life	Original		Accumulated		Book
	(Years)	Cost		Amortization		Value
Customer contracts and relationships	8-30	$	131.7	$	17.1	$	114.6
Acquired technologies and other	5-34		167.3		78.9		88.4
Trademarks and patents	3-20		27.7		17.1		10.6
Covenants not to compete	4-5		2.0		0.5		1.5
Trade names	5-20		29.3		3.1		26.2
		$	358.0	$	116.7	$	241.3

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Segment Reporting

6 Months Ended

Jun. 30, 2015

Segment Reporting [Abstract]

Segment Reporting

Note 10.Segment Reporting

The Company is organized based on the products and services it offers. The Company’s reportable segments, which are also its operating segments, are comprised of commercial aircraft and business jet. Each segment regularly reports its results of operations and makes requests for capital expenditures and acquisition funding to the Company’s chief operational decision-making group (“CODM”). This group is comprised of the Executive Chairman of the Board of Directors, the President and Chief Executive Officer and the Vice President and Chief Financial Officer. Each operating segment has separate management teams and infrastructures dedicated to providing a full range of products and services to their commercial, business jet, military, maintenance, repair and overhaul providers, aircraft leasing and aircraft manufacturing customers. The Company has not included product line information due to the similarity of commercial aircraft segment product offerings. The Company is currently evaluating the appropriate structure and reporting classification of its business segments and reporting units in light of the Company’s spin-off of KLX and changes in the members of the CODM and depending on the results of this evaluation our reportable segments and reporting units may change in the future.

The following table presents revenues and operating earnings by reportable segment:

	Three months ended				Six months ended
	June 30,				June 30,
	2015		2014		2015		2014
Revenues:
Commercial aircraft	$	539.3	$	541.1	$	1,065.4	$	1,064.5
Business jet		161.3		121.7		325.2		242.9
	$	700.6	$	662.8	$	1,390.6	$	1,307.4
Operating earnings(1)
Commercial aircraft	$	99.7	$	98.3	$	198.1	$	191.4
Business jet		27.6		15.9		54.9		37.0
		127.3		114.2		253.0		228.4
Corporate allocations related to discontinued operations		-		(2.6)		-		(6.7)
Operating earnings		127.3		111.6		253.0		221.7
Interest expense		24.1		31.7		48.4		62.3
Earnings from continuing operations
before income taxes	$	103.2	$	79.9	$	204.6	$	159.4

(1) Operating earnings includes an allocation of corporate IT costs, employee benefits and general and administrative costs based on the proportion of each segment’s systems users, number of employees and sales, respectively.

The following table presents capital expenditures(1) by reportable segment:

	Three months ended				Six months ended
	June 30,				June 30,
	2015		2014		2015		2014
Commercial aircraft	$	13.3	$	21.2	$	36.5	$	47.6
Business jet		9.4		7.9		11.5		14.1
Discontinued operations		-		37.4		-		61.0
	$	22.7	$	66.5	$	48.0	$	122.7

(1) Corporate capital expenditures have been allocated to the above segments in a manner consistent with our corporate expense allocations.

The following table presents goodwill by reportable segment:

	June 30,		December 31,
	2015		2014
Commercial aircraft	$	375.1	$	379.8
Business jet		448.4		460.6
	$	823.5	$	840.4

The following table presents total assets(1) by reportable segment:

	June 30,		December 31,
	2015		2014
Commercial aircraft	$	2,212.6	$	2,112.4
Business jet		1,119.9		1,079.7
	$	3,332.5	$	3,192.1

(1) Corporate assets (including cash and cash equivalents) of $521.4 and $566.8at June 30, 2015 and December 31, 2014, respectively, have been allocated to the above segments in a manner consistent with our corporate expense allocations.

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Commitments, Contingencies and Off-Balance Sheet Arrangements

6 Months Ended

Jun. 30, 2015

Commitments And Contingencies Disclosure [Abstract]

Commitments, Contingencies and Off-Balance Sheet Arrangements

Note 8.Commitments, Contingencies and Off-Balance Sheet Arrangements

Lease Commitments – The Company finances its use of certain facilities and equipment under committed lease arrangements provided by various institutions. Since the terms of these arrangements meet the accounting definition of operating lease arrangements, the aggregate sum of future minimum lease payments is not reflected on the condensed consolidated balance sheets. At June 30, 2015, future minimum lease payments under these arrangements approximated $192.6, the majority of which related to long-term real estate leases.

Litigation – The Company is a defendant in various legal actions arising in the normal course of business, the outcomes of which, in the opinion of management, neither individually nor in the aggregate, are likely to result in a material adverse effect on the Company’s condensed consolidated financial statements.

Indemnities, Commitments and Guarantees – During its normal course of business, the Company has made certain indemnities, commitments and guarantees under which it may be required to make payments in relation to certain transactions. These indemnities include non-infringement of patents and intellectual property indemnities to the Company’s customers in connection with the design, manufacture, sale and delivery of its products, indemnities to various lessors in connection with facility leases for certain claims arising from such facility or lease, and indemnities to other parties to certain acquisition agreements. The duration of these indemnities, commitments and guarantees varies, and in certain cases is indefinite. Many of these indemnities, commitments and guarantees provide for limitations on the maximum potential future payments the Company could be obligated to make. However, the Company is unable to estimate the maximum amount of liability related to its indemnities, commitments and guarantees because such liabilities are contingent upon the occurrence of events that are not reasonably determinable. Management believes that any liability for these indemnities, commitments and guarantees would not be material to the accompanying condensed consolidated financial statements. Accordingly, no significant amounts have been accrued for indemnities, commitments and guarantees.

Product Warranty Costs – Estimated costs related to product warranties are accrued at the time products are sold. In estimating its future warranty obligations, the Company considers various relevant factors, including the Company’s stated warranty policies and practices, the historical frequency of claims and the cost to replace or repair its products under warranty.

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Accounting for Stock-Based Compensation

6 Months Ended

Jun. 30, 2015

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

EMPLOYEE STOCK PURCHASE PLAN

Note 9.Accounting for Stock-Based Compensation

The Company has a Long-Term Incentive Plan (“LTIP”) under which the Company’s Compensation Committee has the authority to grant stock options, stock appreciation rights, restricted stock, restricted stock units or other forms of equity-based or equity-related awards.

Compensation cost generally is recognized on a straight-line basis over the vesting period of the shares. Share-based compensation of $7.2and $13.5, and $7.0 and $13.4 was recognized during the three and six month periods ended June 30, 2015 and 2014, respectively, related to the equity grants made pursuant to the LTIP. Unrecognized compensation expense related to equity grants, including the estimated impact of any future forfeitures, was $60.6 at June 30, 2015.

The Company has established a qualified Employee Stock Purchase Plan which allows qualified employees (as defined therein) to purchase shares of the Company’s common stock at a price equal to 85% of the closing price at the end of each semi-annual stock purchase period. Compensation cost for this plan was not material to any of the periods presented.

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Net Earnings Per Common Share

6 Months Ended

Jun. 30, 2015

Earnings Per Share [Abstract]

Net Earnings Per Common Share

Note 11.  Net Earnings Per Common Share

Basic net earnings per common share is computed using the weighted average common shares outstanding during the period. Diluted net earnings per common share is computed by using the weighted average common shares outstanding including the dilutive effect of shares issued under the Employee Stock Purchase Plan and restricted shares based on an average share price during the period. For the three month periods ended June 30, 2015 and 2014, approximately 0.4 and 0.0 shares and for the six month periods ended June 30, 2015 and 2014, approximately 0.6 and 0.0 shares of the Company’s common stock, respectively, were excluded from the determination of diluted earnings per common share because their effect would have been anti-dilutive.

The computations of basic and diluted earnings per share for the three and six month periods ended June 30, 2015 and 2014, respectively, are as follows:

	Three months ended				Six months ended
	June 30,				June 30,
	2015		2014		2015		2014
Net earnings	$	78.9	$	108.6	$	156.5	$	217.6
Basic weighted average common shares		104.5		103.9		104.5		103.9
Effect of employee stock purchase plan shares		-		0.1		-		0.1
Effect of restricted shares issued		0.5		0.5		0.5		0.4
Diluted weighted average common shares		105.0		104.5		105.0		104.4
Basic net earnings per share:
Continuing operations	$	0.76	$	0.60	$	1.50	$	1.21
Discontinued operations		-		0.45		-		0.88
Basic net earnings per share	$	0.76	$	1.05	$	1.50	$	2.09
Diluted net earnings per share:
Continuing operations	$	0.75	$	0.60	$	1.49	$	1.20
Discontinued operations		-		0.44		-		0.88
Diluted net earnings per share	$	0.75	$	1.04	$	1.49	$	2.08

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Accounting for Stock-Based Compensation (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Sep. 30, 2014	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of discounted closing price for Employee Stock Purchase Plan			85.00%
Long Term Incentive Plans
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation	$ 7.2	$ 7.0	$ 13.5	$ 13.4
Unrecognized compensation cost			$ 60.6

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Recent Accounting Pronouncements - USD ($) $ in Millions	3 Months Ended	6 Months Ended	12 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]
Debt issuance costs	$ 22.8	$ 1.9	$ 24.4

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Divestitures and Business Combinations (Details 5) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2014	Jun. 30, 2015	Dec. 31, 2014
Business Combination, Separately Recognized Transactions [Line Items]
Goodwill			$ 823.5	$ 840.4
Domestic
Business Combination, Separately Recognized Transactions [Line Items]
Accounts receivable-trade			12.5
Inventories			12.3
Other current and non-current assets			2.5
Property and equipment			6.5
Goodwill			194.0
Identified intangibles			45.7
Accounts payable			(4.2)
Other current and non-current liabilities			(16.1)
Total purchase price			253.2
2014 Acquisitions
Business Combination, Separately Recognized Transactions [Line Items]
Unaudited pro forma revenues had business acquisitions occurred at the beginning of the period	$ 691.6	$ 1,376.4
Unaudited pro forma net earnings had business acquisitions occurred at the beginning of the period	$ 64.9	$ 130.4
Unaudited pro forma diluted net earnings per share had business acquisitions occurred at the beginning of the period	$ 0.62	$ 1.25
2014 Acquisitions | Foreign
Business Combination, Separately Recognized Transactions [Line Items]
Accounts receivable-trade			12.0
Inventories			7.9
Other current and non-current assets			1.2
Property and equipment			7.1
Goodwill			199.5
Identified intangibles			91.3
Accounts payable			(3.6)
Other current and non-current liabilities			(40.7)
Total purchase price			274.7
Manufacturing
Business Combination, Separately Recognized Transactions [Line Items]
Goodwill			393.5
Identified intangibles			$ 137.0

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Computations of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Earnings Per Share [Abstract]
Net earnings	$ 78.9	$ 108.6	$ 156.5	$ 217.6
Basic weighted average common shares	104.5	103.9	104.5	103.9
Effect of dilutive stock options and employee stock purchase plan shares		0.1		0.1
Effect of restricted shares issued	0.5	0.5	0.5	0.4
Diluted weighted average common shares	105.0	104.5	105.0	104.4
Basic net earnings per share - Continuing operations (in dollars per share)	$ 0.76	$ 0.60	$ 1.50	$ 1.21
Basic net earnings per share - Discontinued operations (in dollars per share)		0.45		0.88
Basic net earnings per share (in dollars per share)	0.76	1.05	1.50	2.09
Diluted net earnings per share - Continuing operations (in dollars per share)	0.75	0.60	1.49	1.20
Diluted net earnings per share - Discontinued operations (in dollars per share)		0.44		0.88
Diluted net earnings per share (in dollars per share)	$ 0.75	$ 1.04	$ 1.49	$ 2.08

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$ 156.5	$ 217.6
Adjustments to reconcile net earnings to net cash flows provided by operating activities, net of effects from acquisitions:
Depreciation and amortization	41.3	63.0
Deferred income taxes	5.5	7.3
Non-cash compensation	14.3	14.2
Provision for doubtful accounts	0.2	0.6
Loss on disposal of property and equipment	0.2	0.1
Tax benefits realized from prior exercises of employee stock options and restricted stock	(2.4)	(4.8)
Changes in operating assets and liabilities:
Accounts receivable	(95.6)	(128.1)
Inventories	(107.1)	(158.6)
Other current and non-current assets	62.3	(30.3)
Accounts payable and accrued liabilities	34.7	86.7
Net cash provided by operating activities	109.9	67.7
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures	(48.0)	(122.7)
Acquisitions, net of cash acquired	4.3	(1,042.7)
Other	(5.1)
Net cash used in investing activities	(48.8)	(1,165.4)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from common stock issued	3.1	3.7
Purchase of treasury stock	(0.4)	(0.1)
Tax benefits realized from prior exercises of employee stock options and restricted stock	2.4	4.8
Borrowings on line of credit		668.0
Debt origination costs		(1.9)
Principal payments on long-term debt	(11.0)
Payments of Dividends	19.9
Net cash (used in) provided by financing activities	(25.8)	674.5
Effect of foreign exchange rate changes on cash and cash equivalents	(1.5)	1.9
Net increase (decrease) in cash and cash equivalents	33.8	(421.3)
Cash and cash equivalents, beginning of period	292.5	637.8
Cash and cash equivalents, end of period	326.3	216.5
Cash paid (refunded) during period for:
Interest	37.4	57.5
Income taxes		93.7
Income taxes (refunded)	(30.0)
Supplemental schedule of non-cash activities:
Accrued property additions	$ 5.5	9.4
Contingent consideration		$ 102.0

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Goodwill and Intangible Assets

6 Months Ended

Jun. 30, 2015

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Note 5.Goodwill and Intangible Assets

The table below sets forth the intangible assets by major asset class, all of which were acquired through business purchase transactions:

		June 30, 2015
	Useful					Net
	Life	Original		Accumulated		Book
	(Years)	Cost		Amortization		Value
Customer contracts and relationships	8-30	$	131.7	$	17.1	$	114.6
Acquired technologies and other	5-34		167.3		78.9		88.4
Trademarks and patents	3-20		27.7		17.1		10.6
Covenants not to compete	4-5		2.0		0.5		1.5
Trade names	5-20		29.3		3.1		26.2
		$	358.0	$	116.7	$	241.3

Amortization expense associated with identifiable intangible assets within continuing operations was approximately $4.2 and $3.0 for the three month periods ended June 30, 2015 and 2014, respectively, and $8.5 and $5.9 for the six month periods ended June 30, 2015 and 2014, respectively. The Company currently expects to recognize amortization expense of approximately $17 in each of the next fivefiscalyears.  The future amortization amounts are estimates. Actual future amortization expense may be different due to future acquisitions, impairments, changes in amortization periods or other factors such as changes in exchange rates for assets acquired outside the United States. The Company expenses costs to renew or extend the term of a recognized intangible asset. Goodwill decreased $16.9 during the six months ended June 30, 2015 due to foreign currency translations.

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Inventories (Details) - Work-in-process inventories - USD ($) $ in Millions	Sep. 30, 2014	Dec. 31, 2013
Inventory [Line Items]
Costs and estimated earnings in excess of billings on uncompleted contracts	$ 115.6	$ 127.9
Excess over average costs on long-term contracts	$ 381.6	$ 320.6

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Total Assets by Reportable Segment (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Segment Reporting, Asset Reconciling Item [Line Items]
Total assets	$ 3,332.5	$ 3,192.1
Commercial Aircraft
Segment Reporting, Asset Reconciling Item [Line Items]
Total assets	2,212.6	2,112.4
Business Jet
Segment Reporting, Asset Reconciling Item [Line Items]
Total assets	$ 1,119.9	$ 1,079.7

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Segment Reporting (Tables)

6 Months Ended

Jun. 30, 2015

Segment Reporting [Abstract]

Revenues and Operating Earnings by Reportable Segment

	Three months ended				Six months ended
	June 30,				June 30,
	2015		2014		2015		2014
Revenues:
Commercial aircraft	$	539.3	$	541.1	$	1,065.4	$	1,064.5
Business jet		161.3		121.7		325.2		242.9
	$	700.6	$	662.8	$	1,390.6	$	1,307.4
Operating earnings(1)
Commercial aircraft	$	99.7	$	98.3	$	198.1	$	191.4
Business jet		27.6		15.9		54.9		37.0
		127.3		114.2		253.0		228.4
Corporate allocations related to discontinued operations		-		(2.6)		-		(6.7)
Operating earnings		127.3		111.6		253.0		221.7
Interest expense		24.1		31.7		48.4		62.3
Earnings from continuing operations
before income taxes	$	103.2	$	79.9	$	204.6	$	159.4

Capital Expenditures by Reportable Segment

	Three months ended				Six months ended
	June 30,				June 30,
	2015		2014		2015		2014
Commercial aircraft	$	13.3	$	21.2	$	36.5	$	47.6
Business jet		9.4		7.9		11.5		14.1
Discontinued operations		-		37.4		-		61.0
	$	22.7	$	66.5	$	48.0	$	122.7

Goodwill by Reportable Segment

	June 30,		December 31,
	2015		2014
Commercial aircraft	$	375.1	$	379.8
Business jet		448.4		460.6
	$	823.5	$	840.4

Total Assets by Reportable Segment

	June 30,		December 31,
	2015		2014
Commercial aircraft	$	2,212.6	$	2,112.4
Business jet		1,119.9		1,079.7
	$	3,332.5	$	3,192.1