UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of April 2014

 

Commission File Number 001-16429

 

ABB Ltd

(Translation of registrant’s name into English)

 

P.O. Box 1831, Affolternstrasse 44, CH-8050, Zurich, Switzerland

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F x

Form 40-F o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

 

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

 

Indication by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

 

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes o

No x

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-

 

 

 



 

This Form 6-K consists of the following:

 

1.              Press release issued by ABB Ltd dated April 29, 2014.

2.              Announcements regarding transactions in ABB Ltd’s Securities made by the directors or the members of the Executive Committee.

3.              Agenda and resolutions from the ABB Ltd General Meeting of Shareholders held on April 30, 2014.

4.              Press release issued by ABB Ltd dated April 30, 2014.

 

The information provided by Item 1 above is deemed filed for all purposes under the Securities Exchange Act of 1934.

 

2



 

Press Release

 

ABB reports four divisions on track,
“Step change” program in Power Systems

 

·                      Orders stable on a like-for-like(1) basis, early-cycle trends remain positive

·                      Operational EBITDA(2) steady, excluding Power Systems (PS)

·                      Strongly improved cash from operations

·                      “Step change” program launched in PS to deepen business transformation

 

Zurich, Switzerland, April 29, 2014 — ABB today reported stable top line results for the first quarter of 2014 as the company benefited from its broad presence in early-cycle industrial sectors and its well-balanced geographic scope.

 

Orders(3) of $10.4 billion were steady near last year’s level despite continued slow large order intake from utilities and late-cycle industries. Revenues amounted to $9.5 billion, with automation revenues increasing and power revenues declining, the latter reflecting the lower opening order backlog in power compared to the same quarter in 2013.

 

Operational EBITDA margins(1) were higher in Low Voltage Products and Process Automation and steady in Power Products and Discrete Automation and Motion, excluding the expected dilutive impact of the Power-One acquisition. Group operational EBITDA and margin were adversely impacted by weak operational performance in Power Systems and charges related mainly to large engineering, procurement and construction (EPC) projects in offshore wind and solar power generation, resulting in a loss in PS in the quarter. Cash from operations improved in the quarter despite the deterioration in Power Systems.

 

“We remain on track in four divisions who combined to deliver higher early-cycle orders, steady earnings and stronger cash flow in the first quarter,” said ABB Chief Executive Officer Ulrich Spiesshofer. “Strong order growth and cash generation in Discrete Automation and Motion and solid revenue execution in Low Voltage Products were highlights in the quarter. Power Products maintained its solid profitability, and operational EBITDA margin in Process Automation was at record levels.

 

“With the divestiture of Thomas & Betts HVAC business, and the Power-One Power Solutions business we announced yesterday, we are making good progress in our portfolio pruning efforts.

 

“We are disappointed with the continued poor performance in Power Systems and are rigorously executing actions that go well beyond the previously-announced strategic realignment,” Spiesshofer said. “After a thorough review, the new leadership has initiated a ‘step change’ program and already taken a number of corrective decisions. These include the discontinuation of bidding for solar EPC projects and further management changes. The transformation of PS will take longer than originally expected, but we remain confident that the outcome will be a strong and competitive business.

 

“Looking ahead, our ambitions in 2014 are to continue the solid performance in four of our five divisions and drive the turnaround in PS.” he said. “At the same time, our leadership team is making good progress on our longer-term strategic plan and we look forward to presenting it at our capital markets day in September.”

 

2014 Q1 key figures

 

 

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q1 14

 

Q1 13

 

US$

 

Local

 

Like-for-like1

 

Orders

 

10,358

 

10,492

 

-1

%

1

%

1

%

Order backlog (end March)

 

26,924

 

29,614

 

-9

%

-9

%

 

 

Revenues

 

9,471

 

9,715

 

-3

%

-1

%

-2

%

Income from operations

 

855

 

1,052

 

-19

%

 

 

 

 

as % of revenues

 

9.0

%

10.8

%

 

 

 

 

 

 

Operational EBITDA

 

1,271

 

1,458

 

-13

%

 

 

 

 

as % of operational revenues

 

13.4

%

15.0

%

 

 

 

 

 

 

Net income

 

544

 

664

 

-18

%

 

 

 

 

Basic net income per share ($)

 

0.24

 

0.29

 

 

 

 

 

 

 

Cash from operating activities

 

(45

)

(223

)

n/a

 

 

 

 

 

 



 

Summary of Q1 results

 

Growth overview

 

The global macroeconomic environment was generally more positive through the first quarter of 2014 compared with the same quarter in 2013. This was reflected in higher demand mainly among earlier-cycle general industry customers. Customers in some late-cycle industries, such as mining, remained cautious in their spending in the face of continued overcapacity. Utilities made further selective power transmission investments but demand in Europe remained low, largely the result of ongoing uncertainties related to energy policy, especially in the area of renewable power.

 

Total orders received were steady in the quarter (steady on a like-for-like basis). Base orders (below $15 million) were up 3 percent (up 3 percent like-for-like) on growth in most of ABB’s early-cycle product businesses, mainly in the Discrete Automation and Motion and Low Voltage Products divisions. This was offset by a 12-percent decrease in large orders (above $15 million), mainly in the Process Automation and Power Products businesses due to continued postponements of customer capital investments in grid infrastructure and greenfield industrial development projects.

 

Large orders represented 12 percent of total orders received in the quarter, compared to 14 percent in the same quarter in 2013.

 

Service orders decreased 6 percent (up 4 percent like-for-like) due to the exit from a large full-service contract in Finland. Service orders represented 18 percent of total orders, down from 19 percent versus the year-earlier quarter (increased to 18 percent from 17 percent on a like-for-like basis).

 

Revenues were down 1 percent in the first quarter (down 2 percent like-for-like) on a lower opening order backlog compared to the first quarter a year earlier and execution issues in the Power Systems division. Service revenues represented 16 percent of total revenues, unchanged compared to the same quarter a year earlier (increased to 16 percent from 15 percent on a like-for-like basis).

 

The order backlog at the end of March amounted to $26.9 billion, a decline of 9 percent compared with the end of the first quarter of 2013, but up 4 percent versus the end of 2013.

 

Orders received and revenues by region

 

 

 

Orders received

 

Change

 

Revenues

 

Change

 

$ millions  

 

Q1 14

 

Q1 13

 

US$

 

Local

 

Like-
for-like

 

Q1 14

 

Q1 13

 

US$

 

Local

 

Like-
for-like

 

Europe

 

3,864

 

3,884

 

-1

%

-2

%

2

%

3,354

 

3,377

 

-1

%

-2

%

-2

%

The Americas

 

2,763

 

2,798

 

-1

%

4

%

1

%

2,732

 

2,824

 

-3

%

1

%

-1

%

Asia

 

2,731

 

2,815

 

-3

%

-1

%

-2

%

2,448

 

2,544

 

-4

%

 

-2

%

Middle East and Africa

 

1,000

 

995

 

1

%

4

%

3

%

937

 

970

 

-3

%

-2

%

-3

%

ABB Group

 

10,358

 

10,492

 

-1

%

1

%

1

%

9,471

 

9,715

 

-3

%

-1

%

-2

%

 

Orders were down in Europe. On a like for like basis, orders were up 2 percent as an increase in automation orders in both early-cycle industrial sectors and in rail transportation more than offset the decline in power orders, as utility spending remained subdued.

 



 

The order development in the Americas reflects a double-digit increase in power orders and overall solid order growth in the US and Canada that offset large order declines in Brazil.

 

In Asia, strong order growth in both power and automation in India, along with higher base orders in China could not offset lower large orders in China compared to the same quarter in 2013.

 

Orders increased in the Middle East and Africa on strong double-digit growth in Saudi Arabia, Algeria, the UAE and Egypt.

 

2014 Q1 orders received and revenues by division

 

 

 

Orders received

 

Revenues

 

 

 

 

 

 

 

Change

 

 

 

 

 

Change

 

$ millions unless
otherwise indicated

 

Q1
2014

 

Q1
2013

 

US$

 

Local
currency

 

Like-
for-like

 

Q1
2014

 

Q1
2013

 

US$

 

Local
currency

 

Like-
for-like

 

Discrete Automation and Motion

 

2,816

 

2,485

 

13

%

14

%

9

%

2,381

 

2,327

 

2

%

3

%

-2

%

Low Voltage Products

 

1,975

 

1,934

 

2

%

3

%

 

 

1,882

 

1,777

 

6

%

7

%

 

 

Process Automation

 

2,004

 

2,500

 

-20

%

-17

%

-11

%

1,943

 

1,978

 

-2

%

1

%

4

%

Power Products

 

2,725

 

2,859

 

-5

%

-3

%

 

 

2,391

 

2,489

 

-4

%

-2

%

 

 

Power Systems

 

1,490

 

1,637

 

-9

%

-6

%

 

 

1,608

 

2,051

 

-22

%

-19

%

 

 

Corporate and other (incl. inter-division eliminations)

 

(652

)

(923

)

 

 

 

 

 

 

(734

)

(907

)

 

 

 

 

 

 

ABB Group

 

10,358

 

10,492

 

-1

%

1

%

1

%

9,471

 

9,715

 

-3

%

-1

%

-2

%

 

Discrete Automation and Motion: Early-cycle businesses serving general industry and discrete manufacturing continued to grow in the quarter, compensating lower demand for products used in later-cycle process industries. Orders also benefited from a large rail order in Sweden and from organic growth initiatives across the portfolio, especially in service. On a like-for-like basis, higher revenues from early-cycle products were more than offset by the impact of a lower opening order backlog in large motors and medium-voltage drives compared to the same quarter in 2013. Service revenues increased at a double-digit pace.

 

Low Voltage Products: The increase in orders reflects the generally positive business environment in early-cycle industrial and building sectors in most regions, as well as measures to increase the penetration in a number of key markets. Revenues grew in all regions in the quarter and benefited from the execution of system orders out of the backlog.

 

Process Automation: A double-digit increase in oil and gas orders and higher demand for measurement products and turbocharging in the quarter were more than offset by a strong decline in mining orders compared to the high level seen in the first quarter a year ago. Revenues on a like-for-like basis were higher on the execution of the strong order backlog in oil and gas and marine.

 

Power Products: Industrial and power distribution orders increased in comparison with the first quarter of 2013, while large transmission orders were lower, as utilities remained cautious and selective on investments. The revenue decline mainly reflects the lower opening order backlog.

 



 

Power Systems: Large orders were at the same level as last year. Utilities remain cautious in their power transmission investments and ABB’s selectivity focus on margin and pull-through continues. Revenues were lower than the previous year impacted by the lower opening order backlog and the execution delays in selected projects.

 

Earnings overview

 

Operational EBITDA

 

Operational EBITDA in the first quarter of 2014 amounted to $1.3 billion, 13 percent below the year-earlier period, primarily the result of the weak operational performance in Power Systems and charges related mainly to EPC projects in offshore wind and solar power generation (see next section). The operational EBITDA margin was steady to higher in all other divisions (excluding the dilutive impact of the Power-One acquisition in the Discrete Automation and Motion division). Lower revenues in the quarter also contributed to the decline.

 

Cost savings and further productivity improvements more than compensated pricing pressures and negative cost absorption impacts that resulted from the decline in revenues.

 

Power Systems Step Change

 

As a result of a comprehensive review carried out over the past three months by the new divisional leadership, ABB has launched a “step change” program that goes beyond previously-announced initiatives to return the Power Systems division to long-term growth and profitability. Among the actions being taken by the recently-appointed management team are a stop to bidding on new turnkey EPC solar power generation contracts; a reassessment of the business model for offshore wind power connections; further management changes; more rigorous execution of process changes in areas such as risk management and project execution; and the engagement of experienced external resources to accelerate the transformation of the business.

 

Along with ABB’s other four divisions, Power Systems is developing updated financial targets to be presented at the company’s capital markets day in September of this year.

 

Net income

 

Net income for the quarter amounted to $544 million and included approximately $333 million of depreciation and amortization, of which approximately $100 million of amortization was related to acquisitions. Restructuring-related charges amounted to $47 million.

 

Basic earnings per share amounted to $0.24 in the first quarter compared to $0.29 in the same quarter a year earlier.

 



 

2014 Q1 earnings and cash flows by division

 

 

 

Operational EBITDA

 

Operational
EBITDA margin

 

Cash flows from
operating activities

 

$ millions unless
otherwise indicated

 

Q1
2014

 

Q1
2013

 

Change
US$

 

Q1
2014

 

Q1
2013

 

Q1
2014

 

Q1
2013

 

Change
 US$

 

Discrete Automation and Motion

 

395

 

416

 

-5

%

16.6

%

17.8

%

294

 

179

 

64

%

Low Voltage Products

 

346

 

320

 

8

%

18.4

%

18.0

%

(27

)

3

 

n/a

 

Process Automation

 

264

 

259

 

2

%

13.6

%

13.1

%

95

 

14

 

579

%

Power Products

 

354

 

372

 

-5

%

14.8

%

14.9

%

59

 

34

 

74

%

Power Systems

 

(29

)

169

 

n/a

 

-1.8

%

8.3

%

(303

)

(188

)

n/a

 

Corporate and other (incl. inter-division eliminations)

 

(59

)

(78

)

 

 

 

 

 

 

(163

)

(265

)

 

 

ABB Group

 

1,271

 

1,458

 

-13

%

13.4

%

15.0

%

(45

)

(223

)

n/a

 

 

Discrete Automation and Motion: The operational EBITDA and margin reflect the effect from the acquisition last year of solar inverter manufacturer Power-One. Excluding that impact, the division’s operational EBITDA margin was the same as a year earlier.

 

Low Voltage Products: Operational EBITDA and margin increased on higher revenues and improved project execution in the low-voltage systems business. The division increased profitability despite higher spending to drive sales growth as well as greater investments in research and development.

 

Process Automation: The improvement in operational EBITDA and margins primarily reflects solid project execution out of the order backlog as well as continued strict cost control.

 

Power Products: The operational EBITDA margin was steady as a result of continued cost savings and solid execution.

 

Power Systems: The operational EBITDA loss largely reflects the impact of project-related charges, mainly in offshore wind. Lower revenues also affected earnings.

 

Balance sheet and cash flow

 

Total debt at the end of the first quarter amounted to $9 billion, approximately $1 billion higher than at the end of 2013, reflecting increased short-term borrowing. Net debt(1) at the end of the first quarter increased to $1.8 billion compared with $1.5 billion at the end of 2013.

 

ABB reported a cash outflow from operations of $45 million in the first quarter versus a cash outflow of $223 million in the first quarter a year earlier. Cash flow from the divisions improved by approximately $80 million as the result of successful net working capital management efforts, especially in receivables and inventory management. Corporate cash flows improved by approximately $100 million compared to the year-earlier period, mainly reflecting cash outflows in 2013 for pensions and the timing of cash flows related to derivative settlements and the company’s corporate real estate portfolio. Net working capital as a share of revenues(1) amounted to 17 percent compared to 16 percent at the end of the first quarter of 2013.

 



 

Divestitures

 

In line with its strategy to continuously optimize the portfolio and to focus on driving profitable growth in our core automation and power businesses, ABB announced in March an agreement to divest Thomas & Betts’ heating, ventilation and air conditioning (HVAC) business for $260 million in an all-cash transaction. Yesterday, ABB announced an agreement to sell the Power Solutions business of Power-One for $117 million. Both transactions are expected to close in the second quarter of 2014, subject to regulatory clearances.

 

Outlook

 

The long-term demand outlook for our businesses remains clearly positive. The need for efficient and reliable electricity transmission and distribution will continue to increase, driven by factors such as: accelerating urbanization in emerging markets; actions to address global warming; the rapidly increasing power needs from digitization; and the refurbishment of aging power grids. At the same time, demand for industrial automation solutions will grow as customers strive to improve productivity, efficiency, product quality, and safety. ABB is well positioned to tap these opportunities for long-term profitable growth with its strong market presence, broad geographic and business scope, technology leadership and financial strength.

 

In the short term, there are positive early-cycle macroeconomic signs, such as strengthening growth in the US and the more encouraging growth in many parts of Europe. However, there are also some uncertainties related to the speed and strength of economic development in the emerging markets, especially China.

 

In this market environment, ABB’s management team aims to systematically drive profitable organic growth through increased market penetration, generating more revenues from our pipeline of new product innovations, and expanding into new attractive market segments. In addition, management intends to accelerate business-led collaboration, such as further developing the service business, driving the successful integration of acquired businesses and increasing ABB’s productivity by focusing internal support activities on the needs of customers. A third priority is relentless execution, especially in the areas of cost savings, cash flow generation and returning the Power Systems division to higher and more consistent returns.

 



 

More information

 

The 2014 Q1 results press release and presentation slides are available on the ABB News Center at www.abb.com/news and on the Investor Relations homepage at www.abb.com/investorrelations.

 

ABB will host a press conference and conference call today in Zurich, Switzerland, starting at 10:00 a.m. Central European Time (CET). The event will be accessible by conference call. U.K. callers should dial +44 203 059 58 62. From Sweden, the number is +46 85 051 00 31, and from the rest of Europe, +41 58 310 50 00. Callers from the US and Canada should +1 866 291 41 66 (toll-free) or +1 631 570 56 13 (local tariff). Lines will be open 15 minutes before the start of the conference. Audio playback of the call will start one hour after the call ends and will be available for 24 hours: Playback numbers: +44 207 108 6233 (U.K.), +41 91 612 4330 (rest of Europe) or +1 631 982 4566 (U.S./Canada). The code is 12909, followed by the # key.

 

A conference call for analysts and investors is scheduled to begin today at 3:00 p.m. CET (9:00 a.m. EDT). Callers should dial +1 866 291 41 66 from the US/Canada (toll-free), +1 631 570 5613 (US/Canada local tariff), +44 203 059 58 62 from the U.K., +46 8 5051 00 31 from Sweden or +41 58 310 50 00 from the rest of the world. Callers are requested to phone in 10 minutes before the start of the call. The recorded session will be available as a podcast one hour after the end of the conference call and can be downloaded from our website.

 

Investor calendar 2014

 

 

Annual General Meeting Zurich, Switzerland

 

April 30, 2014

Second-quarter 2014 results

 

July 23, 2014

Capital Markets Day

 

September 9, 2014

Third-quarter 2014 results

 

October 22, 2014

 

ABB (www.abb.com) is a leader in power and automation technologies that enable utility and industry customers to improve performance while lowering environmental impact. The ABB Group of companies operates in around 100 countries and employs about 150,000 people.

 

Important notice about forward-looking information

 

This press release includes forward-looking information and statements as well as other statements concerning the outlook for our business. These statements are based on current expectations, estimates and projections about the factors that may affect our future performance, including global economic conditions, the economic conditions of the regions and industries that are major markets for ABB Ltd. These expectations, estimates and projections are generally identifiable by statements containing words such as “expects,” “believes,” “estimates,” “targets,” “plans” or similar expressions. However, there are many risks and uncertainties, many of which are beyond our control, that could cause our actual results to differ materially from the forward-looking information and statements made in this press release and which could affect our ability to achieve any or all of our stated targets. The important factors that could cause such differences include, among others, business risks associated with the volatile global economic environment and political conditions, costs associated with compliance activities, raw materials availability and prices, market acceptance of new products and services, changes in governmental regulations and currency exchange rates and such other factors as may be discussed from time to time in ABB Ltd’s filings with the U.S. Securities and Exchange Commission, including its Annual Reports on Form 20-F. Although ABB Ltd believes that its expectations reflected in any such forward-looking statement are based upon reasonable assumptions, it can give no assurance that those expectations will be achieved.

 

Zurich, April 29, 2014

Ulrich Spiesshofer, CEO

 

For more information please contact:

 

Media Relations:

Investor Relations:

ABB Ltd

Thomas Schmidt, Antonio Ligi

Switzerland: Tel. +41 43 317 71 11

Affolternstrasse 44

(Zurich, Switzerland)

investor.relations@ch.abb.com

CH-8050 Zurich, Switzerland

Tel: +41 43 317 65 68

 

 

Fax: +41 43 317 79 58

 

 

media.relations@ch.abb.com

 

 

 



 

Key figures 

 

 

 

 

 

 

 

 

 

$ millions unless otherwise indicated

 

Q1 14

 

Q1 13

 

Change

 

 

 

 

 

 

 

 

 

US$

 

Local

 

Orders

 

ABB Group

 

10,358

 

10,492

 

-1

%

1

%

 

 

Discrete Automation and Motion

 

2,816

 

2,485

 

13

%

14

%

 

 

Low Voltage Products

 

1,975

 

1,934

 

2

%

3

%

 

 

Process Automation

 

2,004

 

2,500

 

-20

%

-17

%

 

 

Power Products

 

2,725

 

2,859

 

-5

%

-3

%

 

 

Power Systems

 

1,490

 

1,637

 

-9

%

-6

%

 

 

Corporate and other (incl. inter-division eliminations)

 

(652

)

(923

)

 

 

 

 

Revenues

 

ABB Group

 

9,471

 

9,715

 

-3

%

-1

%

 

 

Discrete Automation and Motion

 

2,381

 

2,327

 

2

%

3

%

 

 

Low Voltage Products

 

1,882

 

1,777

 

6

%

7

%

 

 

Process Automation

 

1,943

 

1,978

 

-2

%

1

%

 

 

Power Products

 

2,391

 

2,489

 

-4

%

-2

%

 

 

Power Systems

 

1,608

 

2,051

 

-22

%

-19

%

 

 

Corporate and other (incl. inter-division eliminations)

 

(734

)

(907

)

 

 

 

 

Income from operations

 

ABB Group

 

855

 

1,052

 

-19

%

 

 

 

 

Discrete Automation and Motion

 

326

 

337

 

-3

%

 

 

 

 

Low Voltage Products

 

256

 

232

 

10

%

 

 

 

 

Process Automation

 

219

 

224

 

-2

%

 

 

 

 

Power Products

 

272

 

283

 

-4

%

 

 

 

 

Power Systems

 

(102

)

105

 

n/a

 

 

 

 

 

Corporate and other (incl. inter-division eliminations)

 

(116

)

(129

)

 

 

 

 

Income from operations %

 

ABB Group

 

9.0

%

10.8

%

 

 

 

 

 

 

Discrete Automation and Motion

 

13.7

%

14.5

%

 

 

 

 

 

 

Low Voltage Products

 

13.6

%

13.1

%

 

 

 

 

 

 

Process Automation

 

11.3

%

11.3

%

 

 

 

 

 

 

Power Products

 

11.4

%

11.4

%

 

 

 

 

 

 

Power Systems

 

-6.3

%

5.1

%

 

 

 

 

Operational EBITDA

 

ABB Group

 

1,271

 

1,458

 

-13

%

 

 

 

 

Discrete Automation and Motion

 

395

 

416

 

-5

%

 

 

 

 

Low Voltage Products

 

346

 

320

 

8

%

 

 

 

 

Process Automation

 

264

 

259

 

2

%

 

 

 

 

Power Products

 

354

 

372

 

-5

%

 

 

 

 

Power Systems

 

(29

)

169

 

n/a

 

 

 

 

 

Corporate and other (incl. inter-division eliminations)

 

(59

)

(78

)

 

 

 

 

Operational EBITDA %

 

ABB Group

 

13.4

%

15.0

%

 

 

 

 

 

 

Discrete Automation and Motion

 

16.6

%

17.8

%

 

 

 

 

 

 

Low Voltage Products

 

18.4

%

18.0

%

 

 

 

 

 

 

Process Automation

 

13.6

%

13.1

%

 

 

 

 

 

 

Power Products

 

14.8

%

14.9

%

 

 

 

 

 

 

Power Systems

 

-1.8

%

8.3

%

 

 

 

 

 


 


 

Operational EBITDA (excluding Corporate and Other and Intersegment elimination)

 

 

 

ABB

 

Discrete Automation
and Motion

 

Low Voltage
Products

 

Process Automation

 

Power Products

 

Power Systems

 

$ millions unless otherwise indicated

 

Q1 14

 

Q1 13

 

Q1 14

 

Q1 13

 

Q1 14

 

Q1 13

 

Q1 14

 

Q1 13

 

Q1 14

 

Q1 13

 

Q1 14

 

Q1 13

 

Revenues

 

9,471

 

9,715

 

2,381

 

2,327

 

1,882

 

1,777

 

1,943

 

1,978

 

2,391

 

2,489

 

1,608

 

2,051

 

FX/commodity timing differences on Revenues

 

5

 

6

 

(6

)

4

 

1

 

2

 

(4

)

5

 

(4

)

14

 

19

 

(19

)

Operational revenues

 

9,476

 

9,721

 

2,375

 

2,331

 

1,883

 

1,779

 

1,939

 

1,983

 

2,387

 

2,503

 

1,627

 

2,032

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from operations

 

855

 

1,052

 

326

 

337

 

256

 

232

 

219

 

224

 

272

 

283

 

(102

)

105

 

Depreciation

 

213

 

205

 

40

 

34

 

46

 

47

 

17

 

16

 

48

 

51

 

22

 

20

 

Amortization

 

120

 

116

 

37

 

30

 

31

 

32

 

6

 

4

 

7

 

7

 

25

 

25

 

including total acquisition-related amortization of

 

101

 

93

 

34

 

26

 

30

 

30

 

4

 

3

 

5

 

5

 

22

 

23

 

Restructuring and restructuring-related expenses

 

47

 

19

 

1

 

1

 

8

 

4

 

20

 

3

 

8

 

7

 

8

 

5

 

Acquisition-related expenses and certain non-operational items

 

11

 

4

 

(3

)

2

 

4

 

2

 

1

 

 

5

 

 

1

 

 

FX/commodity timing differences in income from operations

 

25

 

62

 

(6

)

12

 

1

 

3

 

1

 

12

 

14

 

24

 

17

 

14

 

Operational EBITDA

 

1,271

 

1,458

 

395

 

416

 

346

 

320

 

264

 

259

 

354

 

372

 

(29

)

169

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operational EBITDA margin (%)

 

13.4

%

15.0

%

16.6

%

17.8

%

18.4

%

18.0

%

13.6

%

13.1

%

14.8

%

14.9

%

-1.8

%

8.3

%

 


(1) For non-GAAP measures, see the “Supplemental Financial Information” attachment to the press release.

(2) See Reconciliation of operational EBITDA to Income from continuing operations before taxes in Note 11 to the Interim Consolidated Financial Information (unaudited).

(3) Management discussion of orders and revenues focuses on local currency changes. U.S. dollar changes are reported in results tables.

 


 


 

 

Supplemental financial information

March 31, 2014

 

ABB presents the following financial measures to supplement its Interim Consolidated Financial Information (unaudited) which is prepared in accordance with United States generally accepted accounting principles (U.S. GAAP). These supplemental financial measures are, or may be, considered non-GAAP financial measures as defined in the rules of the U.S. Securities and Exchange Commission (SEC).

 

While ABB’s management believes that the non-GAAP financial measures herein are useful in evaluating ABB’s operating results, this information should be considered as supplemental in nature and not as a substitute for the related financial information prepared in accordance with U.S. GAAP. Therefore these measures should not be viewed in isolation but considered together with the Interim Consolidated Financial Information (unaudited) prepared in accordance with U.S. GAAP as of and for three months ended March 31, 2014.

 

Like-for-like Growth Rates

 

The like-for-like growth rates of revenues and orders are calculated by adjusting reported revenues and orders, in both the current and comparable periods, for the effects of currency translation and portfolio changes. The adjustment for portfolio changes is calculated as follows: where the results of any business acquired or divested have not been consolidated and reported for the entire duration of both the current and comparable periods, the reported revenues and orders of such business are excluded from both periods when computing the like-for-like growth rate. In addition, certain other adjustments, which affect the business portfolio but do not qualify as a divestment, are treated in a similar manner to a divestment. We do not adjust for portfolio changes where the business acquired or divested has annual revenues of less than $50 million per year.

 

Operational EBITDA margin

 

Definition

 

Operational EBITDA

 

Operational EBITDA represents Income from operations excluding depreciation and amortization, restructuring and restructuring-related expenses, and acquisition-related expenses and certain non-operational items, as well as foreign exchange/commodity timing differences in income from operations consisting of: (i) unrealized gains and losses on derivatives (foreign exchange, commodities, embedded derivatives), (ii) realized gains and losses on derivatives where the underlying hedged transaction has not yet been realized, and (iii) unrealized foreign exchange movements on receivables/payables (and related assets/liabilities).

 

Operational revenues

 

Operational revenues are total revenues adjusted for foreign exchange/commodity timing differences in total revenues of: (i) unrealized gains and losses on derivatives, (ii) realized gains and losses on derivatives where the underlying hedged transaction has not yet been realized, and (iii) unrealized foreign exchange movements on receivables (and related assets).

 

Operational EBITDA margin

 

Operational EBITDA margin is Operational EBITDA as a percentage of Operational revenues.

 



 

Reconciliation

 

 

 

Three months ended March 31, 2014

 

($ in millions, except Operational
EBITDA margin in %)

 

Discrete
Automation
and Motion

 

Low Voltage
Products

 

Process
Automation

 

Power
Products

 

Power
Systems

 

Corporate
and Other
and
Intersegment
elimination

 

Consolidated

 

Total revenues

 

2,381

 

1,882

 

1,943

 

2,391

 

1,608

 

(734

)

9,471

 

Foreign exchange/commodity timing differences in total revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized gains and losses on derivatives

 

(1

)

1

 

(7

)

(7

)

35

 

(1

)

20

 

Realized gains and losses on derivatives where the underlying hedged transaction has not yet been realized

 

 

 

 

(1

)

(10

)

 

(11

)

Unrealized foreign exchange movements on receivables (and related assets)

 

(5

)

 

3

 

4

 

(6

)

 

(4

)

Operational revenues

 

2,375

 

1,883

 

1,939

 

2,387

 

1,627

 

(735

)

9,476

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from operations

 

326

 

256

 

219

 

272

 

(102

)

(116

)

855

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

77

 

77

 

23

 

55

 

47

 

54

 

333

 

Restructuring and restructuring- related expenses

 

1

 

8

 

20

 

8

 

8

 

2

 

47

 

Acquisition-related expenses and certain non-operational items

 

(3

)

4

 

1

 

5

 

1

 

3

 

11

 

Foreign exchange/commodity timing differences in income from operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized gains and losses on derivatives (foreign exchange, commodities, embedded derivatives)

 

1

 

1

 

1

 

16

 

38

 

(2

)

55

 

Realized gains and losses on derivatives where the underlying hedged transaction has not yet been realized

 

(1

)

 

 

(2

)

(14

)

 

(17

)

Unrealized foreign exchange movements on receivables/payables (and related assets/liabilities)

 

(6

)

 

 

 

(7

)

 

(13

)

Operational EBITDA

 

395

 

346

 

264

 

354

 

(29

)

(59

)

1,271

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operational EBITDA margin (%)

 

16.6

%

18.4

%

13.6

%

14.8

%

(1.8

)%

 

13.4

%

 

2



 

 

 

Three months ended March 31, 2013

 

($ in millions, except Operational
EBITDA margin in %)

 

Discrete
Automation
and Motion

 

Low Voltage
Products

 

Process
Automation

 

Power
Products

 

Power
Systems

 

Corporate
and Other
and
Intersegment
elimination

 

Consolidated

 

Total revenues

 

2,327

 

1,777

 

1,978

 

2,489

 

2,051

 

(907

)

9,715

 

Foreign exchange/commodity timing differences in total revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized gains and losses on derivatives

 

4

 

8

 

4

 

15

 

(14

)

 

17

 

Realized gains and losses on derivatives where the underlying hedged transaction has not yet been realized

 

 

 

 

1

 

2

 

 

3

 

Unrealized foreign exchange movements on receivables (and related assets)

 

 

(6

)

1

 

(2

)

(7

)

 

(14

)

Operational revenues

 

2,331

 

1,779

 

1,983

 

2,503

 

2,032

 

(907

)

9,721

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from operations

 

337

 

232

 

224

 

283

 

105

 

(129

)

1,052

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

64

 

79

 

20

 

58

 

45

 

55

 

321

 

Restructuring and restructuring- related expenses

 

1

 

4

 

3

 

7

 

5

 

(1

)

19

 

Acquisition-related expenses and certain non-operational items

 

2

 

2

 

 

 

 

 

4

 

Foreign exchange/commodity timing differences in income from operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized gains and losses on derivatives (foreign exchange, commodities, embedded derivatives)

 

16

 

12

 

13

 

30

 

19

 

(1

)

89

 

Realized gains and losses on derivatives where the underlying hedged transaction has not yet been realized

 

1

 

 

 

2

 

5

 

 

8

 

Unrealized foreign exchange movements on receivables/payables (and related assets/liabilities)

 

(5

)

(9

)

(1

)

(8

)

(10

)

(2

)

(35

)

Operational EBITDA

 

416

 

320

 

259

 

372

 

169

 

(78

)

1,458

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operational EBITDA margin (%)

 

17.8

%

18.0

%

13.1

%

14.9

%

8.3

%

 

15.0

%

 

3



 

Operational EPS

 

Definition

 

Operational net income

 

Operational net income is calculated as Net income attributable to ABB adjusted for the net-of-tax impact (using the Group’s effective tax rate) of:

 

i)                 restructuring and restructuring-related expenses,

ii)              acquisition-related expenses and certain non-operational items,

iii)           foreign exchange/commodity timing differences in income from operations consisting of: (a) unrealized gains and losses on derivatives (foreign exchange, commodities, embedded derivatives), (b) realized gains and losses on derivatives where the underlying hedged transaction has not yet been realized, and (c) unrealized foreign exchange movements on receivables/payables (and related assets/liabilities), and

iv)          amortization related to acquisitions.

 

Amortization related to acquisitions

 

Amortization expense on intangibles arising upon acquisitions.

 

Operational EPS

 

Operational EPS is calculated as Operational net income divided by the weighted-average number of shares used in determining basic earnings per share.

 

Reconciliation

 

 

 

Three months ended

 

 

 

March 31, 2014

 

March 31, 2013

 

($ in millions, except per share data in $)

 

 

 

EPS(1)

 

 

 

EPS(1)

 

Net income (attributable to ABB)

 

544

 

0.24

 

664

 

0.29

 

Restructuring and restructuring-related expenses(2)

 

34

 

0.01

 

14

 

0.01

 

Acquisition-related expenses and certain non-operational items(2)

 

8

 

0.00

 

3

 

0.00

 

FX/commodity timing differences in income from operations(2)

 

18

 

0.01

 

44

 

0.02

 

Amortization related to acquisitions(2)

 

72

 

0.03

 

67

 

0.03

 

Operational net income

 

676

 

0.29

 

792

 

0.34

 

 


(1) EPS amounts are computed separately, therefore the sum of the per share amounts shown may not equal to the total.

(2) Net of tax at Group effective tax rate.

 

4



 

Net debt

 

Definition

 

Net debt

 

Net debt is defined as Total debt less Cash and marketable securities.

 

Total debt

 

Total debt is the sum of Short-term debt and current maturities of long-term debt, and Long-term debt.

 

Cash and marketable securities

 

Cash and marketable securities is the sum of Cash and equivalents, and Marketable securities and short-term investments.

 

Reconciliation

 

($ in millions)

 

March 31, 2014

 

December 31, 2013

 

Short-term debt and current maturities of long-term debt

 

1,435

 

453

 

Long-term debt

 

7,612

 

7,570

 

Total debt

 

9,047

 

8,023

 

 

 

 

 

 

 

Cash and equivalents

 

6,402

 

6,021

 

Marketable securities and short-term investments

 

865

 

464

 

Cash and marketable securities

 

7,267

 

6,485

 

 

 

 

 

 

 

Net debt

 

1,780

 

1,538

 

 

5


 


 

Net debt to EBITDA

 

Definition

 

Net debt to EBITDA is calculated as Net debt divided by Income from operations adjusted to exclude depreciation and amortization for the trailing twelve months.

 

Reconciliation

 

($ in millions)

 

March 31, 2014

 

December 31, 2013

 

 

 

 

 

 

 

Net debt (as defined above)

 

1,780

 

1,538

 

 

 

 

 

 

 

EBITDA

 

 

 

 

 

Income from operations for the three months ended:

 

 

 

 

 

March 31, 2014

 

855

 

 

December 31, 2013

 

823

 

823

 

September 30, 2013

 

1,324

 

1,324

 

June 30, 2013

 

1,188

 

1,188

 

March 31, 2013

 

 

1,052

 

Depreciation and amortization for the three months ended:

 

 

 

 

 

March 31, 2014

 

333

 

 

December 31, 2013

 

352

 

352

 

September 30, 2013

 

327

 

327

 

June 30, 2013

 

318

 

318

 

March 31, 2013

 

 

321

 

Total EBITDA for the trailing twelve months

 

5,520

 

5,705

 

 

 

 

 

 

 

Net debt to EBITDA

 

0.3

 

0.3

 

 

6



 

Net working capital as a percentage of revenues

 

Definition

 

Net working capital

 

Net working capital is the sum of (i) receivables, net, (ii) inventories, net, and (iii) prepaid expenses; less (iv) accounts payable, trade, (v) billings in excess of sales, (vi) advances from customers, and (vii) other current liabilities (excluding primarily: (a) income taxes payable, (b) current derivative liabilities, and (c) pension and other employee benefits).

 

Adjusted revenues for the trailing twelve months

 

Adjusted revenues for the trailing twelve months includes total revenues recorded by ABB in the twelve months preceding the relevant balance sheet date adjusted to estimate the impact of annualizing revenues of certain acquisitions which were completed in the same trailing twelve month period.

 

Net working capital as a percentage of revenues

 

Net working capital as a percentage of revenues is calculated as Net working capital divided by Adjusted revenues for the trailing twelve months.

 

Reconciliation

 

 

 

March 31,

 

($ in millions)

 

2014

 

2013

 

Net working capital:

 

 

 

 

 

Receivables, net

 

12,215

 

11,941

 

Inventories, net

 

6,201

 

6,267

 

Prepaid expenses

 

305

 

322

 

Accounts payable, trade

 

(4,872

)

(4,705

)

Billings in excess of sales

 

(1,539

)

(1,902

)

Advances from customers

 

(1,780

)

(2,002

)

Other current liabilities(1)

 

(3,307

)

(3,257

)

Net working capital

 

7,223

 

6,664

 

 

 

 

 

 

 

Total revenues for the three months ended:

 

 

 

 

 

March 31, 2014 / 2013

 

9,471

 

9,715

 

December 31, 2013 / 2012

 

11,373

 

11,021

 

September  30, 2013 / 2012

 

10,535

 

9,745

 

June 30, 2013 / 2012

 

10,225

 

9,663

 

Adjustment to annualize revenues of certain acquisitions(2)

 

204

 

308

 

Adjusted revenues for the trailing twelve months

 

41,808

 

40,452

 

 

 

 

 

 

 

Net working capital as a percentage of revenues

 

17

%

16

%

 


(1) Amounts exclude $710 million and $844 million at March 31, 2014 and 2013, respectively, related primarily to (a) income taxes payable, (b) current derivative liabilities, and (c) pension and other employee benefits.

(2) Power-One, acquired in July 2013; Thomas & Betts, acquired in May 2012.

 

7



 

Finance net

 

Definition

 

Finance net is calculated as Interest and dividend income less Interest and other finance expense.

 

Reconciliation

 

 

 

Three months ended March 31,

 

($ in millions)

 

2014

 

2013

 

Interest and dividend income

 

17

 

18

 

Interest and other finance expense

 

(84

)

(97

)

Finance net

 

(67

)

(79

)

 

Book-to-bill ratio

 

Definition

 

Book-to-bill ratio is calculated as Orders received divided by Total revenues.

 

Reconciliation

 

 

 

Three months ended March 31,

 

($ in millions)

 

2014

 

2013

 

Orders received

 

10,358

 

10,492

 

Total revenues

 

9,471

 

9,715

 

 

 

 

 

 

 

Book-to-bill ratio

 

1.09

 

1.08

 

 

8



 

ABB Ltd Interim Consolidated Income Statements (unaudited)

 

 

 

Three months ended

 

($ in millions, except per share data in $)

 

Mar. 31, 2014

 

Mar. 31, 2013

 

 

 

 

 

 

 

Sales of products

 

7,937

 

8,191

 

Sales of services

 

1,534

 

1,524

 

Total revenues

 

9,471

 

9,715

 

Cost of products

 

(5,794

)

(5,910

)

Cost of services

 

(950

)

(954

)

Total cost of sales

 

(6,744

)

(6,864

)

Gross profit

 

2,727

 

2,851

 

Selling, general and administrative expenses

 

(1,507

)

(1,449

)

Non-order related research and development expenses

 

(365

)

(361

)

Other income (expense), net

 

 

11

 

Income from operations

 

855

 

1,052

 

Interest and dividend income

 

17

 

18

 

Interest and other finance expense

 

(84

)

(97

)

Income from continuing operations before taxes

 

788

 

973

 

Provision for taxes

 

(225

)

(277

)

Income from continuing operations, net of tax

 

563

 

696

 

Loss from discontinued operations, net of tax

 

(1

)

(4

)

Net income

 

562

 

692

 

Net income attributable to noncontrolling interests

 

(18

)

(28

)

Net income attributable to ABB

 

544

 

664

 

 

 

 

 

 

 

Amounts attributable to ABB shareholders:

 

 

 

 

 

Income from continuing operations, net of tax

 

545

 

668

 

Net income

 

544

 

664

 

 

 

 

 

 

 

Basic earnings per share attributable to ABB shareholders:

 

 

 

 

 

Income from continuing operations, net of tax

 

0.24

 

0.29

 

Net income

 

0.24

 

0.29

 

 

 

 

 

 

 

Diluted earnings per share attributable to ABB shareholders:

 

 

 

 

 

Income from continuing operations, net of tax

 

0.24

 

0.29

 

Net income

 

0.24

 

0.29

 

 

 

 

 

 

 

Weighted-average number of shares outstanding (in millions) used to compute:

 

 

 

 

 

Basic earnings per share attributable to ABB shareholders

 

2,301

 

2,296

 

Diluted earnings per share attributable to ABB shareholders

 

2,311

 

2,303

 

 

See Notes to the Interim Consolidated Financial Information

 

9



 

ABB Ltd Interim Condensed Consolidated Statements of Comprehensive Income (unaudited)

 

 

 

Three months ended

 

($ in millions) 

 

Mar. 31, 2014

 

Mar. 31, 2013

 

 

 

 

 

 

 

Total comprehensive income, net of tax

 

489

 

309

 

Total comprehensive income attributable to noncontrolling interests, net of tax

 

(15

)

(26

)

Total comprehensive income attributable to ABB shareholders, net of tax

 

474

 

283

 

 

See Notes to the Interim Consolidated Financial Information

 

10


 


 

ABB Ltd Interim Consolidated Balance Sheets (unaudited)

 

($ in millions, except share data)

 

Mar. 31, 2014

 

Dec. 31, 2013

 

 

 

 

 

 

 

Cash and equivalents

 

6,402

 

6,021

 

Marketable securities and short-term investments

 

865

 

464

 

Receivables, net

 

12,215

 

12,146

 

Inventories, net

 

6,201

 

6,004

 

Prepaid expenses

 

305

 

252

 

Deferred taxes

 

807

 

832

 

Other current assets

 

715

 

706

 

Total current assets

 

27,510

 

26,425

 

 

 

 

 

 

 

Property, plant and equipment, net

 

6,171

 

6,254

 

Goodwill

 

10,600

 

10,670

 

Other intangible assets, net

 

3,120

 

3,297

 

Prepaid pension and other employee benefits

 

96

 

93

 

Investments in equity-accounted companies

 

192

 

197

 

Deferred taxes

 

398

 

370

 

Other non-current assets

 

706

 

758

 

Total assets

 

48,793

 

48,064

 

 

 

 

 

 

 

Accounts payable, trade

 

4,872

 

5,112

 

Billings in excess of sales

 

1,539

 

1,714

 

Short-term debt and current maturities of long-term debt

 

1,435

 

453

 

Advances from customers

 

1,780

 

1,726

 

Deferred taxes

 

259

 

259

 

Provisions for warranties

 

1,307

 

1,362

 

Other provisions

 

1,759

 

1,807

 

Other current liabilities

 

4,042

 

4,242

 

Total current liabilities

 

16,993

 

16,675

 

 

 

 

 

 

 

Long-term debt

 

7,612

 

7,570

 

Pension and other employee benefits

 

1,561

 

1,639

 

Deferred taxes

 

1,254

 

1,265

 

Other non-current liabilities

 

1,667

 

1,707

 

Total liabilities

 

29,087

 

28,856

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Capital stock and additional paid-in capital (2,314,743,264 issued shares at March 31, 2014, and December 31, 2013)

 

1,761

 

1,750

 

Retained earnings

 

19,730

 

19,186

 

Accumulated other comprehensive loss

 

(2,082

)

(2,012

)

Treasury stock, at cost (13,531,610 and 14,093,960 shares at March 31, 2014, and December 31, 2013, respectively)

 

(236

)

(246

)

Total ABB stockholders’ equity

 

19,173

 

18,678

 

Noncontrolling interests

 

533

 

530

 

Total stockholders’ equity

 

19,706

 

19,208

 

Total liabilities and stockholders’ equity

 

48,793

 

48,064

 

 

See Notes to the Interim Consolidated Financial Information

 

11



 

ABB Ltd Interim Consolidated Statements of Cash Flows (unaudited)

 

 

 

Three months ended

 

($ in millions)

 

Mar. 31, 2014

 

Mar. 31, 2013

 

 

 

 

 

 

 

Operating activities:

 

 

 

 

 

Net income

 

562

 

692

 

Adjustments to reconcile net income to net cash used in operating activities:

 

 

 

 

 

Depreciation and amortization

 

333

 

321

 

Pension and other employee benefits

 

(28

)

(11

)

Deferred taxes

 

(13

)

4

 

Net gain from sale of property, plant and equipment

 

(8

)

(9

)

Other

 

15

 

14

 

Changes in operating assets and liabilities:

 

 

 

 

 

Trade receivables, net

 

(106

)

(504

)

Inventories, net

 

(223

)

(248

)

Trade payables

 

(201

)

(197

)

Accrued liabilities

 

(217

)

(192

)

Billings in excess of sales

 

(158

)

(71

)

Provisions, net

 

(99

)

(28

)

Advances from customers

 

59

 

75

 

Income taxes payable and receivable

 

48

 

(67

)

Other assets and liabilities, net

 

(9

)

(2

)

Net cash used in operating activities

 

(45

)

(223

)

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

Purchases of marketable securities (available-for-sale)

 

(84

)

(173

)

Purchases of short-term investments

 

(438

)

(5

)

Purchases of property, plant and equipment and intangible assets

 

(203

)

(216

)

Acquisition of businesses (net of cash acquired) and increases in cost and equity investments

 

(3

)

(26

)

Proceeds from sales of marketable securities (available-for-sale)

 

14

 

116

 

Proceeds from maturity of marketable securities (available-for-sale)

 

68

 

 

Proceeds from short-term investments

 

23

 

32

 

Other investing activities

 

74

 

46

 

Net cash used in investing activities

 

(549

)

(226

)

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

Net changes in debt with original maturities of 90 days or less

 

988

 

(507

)

Increase in debt

 

3

 

215

 

Repayment of debt

 

(13

)

(523

)

Delivery of shares

 

1

 

1

 

Acquisition of noncontrolling interests

 

 

(1

)

Dividends paid to noncontrolling shareholders

 

(7

)

(15

)

Other financing activities

 

9

 

(3

)

Net cash provided by (used in) financing activities

 

981

 

(833

)

 

 

 

 

 

 

Effects of exchange rate changes on cash and equivalents

 

(6

)

(138

)

 

 

 

 

 

 

Net change in cash and equivalents - continuing operations

 

381

 

(1,420

)

 

 

 

 

 

 

Cash and equivalents, beginning of period

 

6,021

 

6,875

 

Cash and equivalents, end of period

 

6,402

 

5,455

 

 

 

 

 

 

 

Supplementary disclosure of cash flow information:

 

 

 

 

 

Interest paid

 

67

 

28

 

Taxes paid

 

198

 

331

 

 

See Notes to the Interim Consolidated Financial Information

 

12



 

ABB Ltd Interim Consolidated Statements of Changes in Stockholders’ Equity (unaudited)

 

 

 

 

 

 

 

Accumulated other comprehensive loss

 

 

 

 

 

 

 

 

 

($ in millions)

 

Capital
stock
and
additional
paid-in
capital

 

Retained
earnings

 

Foreign
currency
translation
adjustments

 

Unrealized
gains (losses)
on
available-
for-sale
securities

 

Pension
and
other
postretirement
plan
adjustments

 

Unrealized
gains
(losses)
of cash
flow hedge
derivatives

 

Total
accumulated
other
comprehensive
loss

 

Treasury
stock

 

Total
ABB
stockholders’
equity

 

Noncontrolling
interests

 

Total
stockholders’
equity

 

Balance at January 1, 2013

 

1,691

 

18,066

 

(580

)

24

 

(2,004

)

37

 

(2,523

)

(328

)

16,906

 

540

 

17,446

 

Comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

664

 

 

 

 

 

 

 

 

 

 

 

 

 

664

 

28

 

692

 

Foreign currency translation adjustments (net of tax of $8)

 

 

 

 

 

(475

)

 

 

 

 

 

 

(475

)

 

 

(475

)

(3

)

(478

)

Effect of change in fair value of available-for-sale securities (net of tax of $(1))

 

 

 

 

 

 

 

(6

)

 

 

 

 

(6

)

 

 

(6

)

 

 

(6

)

Unrecognized income related to pensions and other postretirement plans (net of tax of $26)

 

 

 

 

 

 

 

 

 

90

 

 

 

90

 

 

 

90

 

1

 

91

 

Change in derivatives qualifying as cash flow hedges (net of tax of $2)

 

 

 

 

 

 

 

 

 

 

 

10

 

10

 

 

 

10

 

 

 

10

 

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

283

 

26

 

309

 

Changes in noncontrolling interests

 

(11

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(11

)

7

 

(4

)

Dividends paid to noncontrolling shareholders

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(26

)

(26

)

Share-based payment arrangements

 

14

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

14

 

 

 

14

 

Delivery of shares

 

(7

)

 

 

 

 

 

 

 

 

 

 

 

 

8

 

1

 

 

 

1

 

Other

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

1

 

Balance at March 31, 2013

 

1,688

 

18,730

 

(1,055

)

18

 

(1,914

)

47

 

(2,904

)

(320

)

17,194

 

547

 

17,741

 

 

 

 

 

 

 

 

Accumulated other comprehensive loss

 

 

 

 

 

 

 

 

 

($ in millions)

 

Capital
stock
and
additional
paid-in
capital

 

Retained
earnings

 

Foreign
currency
translation
adjustments

 

Unrealized
gains (losses)
on
available-
for-sale
securities

 

Pension
and
other
postretirement
plan
adjustments

 

Unrealized
gains
(losses)
of cash
flow hedge
derivatives

 

Total
accumulated
other
comprehensive
loss

 

Treasury
stock

 

Total
ABB
stockholders’
equity

 

Noncontrolling
interests

 

Total
stockholders’
equity

 

Balance at January 1, 2014

 

1,750

 

19,186

 

(431

)

7

 

(1,610

)

22

 

(2,012

)

(246

)

18,678

 

530

 

19,208

 

Comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

544

 

 

 

 

 

 

 

 

 

 

 

 

 

544

 

18

 

562

 

Foreign currency translation adjustments (net of tax of $(3))

 

 

 

 

 

(73

)

 

 

 

 

 

 

(73

)

 

 

(73

)

(3

)

(76

)

Effect of change in fair value of available-for-sale securities (net of tax of $0)

 

 

 

 

 

 

 

2

 

 

 

 

 

2

 

 

 

2

 

 

 

2

 

Unrecognized income related to pensions and other postretirement plans (net of tax of $6)

 

 

 

 

 

 

 

 

 

13

 

 

 

13

 

 

 

13

 

 

 

13

 

Change in derivatives qualifying as cash flow hedges (net of tax of $(4))

 

 

 

 

 

 

 

 

 

 

 

(12

)

(12

)

 

 

(12

)

 

 

(12

)

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

474

 

15

 

489

 

Dividends paid to noncontrolling shareholders

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(12

)

(12

)

Share-based payment arrangements

 

20

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

20

 

 

 

20

 

Delivery of shares

 

(9

)

 

 

 

 

 

 

 

 

 

 

 

 

10

 

1

 

 

 

1

 

Balance at March 31, 2014

 

1,761

 

19,730

 

(504

)

9

 

(1,597

)

10

 

(2,082

)

(236

)

19,173

 

533

 

19,706

 

 

See Notes to the Interim Consolidated Financial Information

 

13



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Note 1. The Company and basis of presentation

 

ABB Ltd and its subsidiaries (collectively, the Company) together form a leading global company in power and automation technologies that enable utility and industry customers to improve their performance while lowering environmental impact. The Company works with customers to engineer and install networks, facilities and plants with particular emphasis on enhancing efficiency, reliability and productivity for customers who generate, convert, transmit, distribute and consume energy.

 

The Company’s Interim Consolidated Financial Information is prepared in accordance with United States of America generally accepted accounting principles (U.S. GAAP) for interim financial reporting. As such, the Interim Consolidated Financial Information does not include all the information and notes required under U.S. GAAP for annual consolidated financial statements. Therefore, such financial information should be read in conjunction with the audited consolidated financial statements in the Company’s Annual Report for the year ended December 31, 2013.

 

The preparation of financial information in conformity with U.S. GAAP requires management to make assumptions and estimates that directly affect the amounts reported in the Interim Consolidated Financial Information. The most significant, difficult and subjective of such accounting assumptions and estimates include:

 

·                  assumptions and projections, principally related to future material, labor and project-related overhead costs, used in determining the percentage-of-completion on projects,

 

·                  estimates of loss contingencies associated with litigation or threatened litigation and other claims and inquiries, environmental damages, product warranties, regulatory and other proceedings,

 

·                  assumptions used in the calculation of pension and postretirement benefits and the fair value of pension plan assets,

 

·                  recognition and measurement of current and deferred income tax assets and liabilities (including the measurement of uncertain tax positions),

 

·                  growth rates, discount rates and other assumptions used in testing goodwill for impairment,

 

·                  assumptions used in determining inventory obsolescence and net realizable value,

 

·                  estimates and assumptions used in determining the fair values of assets and liabilities assumed in business combinations,

 

·                  growth rates, discount rates and other assumptions used to determine impairment of long-lived assets, and

 

·                  assessment of the allowance for doubtful accounts.

 

The actual results and outcomes may differ from the Company’s estimates and assumptions.

 

A portion of the Company’s activities (primarily long-term construction activities) has an operating cycle that exceeds one year. For classification of current assets and liabilities related to such activities, the Company elected to use the duration of the individual contracts as its operating cycle. Accordingly, there are accounts receivable, inventories and provisions related to these contracts which will not be realized within one year that have been classified as current.

 

In the opinion of management, the unaudited Interim Consolidated Financial Information contains all necessary adjustments to present fairly the financial position, results of operations and cash flows for the reported interim periods. Management considers all such adjustments to be of a normal recurring nature.

 

The Interim Consolidated Financial Information is presented in United States dollars ($) unless otherwise stated.

 

14



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Note 2. Recent accounting pronouncements

 

Applicable in current period

 

Parent’s accounting for the cumulative translation adjustment upon derecognition of certain subsidiaries or groups of assets within a foreign entity or of an investment in a foreign entity

 

As of January 2014, the Company adopted an accounting standard update regarding the release of cumulative translation adjustments of a parent when it ceases to have a controlling financial interest in a subsidiary or group of assets that is a business within a foreign entity (for the Company, a foreign entity is an entity having a functional currency other than U.S. dollars). Under the update, the Company is required to release into net income the entire amount of a cumulative translation adjustment related to its investment in a foreign entity when a parent no longer has control as a result of selling a part or all of its investment in the foreign entity or otherwise no longer holds a controlling financial interest in a subsidiary or group of assets within the foreign entity. For foreign equity-accounted companies, a pro rata portion of the cumulative translation adjustment is required to be recognized in net income upon a partial sale of the equity-accounted company. This update did not have a material impact on the consolidated financial statements.

 

Presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists

 

As of January 2014, the Company adopted an accounting standard update regarding the presentation of unrecognized tax benefits when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. Under the update, the Company is required to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except in certain defined circumstances. This update did not have a material impact on the consolidated financial statements.

 

Reporting discontinued operations and disclosures of disposals of components of an entity

 

In April 2014, an accounting standard update was issued which changes the criteria for reporting discontinued operations and modifies the related disclosure requirements. Under the update, the Company would report a disposal, or planned disposal, of a component or group of components, as a discontinued operation if the disposal represents a strategic shift that has (or will have) a major effect on the Company’s operations and financial results. A strategic shift could include a disposal of a major geographical area, a major line of business, a major equity-method investment, or other major parts of the Company. A component may be a reportable segment or an operating segment, a reporting unit, a subsidiary, or an asset group. In addition to expanding the existing disclosures for discontinued operations, the update requires new disclosures relating to (i) individually significant disposals that do not qualify for discontinued operations presentation, (ii) continuing involvement with a discontinued operation following the date of disposal and (iii) retained equity-method investments in a discontinued operation. The Company has elected to early adopt this update in the first quarter of 2014 and this update did not have a material impact on the consolidated financial statements.

 

15



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Note 3. Cash and equivalents, marketable securities and short-term investments

 

Current assets

Cash and equivalents, marketable securities and short-term investments consisted of the following:

 

 

 

March 31, 2014

 

($ in millions)

 

Cost basis

 

Gross
unrealized
gains

 

Gross
unrealized
losses

 

Fair value

 

Cash and
equivalents

 

Marketable
securities
and
short-term
investments

 

Cash

 

2,443

 

 

 

 

 

2,443

 

2,443

 

 

 

Time deposits

 

3,951

 

 

 

 

 

3,951

 

3,787

 

164

 

Other short-term investments

 

285

 

 

 

 

 

285

 

 

 

285

 

Debt securities available-for-sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

— U.S. government obligations

 

103

 

2

 

(1

)

104

 

 

104

 

— Other government obligations

 

3

 

 

 

3

 

 

3

 

— Corporate

 

316

 

4

 

(1

)

319

 

172

 

147

 

Equity securities available-for-sale

 

155

 

9

 

(2

)

162

 

 

162

 

Total

 

7,256

 

15

 

(4

)

7,267

 

6,402

 

865

 

 

 

 

December 31, 2013

 

($ in millions)

 

Cost basis

 

Gross
unrealized
gains

 

Gross
unrealized
losses

 

Fair value

 

Cash and
equivalents

 

Marketable
securities
and
short-term
investments

 

Cash

 

2,414

 

 

 

 

 

2,414

 

2,414

 

 

 

Time deposits

 

3,556

 

 

 

 

 

3,556

 

3,538

 

18

 

Other short-term investments

 

9

 

 

 

 

 

9

 

 

 

9

 

Debt securities available-for-sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

— U.S. government obligations

 

103

 

2

 

(1

)

104

 

 

104

 

— European government obligations

 

24

 

1

 

 

25

 

 

25

 

— Other government obligations

 

3

 

 

 

3

 

 

3

 

— Corporate

 

212

 

4

 

(1

)

215

 

69

 

146

 

Equity securities available-for-sale

 

154

 

9

 

(4

)

159

 

 

159

 

Total

 

6,475

 

16

 

(6

)

6,485

 

6,021

 

464

 

 

Included in Other short-term investments at March 31, 2014, are receivables of $276 million representing reverse repurchase agreements. These collateralized lendings, made to a financial institution, have maturity dates of less than one year.

 

Non-current assets

 

Included in “Other non-current assets” are certain held-to-maturity marketable securities. At March 31, 2014, the amortized cost, gross unrecognized gain and fair value (based on quoted market prices) of these securities were $96 million, $16 million and $112 million, respectively. At December 31, 2013, the amortized cost, gross unrecognized gain and fair value (based on quoted market prices) of these securities were $104 million, $17 million and $121 million, respectively. These securities are pledged as security for certain outstanding deposit liabilities and the funds received at the respective maturity dates of the securities will only be available to the Company for repayment of these obligations.

 

16



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Note 4. Derivative financial instruments

 

The Company is exposed to certain currency, commodity, interest rate and equity risks arising from its global operating, financing and investing activities. The Company uses derivative instruments to reduce and manage the economic impact of these exposures.

 

Currency risk

 

Due to the global nature of the Company’s operations, many of its subsidiaries are exposed to currency risk in their operating activities from entering into transactions in currencies other than their functional currency. To manage such currency risks, the Company’s policies require the subsidiaries to hedge their foreign currency exposures from binding sales and purchase contracts denominated in foreign currencies. For forecasted foreign currency denominated sales of standard products and the related foreign currency denominated purchases, the Company’s policy is to hedge up to a maximum of 100 percent of the forecasted foreign currency denominated exposures, depending on the length of the forecasted exposures. Forecasted exposures greater than 12 months are not hedged. Forward foreign exchange contracts are the main instrument used to protect the Company against the volatility of future cash flows (caused by changes in exchange rates) of contracted and forecasted sales and purchases denominated in foreign currencies. In addition, within its treasury operations, the Company primarily uses foreign exchange swaps and forward foreign exchange contracts to manage the currency and timing mismatches arising in its liquidity management activities.

 

Commodity risk

 

Various commodity products are used in the Company’s manufacturing activities. Consequently it is exposed to volatility in future cash flows arising from changes in commodity prices. To manage the price risk of commodities other than electricity, the Company’s policies require that the subsidiaries hedge the commodity price risk exposures from binding contracts, as well as at least 50 percent (up to a maximum of 100 percent) of the forecasted commodity exposure over the next 12 months or longer (up to a maximum of 18 months). Swap and futures contracts are used to manage the associated price risks of commodities. As of 2014, the Company no longer enters into electricity futures contracts to manage the price risk on its forecasted electricity needs in certain locations.

 

Interest rate risk

 

The Company has issued bonds at fixed rates. Interest rate swaps are used to manage the interest rate risk associated with certain debt and generally such swaps are designated as fair value hedges. In addition, from time to time, the Company uses instruments such as interest rate swaps, interest rate futures, bond futures or forward rate agreements to manage interest rate risk arising from the Company’s balance sheet structure but does not designate such instruments as hedges.

 

Equity risk

 

The Company is exposed to fluctuations in the fair value of its warrant appreciation rights (WARs) issued under its management incentive plan. A WAR gives its holder the right to receive cash equal to the market price of an equivalent listed warrant on the date of exercise. To eliminate such risk, the Company has purchased cash-settled call options which entitle the Company to receive amounts equivalent to its obligations under the outstanding WARs.

 

Volume of derivative activity

 

In general, while the Company’s primary objective in its use of derivatives is to minimize exposures arising from its business, certain derivatives are designated and qualify for hedge accounting treatment while others either are not designated or do not qualify for hedge accounting.

 

Foreign exchange and interest rate derivatives:

 

The gross notional amounts of outstanding foreign exchange and interest rate derivatives (whether designated as hedges or not) were as follows:

 

Type of derivative

 

Total notional amounts

 

($ in millions)

 

March 31, 2014

 

December 31, 2013

 

March 31, 2013

 

Foreign exchange contracts

 

19,060

 

19,351

 

18,803

 

Embedded foreign exchange derivatives

 

2,958

 

3,049

 

3,599

 

Interest rate contracts

 

6,702

 

4,693

 

3,880

 

 

17



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Derivative commodity contracts:

 

The following table shows the notional amounts of outstanding commodity derivatives (whether designated as hedges or not), on a net basis, to reflect the Company’s requirements in the various commodities:

 

 

 

 

 

Total notional amounts

 

Type of derivative

 

Unit

 

March 31, 2014

 

December 31, 2013

 

March 31, 2013

 

Copper swaps

 

metric tonnes

 

43,866

 

42,866

 

45,902

 

Aluminum swaps

 

metric tonnes

 

3,873

 

3,525

 

5,223

 

Nickel swaps

 

metric tonnes

 

12

 

18

 

18

 

Lead swaps

 

metric tonnes

 

5,175

 

7,100

 

11,425

 

Zinc swaps

 

metric tonnes

 

275

 

300

 

200

 

Silver swaps

 

ounces

 

1,813,511

 

1,936,581

 

2,120,911

 

Electricity futures

 

megawatt hours

 

 

279,995

 

365,413

 

Crude oil swaps

 

barrels

 

142,000

 

113,000

 

129,816

 

 

Equity derivatives:

 

At March 31, 2014, December 31, 2013, and March 31, 2013, the Company held 66 million, 67 million and 62 million cash-settled call options indexed to ABB Ltd shares (conversion ratio 5:1) with a total fair value of $50 million, $56 million and $33 million, respectively.

 

Cash flow hedges

 

As noted above, the Company mainly uses forward foreign exchange contracts to manage the foreign exchange risk of its operations, commodity swaps to manage its commodity risks and cash-settled call options to hedge its WAR liabilities. Where such instruments are designated and qualify as cash flow hedges, the effective portion of the changes in their fair value is recorded in “Accumulated other comprehensive loss” and subsequently reclassified into earnings in the same line item and in the same period as the underlying hedged transaction affects earnings. Any ineffectiveness in the hedge relationship, or hedge component excluded from the assessment of effectiveness, is recognized in earnings during the current period.

 

At March 31, 2014, and December 31, 2013, “Accumulated other comprehensive loss” included net unrealized gains of $10 million and $22 million, respectively, net of tax, on derivatives designated as cash flow hedges. Of the amount at March 31, 2014, net gains of $13 million are expected to be reclassified to earnings in the following 12 months. At March 31, 2014, the longest maturity of a derivative classified as a cash flow hedge was 66 months.

 

The amount of gains or losses, net of tax, reclassified into earnings due to the discontinuance of cash flow hedge accounting and the amount of ineffectiveness in cash flow hedge relationships directly recognized in earnings were not significant in the three months ended March 31, 2014 and 2013.

 

The pre-tax effects of derivative instruments, designated and qualifying as cash flow hedges, on “Accumulated other comprehensive loss” (OCI) and the Consolidated Income Statements were as follows:

 

Three months ended March 31, 2014

 

Type of derivative
designated as

 

Gains (losses)
recognized in
OCI on derivatives
(effective portion)

 

Gains (losses) reclassified
from OCI into income
(effective portion)

 

Gains (losses) recognized in income
(ineffective portion and amount
excluded from effectiveness testing)

 

a cash flow hedge

 

($ in millions)

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Foreign exchange contracts

 

(6

)

Total revenues

 

1

 

Total revenues

 

 

 

 

 

 

Total cost of sales

 

3

 

Total cost of sales

 

 

Commodity contracts

 

(4

)

Total cost of sales

 

(1

)

Total cost of sales

 

 

Cash-settled call options

 

(4

)

SG&A expenses (1)

 

(1

)

SG&A expenses (1)

 

 

Total

 

(14

)

 

 

2

 

 

 

 

 

18



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Three months ended March 31, 2013

 

Type of derivative
designated as

 

Gains (losses)
recognized in
OCI on derivatives
(effective portion)

 

Gains (losses) reclassified
from OCI into income
(effective portion)

 

Gains (losses) recognized in income
(ineffective portion and amount
excluded from effectiveness testing)

 

a cash flow hedge

 

($ in millions)

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Foreign exchange contracts

 

17

 

Total revenues

 

11

 

Total revenues

 

 

 

 

 

 

Total cost of sales

 

(4

)

Total cost of sales

 

 

Commodity contracts

 

(2

)

Total cost of sales

 

1

 

Total cost of sales

 

 

Cash-settled call options

 

7

 

SG&A expenses (1)

 

2

 

SG&A expenses (1)

 

 

Total

 

22

 

 

 

10

 

 

 

 

 


(1) SG&A expenses represent “Selling, general and administrative expenses”.

 

Net derivative gains of $1 million and $9 million, both net of tax, were reclassified from “Accumulated other comprehensive loss” to earnings during the three months ended March 31, 2014 and 2013, respectively.

 

Fair value hedges

 

To reduce its interest rate exposure arising primarily from its debt issuance activities, the Company uses interest rate swaps. Where such instruments are designated as fair value hedges, the changes in the fair value of these instruments, as well as the changes in fair value of the risk component of the underlying debt being hedged, are recorded as offsetting gains and losses in “Interest and other finance expense”. Hedge ineffectiveness of instruments designated as fair value hedges for the three months ended March 31, 2014 and 2013, was not significant.

 

The effect of derivative instruments, designated and qualifying as fair value hedges, on the Consolidated Income Statements was as follows:

 

Three months ended March 31, 2014

 

Type of derivative
designated as a

 

Gains (losses) recognized in income
on derivatives designated as
fair value hedges

 

Gains (losses) recognized in
income on hedged item

 

fair value hedge

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Interest rate contracts

 

Interest and other finance expense

 

22

 

Interest and other finance expense

 

(22

)

 

Three months ended March 31, 2013

 

Type of derivative
designated as a

 

Gains (losses) recognized in income
on derivatives designated as
fair value hedges

 

Gains (losses) recognized in
income on hedged item

 

fair value hedge

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Interest rate contracts

 

Interest and other finance expense

 

(18

)

Interest and other finance expense

 

17

 

 

Derivatives not designated in hedge relationships

 

Derivative instruments that are not designated as hedges or do not qualify as either cash flow or fair value hedges are economic hedges used for risk management purposes. Gains and losses from changes in the fair values of such derivatives are recognized in the same line in the income statement as the economically hedged transaction.

 

Furthermore, under certain circumstances, the Company is required to split and account separately for foreign currency derivatives that are embedded within certain binding sales or purchase contracts denominated in a currency other than the functional currency of the subsidiary and the counterparty.

 

19



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

The gains (losses) recognized in the Consolidated Income Statements on derivatives not designated in hedging relationships were as follows:

 

($ in millions)

 

Gains (losses) recognized in income

 

Type of derivative

 

 

 

Three months ended
March 31,

 

not designated as a hedge

 

Location

 

2014

 

2013

 

Foreign exchange contracts

 

Total revenues

 

(23

)

8

 

 

 

Total cost of sales

 

(10

)

(82

)

 

 

SG&A expenses (1)

 

1

 

(3

)

 

 

Interest and other finance expense

 

4

 

(143

)

Embedded foreign exchange contracts

 

Total revenues

 

10

 

(13

)

 

 

Total cost of sales

 

 

2

 

Commodity contracts

 

Total cost of sales

 

(22

)

(13

)

Total

 

 

 

(40

)

(244

)

 


(1) SG&A expenses represent “Selling, general and administrative expenses”.

 

The fair values of derivatives included in the Consolidated Balance Sheets were as follows:

 

 

 

March 31, 2014

 

 

 

Derivative assets

 

Derivative liabilities

 

($ in millions)

 

Current in
“Other current
assets”

 

Non-current
in “Other
non-current
assets”

 

Current in
“Other current
liabilities”

 

Non-current
in “Other
non-current
liabilities”

 

Derivatives designated as hedging instruments:

 

 

 

 

 

 

 

 

 

Foreign exchange contracts

 

13

 

4

 

8

 

3

 

Commodity contracts

 

 

 

3

 

 

Interest rate contracts

 

 

32

 

 

3

 

Cash-settled call options

 

11

 

37

 

 

 

Total

 

24

 

73

 

11

 

6

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

Foreign exchange contracts

 

159

 

31

 

123

 

16

 

Commodity contracts

 

2

 

 

24

 

1

 

Cash-settled call options

 

 

2

 

 

 

Embedded foreign exchange derivatives

 

40

 

27

 

48

 

10

 

Total

 

201

 

60

 

195

 

27

 

Total fair value

 

225

 

133

 

206

 

33

 

 

 

 

 

 

 

 

 

 

 

Thereof, subject to close-out netting agreements

 

168

 

66

 

141

 

22

 

 

20



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

 

 

December 31, 2013

 

 

 

Derivative assets

 

Derivative liabilities

 

($ in millions)

 

Current in
“Other current
assets”

 

Non-current
in “Other
non-current
assets”

 

Current in
“Other current
liabilities”

 

Non-current
in “Other
non-current
liabilities”

 

Derivatives designated as hedging instruments:

 

 

 

 

 

 

 

 

 

Foreign exchange contracts

 

21

 

8

 

10

 

3

 

Commodity contracts

 

2

 

 

1

 

 

Interest rate contracts

 

 

14

 

 

7

 

Cash-settled call options

 

14

 

40

 

 

 

Total

 

37

 

62

 

11

 

10

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

Foreign exchange contracts

 

272

 

42

 

121

 

30

 

Commodity contracts

 

6

 

1

 

15

 

1

 

Cash-settled call options

 

 

2

 

 

 

Embedded foreign exchange derivatives

 

57

 

21

 

55

 

11

 

Total

 

335

 

66

 

191

 

42

 

Total fair value

 

372

 

128

 

202

 

52

 

 

 

 

 

 

 

 

 

 

 

Thereof, subject to close-out netting agreements

 

284

 

63

 

130

 

40

 

 

Close-out netting agreements provide for the termination, valuation and net settlement of some or all outstanding transactions between two counterparties on the occurrence of one or more pre-defined trigger events.

 

Although the Company is party to close-out netting agreements with most derivative counterparties, the fair values in the tables above and in the Consolidated Balance Sheets at March 31, 2014, and December 31, 2013, have been presented on a gross basis.

 

Note 5. Fair values

 

The Company uses fair value measurement principles to record certain financial assets and liabilities on a recurring basis and, when necessary, to record certain non-financial assets at fair value on a non-recurring basis, as well as to determine fair value disclosures for certain financial instruments carried at amortized cost in the financial statements. Financial assets and liabilities recorded at fair value on a recurring basis include foreign currency, commodity and interest rate derivatives, as well as cash-settled call options and available-for-sale securities. Non-financial assets recorded at fair value on a non-recurring basis include long-lived assets that are reduced to their estimated fair value due to impairments.

 

Fair value is the price that would be received when selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various valuation techniques including the market approach (using observable market data for identical or similar assets and liabilities), the income approach (discounted cash flow models) and the cost approach (using costs a market participant would incur to develop a comparable asset). Inputs used to determine the fair value of assets and liabilities are defined by a three-level hierarchy, depending on the reliability of those inputs. The Company has categorized its financial assets and liabilities and non-financial assets measured at fair value within this hierarchy based on whether the inputs to the valuation technique are observable or unobservable. An observable input is based on market data obtained from independent sources, while an unobservable input reflects the Company’s assumptions about market data.

 

The levels of the fair value hierarchy are as follows:

 

Level 1:                       Valuation inputs consist of quoted prices in an active market for identical assets or liabilities (observable quoted prices). Assets and liabilities valued using Level 1 inputs include listed derivatives which are actively traded such as commodity futures, interest rate futures and certain actively-traded debt securities.

 

21



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Level 2:                       Valuation inputs consist of observable inputs (other than Level 1 inputs) such as actively-quoted prices for similar assets, quoted prices in inactive markets and inputs other than quoted prices such as interest rate yield curves, credit spreads, or inputs derived from other observable data by interpolation, correlation, regression or other means. The adjustments applied to quoted prices or the inputs used in valuation models may be both observable and unobservable. In these cases, the fair value measurement is classified as Level 2 unless the unobservable portion of the adjustment or the unobservable input to the valuation model is significant, in which case the fair value measurement would be classified as Level 3. Assets and liabilities valued or disclosed using Level 2 inputs include investments in certain funds, certain debt securities that are not actively traded, interest rate swaps, commodity swaps, cash-settled call options, forward foreign exchange contracts, foreign exchange swaps and forward rate agreements, time deposits, as well as financing receivables and debt.

 

Level 3:                       Valuation inputs are based on the Company’s assumptions of relevant market data (unobservable input).

 

Whenever quoted prices involve bid-ask spreads, the Company ordinarily determines fair values based on mid-market quotes. However, for the purpose of determining the fair value of cash-settled call options serving as hedges of the Company’s management incentive plan, bid prices are used.

 

When determining fair values based on quoted prices in an active market, the Company considers if the level of transaction activity for the financial instrument has significantly decreased, or would not be considered orderly. In such cases, the resulting changes in valuation techniques would be disclosed. If the market is considered disorderly or if quoted prices are not available, the Company is required to use another valuation technique, such as an income approach.

 

Recurring fair value measures

 

The fair values of financial assets and liabilities measured at fair value on a recurring basis were as follows:

 

 

 

March 31, 2014

 

($ in millions)

 

Level 1

 

Level 2

 

Level 3

 

Total fair
value

 

Assets

 

 

 

 

 

 

 

 

 

Available-for-sale securities in “Cash and equivalents”:

 

 

 

 

 

 

 

 

 

Debt securities—Corporate

 

 

172

 

 

172

 

Available-for-sale securities in “Marketable securities and short-term investments”:

 

 

 

 

 

 

 

 

 

Equity securities

 

 

162

 

 

162

 

Debt securities—U.S. government obligations

 

104

 

 

 

104

 

Debt securities—Other government obligations

 

 

3

 

 

3

 

Debt securities—Corporate

 

 

147

 

 

147

 

Derivative assets—current in “Other current assets”

 

 

225

 

 

225

 

Derivative assets—non-current in “Other non-current assets”

 

 

133

 

 

133

 

Total

 

104

 

842

 

 

946

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

Derivative liabilities—current in “Other current liabilities”

 

 

206

 

 

206

 

Derivative liabilities—non-current in “Other non-current liabilities”

 

 

33

 

 

33

 

Total

 

 

239

 

 

239

 

 

22



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

 

 

December 31, 2013

 

($ in millions)

 

Level 1

 

Level 2

 

Level 3

 

Total fair
value

 

Assets

 

 

 

 

 

 

 

 

 

Available-for-sale securities in “Cash and equivalents”:

 

 

 

 

 

 

 

 

 

Debt securities—Corporate

 

 

69

 

 

69

 

Available-for-sale securities in “Marketable securities and short-term investments”:

 

 

 

 

 

 

 

 

 

Equity securities

 

 

159

 

 

159

 

Debt securities—U.S. government obligations

 

104

 

 

 

104

 

Debt securities—European government obligations

 

25

 

 

 

25

 

Debt securities—Other government obligations

 

 

3

 

 

3

 

Debt securities—Corporate

 

 

146

 

 

146

 

Derivative assets—current in “Other current assets”

 

 

372

 

 

372

 

Derivative assets—non-current in “Other non-current assets”

 

 

128

 

 

128

 

Total

 

129

 

877

 

 

1,006

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

Derivative liabilities—current in “Other current liabilities”

 

3

 

199

 

 

202

 

Derivative liabilities—non-current in “Other non-current liabilities”

 

 

52

 

 

52

 

Total

 

3

 

251

 

 

254

 

 

The Company uses the following methods and assumptions in estimating fair values of financial assets and liabilities measured at fair value on a recurring basis:

 

·                  Available-for-sale securities in “Cash and equivalents” and “Marketable securities and short-term investments”: If quoted market prices in active markets for identical assets are available, these are considered Level 1 inputs; however, when markets are not active, these inputs are considered Level 2. If such quoted market prices are not available, fair value is determined using market prices for similar assets or present value techniques, applying an appropriate risk-free interest rate adjusted for nonperformance risk. The inputs used in present value techniques are observable and fall into the Level 2 category.

 

·                  Derivatives: The fair values of derivative instruments are determined using quoted prices of identical instruments from an active market, if available (Level 1). If quoted prices are not available, price quotes for similar instruments, appropriately adjusted, or present value techniques, based on available market data, or option pricing models are used. Cash-settled call options hedging the Company’s WAR liability are valued based on bid prices of the equivalent listed warrant. The fair values obtained using price quotes for similar instruments or valuation techniques represent a Level 2 input unless significant unobservable inputs are used.

 

Non-recurring fair value measures

 

There were no significant non-recurring fair value measurements during the three months ended March 31, 2014 and 2013.

 

23



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Disclosure about financial instruments carried on a cost basis

 

The fair values of financial instruments carried on a cost basis were as follows:

 

 

 

March 31, 2014

 

($ in millions)

 

Carrying
value

 

Level 1

 

Level 2

 

Level 3

 

Total fair
value

 

Assets

 

 

 

 

 

 

 

 

 

 

 

Cash and equivalents (excluding available-for-sale securities with original maturities up to 3 months):

 

 

 

 

 

 

 

 

 

 

 

Cash

 

2,443

 

2,443

 

 

 

2,443

 

Time deposits

 

3,787

 

 

3,787

 

 

3,787

 

 

 

 

 

 

 

 

 

 

 

 

 

Marketable securities and short-term investments (excluding available-for-sale securities):

 

 

 

 

 

 

 

 

 

 

 

Time deposits

 

164

 

 

164

 

 

164

 

Receivables under reverse repurchase agreements

 

276

 

 

276

 

 

276

 

Other short-term investments

 

9

 

9

 

 

 

9

 

 

 

 

 

 

 

 

 

 

 

 

 

Other non-current assets:

 

 

 

 

 

 

 

 

 

 

 

Loans granted

 

56

 

 

58

 

 

58

 

Held-to-maturity securities

 

96

 

 

112

 

 

112

 

Restricted cash and cash deposits

 

203

 

74

 

155

 

 

229

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

Short-term debt and current maturities of long-term debt (excluding finance lease liabilities)

 

1,407

 

102

 

1,305

 

 

1,407

 

Long-term debt (excluding finance lease liabilities)

 

7,521

 

7,693

 

34

 

 

7,727

 

Non-current deposit liabilities in “Other non-current liabilities”

 

223

 

 

268

 

 

268

 

 

 

 

December 31, 2013

 

($ in millions)

 

Carrying
value

 

Level 1

 

Level 2

 

Level 3

 

Total fair
value

 

Assets

 

 

 

 

 

 

 

 

 

 

 

Cash and equivalents (excluding available-for-sale securities with original maturities up to 3 months):

 

 

 

 

 

 

 

 

 

 

 

Cash

 

2,414

 

2,414

 

 

 

2,414

 

Time deposits

 

3,538

 

 

3,538

 

 

3,538

 

 

 

 

 

 

 

 

 

 

 

 

 

Marketable securities and short-term investments (excluding available-for-sale securities):

 

 

 

 

 

 

 

 

 

 

 

Time deposits

 

18

 

 

18

 

 

18

 

Other short-term investments

 

9

 

9

 

 

 

9

 

 

 

 

 

 

 

 

 

 

 

 

 

Other non-current assets:

 

 

 

 

 

 

 

 

 

 

 

Loans granted

 

54

 

 

52

 

 

52

 

Held-to-maturity securities

 

104

 

 

121

 

 

121

 

Restricted cash and cash deposits

 

276

 

95

 

219

 

 

314

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

Short-term debt and current maturities of long-term debt (excluding finance lease liabilities)

 

424

 

107

 

317

 

 

424

 

Long-term debt (excluding finance lease liabilities)

 

7,475

 

7,540

 

34

 

 

7,574

 

Non-current deposit liabilities in “Other non-current liabilities”

 

279

 

 

338

 

 

338

 

 

24



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

The Company uses the following methods and assumptions in estimating fair values of financial instruments carried on a cost basis:

 

·                  Cash and equivalents (excluding available-for-sale debt securities with original maturities up to 3 months), and Marketable securities and short-term investments (excluding available-for-sale securities): The carrying amounts approximate the fair values as the items are short-term in nature.

 

·                  Other non-current assets: Includes (i) loans granted whose fair values are based on the carrying amount adjusted using a present value technique to reflect a premium or discount based on current market interest rates (Level 2 inputs), (ii) held-to-maturity securities (see Note 4) whose fair values are based on quoted market prices in inactive markets (Level 2 inputs), (iii) restricted cash whose fair values approximate the carrying amounts (Level 1) and (iv) cash deposits pledged in respect of certain non-current deposit liabilities whose fair values are determined using a discounted cash flow methodology based on current market interest rates (Level 2 inputs).

 

·                  Short-term debt and current maturities of long-term debt (excluding finance lease liabilities): Includes commercial paper, bank borrowings and overdrafts. The carrying amounts of short-term debt and current maturities of long-term debt, excluding finance lease liabilities, approximate their fair values.

 

·                  Long-term debt (excluding finance lease liabilities): Fair values of outstanding bonds are determined using quoted market prices (Level 1 inputs). The fair values of other debt are determined using a discounted cash flow methodology based upon borrowing rates of similar debt instruments and reflecting appropriate adjustments for non-performance risk (Level 2 inputs).

 

·                  Non-current deposit liabilities in “Other non-current liabilities”: The fair values of non-current deposit liabilities are determined using a discounted cash flow methodology based on risk-adjusted interest rates (Level 2 inputs).

 

Note 6. Debt

 

The Company’s total debt at March 31, 2014, and December 31, 2013, amounted to $9,047 million and $8,023 million, respectively.

 

Short-term debt and current maturities of long-term debt

 

The Company’s “Short-term debt and current maturities of long-term debt” consisted of the following:

 

($ in millions)

 

March 31, 2014

 

December 31, 2013

 

Short-term debt

 

1,406

 

423

 

Current maturities of long-term debt

 

29

 

30

 

Total

 

1,435

 

453

 

 

Short-term debt primarily represents issued commercial paper and short-term loans from various banks.  At March 31, 2014, and December 31, 2013, the amount outstanding under the United States commercial paper program was $1,095 million and $100 million, respectively.

 

Long-term debt

 

The Company’s long-term debt at March 31, 2014, and December 31, 2013, amounted to $7,612 million and $7,570 million, respectively.

 

25



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Note 7. Commitments and contingencies

 

Contingencies—Environmental

 

The Company is engaged in environmental clean-up activities at certain sites arising under various United States and other environmental protection laws and under certain agreements with third parties. In some cases, these environmental remediation actions are subject to legal proceedings, investigations or claims, and it is uncertain to what extent the Company is actually obligated to perform. Provisions for these unresolved matters have been set up if it is probable that the Company has incurred a liability and the amount of loss can be reasonably estimated. The lower end of an estimated range is accrued when a single best estimate is not determinable. The required amounts of the provisions may change in the future as developments occur.

 

If a provision has been recognized for any of these matters, the Company records an asset when it is probable that it will recover a portion of the costs expected to be incurred to settle them. Management is of the opinion, based upon information presently available, that the resolution of any such obligation and non-collection of recoverable costs would not have a further material adverse effect on the Company’s consolidated financial statements.

 

The Company is involved in the remediation of environmental contamination at present or former facilities, primarily in the United States. The clean-up of these sites involves primarily soil and groundwater contamination. A significant portion of the provisions in respect of these contingencies reflects the provisions of acquired companies. A portion of one of the acquired entities’ remediation liability is indemnified by a prior owner. Accordingly, an asset equal to that portion of the remediation liability is included in “Other non-current assets”.

 

Environmental provisions included in the Company’s Consolidated Balance Sheets were as follows:

 

($ in millions)

 

March 31, 2014

 

December 31, 2013

 

Other provisions

 

35

 

37

 

Other non-current liabilities

 

113

 

116

 

Total environmental provisions

 

148

 

153

 

 

Provisions for the above estimated losses have not been discounted as the timing of payments cannot be reasonably estimated.

 

Contingencies—Regulatory, Compliance and Legal

 

Antitrust

 

In April 2014, the European Commission announced its decision regarding its investigation of anticompetitive practices in the cables industry and granted the Company full immunity from fines under the European Commission’s leniency program. In December 2013, the Company agreed with the Brazilian Antitrust Authority (CADE) to settle its ongoing investigation into the Company’s involvement in anticompetitive practices in the cables industry and the Company agreed to pay a fine of approximately 1.5 million Brazilian reals (equivalent to approximately $1 million on date of payment). The Company’s cables business remains under investigation for alleged anticompetitive practices in certain other jurisdictions. An informed judgment about the outcome of these remaining investigations or the amount of potential loss or range of loss for the Company, if any, relating to these remaining investigations cannot be made at this stage.

 

In Brazil, the Company’s Gas Insulated Switchgear business is under investigation by the CADE for alleged anticompetitive practices. In addition, the CADE has opened an investigation into certain other power businesses of the Company, including flexible alternating current transmission systems (FACTS) and power transformers. An informed judgment about the outcome of these investigations or the amount of potential loss or range of loss for the Company, if any, relating to these investigations cannot be made at this stage.

 

In Italy, one of the Company’s recently acquired subsidiaries was raided in October 2013 by the Italian Antitrust Agency for alleged anticompetitive practices. An informed judgment about the outcome of this

 

26



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

investigation or the amount of potential loss or range of loss for the Company, if any, relating to this investigation cannot be made at this stage.

 

With respect to those aforementioned matters which are still ongoing, management is cooperating fully with the antitrust authorities.

 

Suspect payments

 

In April 2005, the Company voluntarily disclosed to the United States Department of Justice (DoJ) and the United States Securities and Exchange Commission (SEC) certain suspect payments in its network management unit in the United States. Subsequently, the Company made additional voluntary disclosures to the DoJ and the SEC regarding suspect payments made by other Company subsidiaries in a number of countries in the Middle East, Asia, South America and Europe (including to an employee of an Italian power generation company) as well as by its former Lummus business. These payments were discovered by the Company as a result of the Company’s internal audit program and compliance reviews.

 

In September 2010, the Company reached settlements with the DoJ and the SEC regarding their investigations into these matters and into suspect payments involving certain of the Company’s subsidiaries in the United Nations Oil-for-Food Program. In connection with these settlements, the Company agreed to make payments to the DoJ and SEC totaling $58 million, which were settled in the fourth quarter of 2010. One subsidiary of the Company pled guilty to one count of conspiracy to violate the anti-bribery provisions of the U.S. Foreign Corrupt Practices Act and one count of violating those provisions. The Company entered into a deferred prosecution agreement and settled civil charges brought by the SEC. These settlements resolved the foregoing investigations. In lieu of an external compliance monitor, the DoJ and SEC agreed to allow the Company to report on its continuing compliance efforts and the results of the review of its internal processes through September 2013. Further to the Fraud Section of the DoJ determining that the Company had fully complied with all its obligations under the deferred prosecution agreement, on October 1, 2013, the competent court in the U.S. agreed to dismiss all criminal charges against the Company in relation to these matters.

 

General

 

In addition, the Company is aware of proceedings, or the threat of proceedings, against it and others in respect of private claims by customers and other third parties with regard to certain actual or alleged anticompetitive practices. Also, the Company is subject to other various legal proceedings, investigations, and claims that have not yet been resolved. With respect to the above-mentioned regulatory matters and commercial litigation contingencies, the Company will bear the costs of the continuing investigations and any related legal proceedings.

 

Liabilities recognized

 

At March 31, 2014, and December 31, 2013, the Company had aggregate liabilities of $240 million and $245 million, respectively, included in “Other provisions” and “Other non-current liabilities”, for the above regulatory, compliance and legal contingencies, and none of the individual liabilities recognized was significant. As it is not possible to make an informed judgment on the outcome of certain matters and as it is not possible, based on information currently available to management, to estimate the maximum potential liability on other matters, there could be material adverse outcomes beyond the amounts accrued.

 

Guarantees

 

General

 

The following table provides quantitative data regarding the Company’s third-party guarantees. The maximum potential payments represent a “worst-case scenario”, and do not reflect management’s expected results. The carrying amount of liabilities recorded in the Consolidated Balance Sheets reflects the Company’s best estimate of future payments, which it may incur as part of fulfilling its guarantee obligations.

 

 

 

Maximum potential payments

 

($ in millions)

 

March 31, 2014

 

December 31, 2013

 

Performance guarantees

 

147

 

149

 

Financial guarantees

 

77

 

77

 

Indemnification guarantees

 

50

 

50

 

Total

 

274

 

276

 

 

27



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

In respect of the above guarantees, the carrying amounts of liabilities at March 31, 2014, and December 31, 2013, were not significant.

 

Performance guarantees

 

Performance guarantees represent obligations where the Company guarantees the performance of a third party’s product or service according to the terms of a contract. Such guarantees may include guarantees that a project will be completed within a specified time. If the third party does not fulfill the obligation, the Company will compensate the guaranteed party in cash or in kind. Performance guarantees include surety bonds, advance payment guarantees and standby letters of credit. The significant performance guarantees are described below.

 

The Company retained obligations for guarantees related to the Power Generation business contributed in mid-1999 to the former ABB Alstom Power NV joint venture (Alstom Power NV). The guarantees primarily consist of performance guarantees and other miscellaneous guarantees under certain contracts such as indemnification for personal injuries and property damages, taxes and compliance with labor laws, environmental laws and patents. These guarantees have no fixed expiration date. In May 2000, the Company sold its interest in Alstom Power NV to Alstom SA (Alstom). As a result, Alstom and its subsidiaries have primary responsibility for performing the obligations that are the subject of the guarantees. Further, Alstom, the parent company and Alstom Power NV, have undertaken jointly and severally to fully indemnify and hold harmless the Company against any claims arising under such guarantees. Management’s best estimate of the total maximum potential amount payable of quantifiable guarantees issued by the Company on behalf of its former Power Generation business was $65 million at both March 31, 2014, and December 31, 2013, and is subject to foreign exchange fluctuations. The Company has not experienced any losses related to guarantees issued on behalf of the former Power Generation business.

 

The Company is engaged in executing a number of projects as a member of consortia that include third parties. In certain of these cases, the Company guarantees not only its own performance but also the work of third parties. The original maturity dates of these guarantees range from one to six years. At both March 31, 2014, and December 31, 2013, the maximum potential amount payable under these guarantees as a result of third-party non-performance was $70 million.

 

Financial guarantees and commercial commitments

 

Financial guarantees represent irrevocable assurances that the Company will make payment to a beneficiary in the event that a third party fails to fulfill its financial obligations and the beneficiary under the guarantee incurs a loss due to that failure.

 

At both March 31, 2014, and December 31, 2013, the Company had a maximum potential amount payable of $77 million under financial guarantees outstanding. Of this amount, $15 million was in respect of guarantees issued on behalf of companies in which the Company formerly had or has an equity interest. The guarantees outstanding have various maturity dates up to 2020.

 

In addition, in the normal course of bidding for and executing certain projects, the Company has entered into standby letters of credit, bid/performance bonds and surety bonds (collectively “performance bonds”) with various financial institutions. Customers can draw on such performance bonds in the event that the Company does not fulfill its contractual obligations. The Company would then have an obligation to reimburse the financial institution for amounts paid under the performance bonds. There have been no significant amounts reimbursed to financial institutions under these types of arrangements during the three months ended March 31, 2014 and 2013.

 

Indemnification guarantees

 

The Company has indemnified certain purchasers of divested businesses for potential claims arising from the operations of the divested businesses. To the extent the maximum potential loss related to such indemnifications could not be calculated, no amounts have been included under maximum potential payments in the table above. Indemnifications for which maximum potential losses could not be calculated include indemnifications for legal claims. The significant indemnification guarantees for which maximum potential losses could be calculated are described below.

 

The Company issued to the purchasers of Lummus Global guarantees related to assets and liabilities divested in 2007. The maximum potential amount payable relating to this business, pursuant to the sales agreement, at each of March 31, 2014, and December 31, 2013, was $50 million.

 

28



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Product and order-related contingencies

 

The Company calculates its provision for product warranties based on historical claims experience and specific review of certain contracts.

 

The reconciliation of the “Provisions for warranties”, including guarantees of product performance, was as follows:

 

($ in millions)

 

2014

 

2013

 

 

 

 

 

 

 

Balance at January 1,

 

1,362

 

1,291

 

Claims paid in cash or in kind

 

(79

)

(58

)

Net increase in provision for changes in estimates, warranties issued and warranties expired

 

29

 

40

 

Exchange rate differences

 

(5

)

(31

)

Balance at March 31,

 

1,307

 

1,242

 

 

Note 8. Employee benefits

 

The Company operates defined benefit and defined contribution pension plans and termination indemnity plans, in accordance with local regulations and practices. These plans cover a large portion of the Company’s employees and provide benefits to employees in the event of death, disability, retirement, or termination of employment. Certain of these plans are multi-employer plans. The Company also operates other postretirement benefit plans including postretirement health care benefits, and other employee-related benefits for active employees including long-service award plans. The measurement date used for the Company’s employee benefit plans is December 31. The funding policies of the Company’s plans are consistent with the local government and tax requirements and several of the plans are not required to be funded according to local government and tax requirements.

 

Net periodic benefit cost of the Company’s defined benefit pension and other postretirement benefit plans consisted of the following:

 

 

 

Three months ended March 31,

 

 

 

2014

 

2013

 

2014

 

2013

 

($ in millions)

 

Defined pension 
benefits

 

Other postretirement 
benefits

 

 

 

 

 

 

 

 

 

 

 

Service cost

 

64

 

62

 

 

 

Interest cost

 

105

 

92

 

2

 

2

 

Expected return on plan assets

 

(124

)

(118

)

 

 

Amortization of prior service cost

 

7

 

8

 

(2

)

(2

)

Amortization of net actuarial loss

 

26

 

33

 

 

1

 

Net periodic benefit cost

 

78

 

77

 

 

1

 

 

Employer contributions were as follows:

 

 

 

Three months ended March 31,

 

 

 

2014

 

2013

 

2014

 

2013

 

($ in millions)

 

Defined pension 
benefits

 

Other postretirement 
benefits

 

 

 

 

 

 

 

 

 

 

 

Total contributions to defined benefit pension and other postretirement benefit plans

 

131

 

60

 

3

 

4

 

Of which, discretionary contributions to defined benefit pension plans

 

75

 

 

 

 

 

29



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

At March 31, 2014, the discretionary contributions included available-for-sale debt securities, having a fair value at the contribution date of $25 million, to certain of the Company’s pension plans in the United Kingdom.

 

The Company expects to make contributions totaling approximately $309 million and $19 million to its defined benefit pension plans and other postretirement benefit plans, respectively, for the full year 2014.

 

Note 9. Earnings per share

 

Basic earnings per share is calculated by dividing income by the weighted-average number of shares outstanding during the period. Diluted earnings per share is calculated by dividing income by the weighted-average number of shares outstanding during the period, assuming that all potentially dilutive securities were exercised, if dilutive. Potentially dilutive securities comprise outstanding written call options and outstanding options and shares granted subject to certain conditions under the Company’s share-based payment arrangements.

 

Basic earnings per share:

 

 

 

Three months ended
March 31,

 

($ in millions, except per share data in $)

 

2014

 

2013

 

 

 

 

 

 

 

Amounts attributable to ABB shareholders:

 

 

 

 

 

Income from continuing operations, net of tax

 

545

 

668

 

Loss from discontinued operations, net of tax

 

(1

)

(4

)

Net income

 

544

 

664

 

 

 

 

 

 

 

Weighted-average number of shares outstanding (in millions)

 

2,301

 

2,296

 

 

 

 

 

 

 

Basic earnings per share attributable to ABB shareholders:

 

 

 

 

 

Income from continuing operations, net of tax

 

0.24

 

0.29

 

Loss from discontinued operations, net of tax

 

 

 

Net income

 

0.24

 

0.29

 

 

Diluted earnings per share:

 

 

 

Three months ended
March 31,

 

($ in millions, except per share data in $)

 

2014

 

2013

 

 

 

 

 

 

 

Amounts attributable to ABB shareholders:

 

 

 

 

 

Income from continuing operations, net of tax

 

545

 

668

 

Loss from discontinued operations, net of tax

 

(1

)

(4

)

Net income

 

544

 

664

 

 

 

 

 

 

 

Weighted-average number of shares outstanding (in millions)

 

2,301

 

2,296

 

Effect of dilutive securities:

 

 

 

 

 

Call options and shares

 

10

 

7

 

Dilutive weighted-average number of shares outstanding

 

2,311

 

2,303

 

 

 

 

 

 

 

Diluted earnings per share attributable to ABB shareholders:

 

 

 

 

 

Income from continuing operations, net of tax

 

0.24

 

0.29

 

Loss from discontinued operations, net of tax

 

 

 

Net income

 

0.24

 

0.29

 

 

30


 


 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Note 10. Reclassifications out of accumulated other comprehensive loss

 

The following table shows changes in “Accumulated other comprehensive loss” (OCI) attributable to ABB, by component, net of tax:

 

($ in millions)

 

Foreign 
currency 
translation 
adjustments

 

Unrealized 
gains (losses) 
on available-
for-sale 
securities

 

Pension and 
other 
postretirement 
plan 
adjustments

 

Unrealized 
gains (losses) 
of cash flow 
hedge 
derivatives

 

Total OCI

 

Balance at January 1, 2013

 

(580

)

24

 

(2,004

)

37

 

(2,523

)

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive (loss) income before reclassifications

 

(478

)

 

62

 

19

 

(397

)

Amounts reclassified from OCI

 

 

(6

)

29

 

(9

)

14

 

Total other comprehensive (loss) income

 

(478

)

(6

)

91

 

10

 

(383

)

 

 

 

 

 

 

 

 

 

 

 

 

Less:

 

 

 

 

 

 

 

 

 

 

 

Amounts attributable to noncontrolling interests

 

(3

)

 

1

 

 

(2

)

Balance at March 31, 2013

 

(1,055

)

18

 

(1,914

)

47

 

(2,904

)

 

($ in millions)

 

Foreign 
currency 
translation 
adjustments

 

Unrealized 
gains (losses) 
on available-
for-sale 
securities

 

Pension and 
other 
postretirement 
plan 
adjustments

 

Unrealized 
gains (losses) 
of cash flow 
hedge 
derivatives

 

Total OCI

 

Balance at January 1, 2014

 

(431

)

7

 

(1,610

)

22

 

(2,012

)

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive (loss) income before reclassifications

 

(76

)

3

 

(10

)

(11

)

(94

)

Amounts reclassified from OCI

 

 

(1

)

23

 

(1

)

21

 

Total other comprehensive (loss) income

 

(76

)

2

 

13

 

(12

)

(73

)

 

 

 

 

 

 

 

 

 

 

 

 

Less:

 

 

 

 

 

 

 

 

 

 

 

Amounts attributable to noncontrolling interests

 

(3

)

 

 

 

(3

)

Balance at March 31, 2014

 

(504

)

9

 

(1,597

)

10

 

(2,082

)

 

The following table reflects amounts reclassified out of OCI in respect of pension and other postretirement plan adjustments:

 

($ in millions)

 

Location of (gains) losses 

 

Three months ended March 31,

 

Details about OCI components

 

reclassified from OCI

 

2014

 

2013

 

 

 

 

 

 

 

 

 

Pension and other postretirement plan adjustments:

 

 

 

 

 

 

 

Amortization of prior service costs

 

Net periodic benefit cost(1)

 

5

 

6

 

Amortization of net actuarial losses

 

Net periodic benefit cost(1)

 

26

 

34

 

Total before tax

 

 

 

31

 

40

 

Tax

 

Provision for taxes

 

(8

)

(11

)

Amounts reclassified from OCI

 

 

 

23

 

29

 

 


(1)  These components are included in the computation of net periodic benefit cost (see Note 8).

 

The amounts in respect of unrealized gains (losses) on available-for-sale securities and unrealized gains (losses) of cash flow hedge derivatives were not significant for the three months ended March 31, 2014 and 2013.

 

31



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Note 11. Operating segment data

 

The Chief Operating Decision Maker (CODM) is the Company’s Executive Committee. The CODM allocates resources to and assesses the performance of each operating segment using the information outlined below. The Company’s operating segments consist of Discrete Automation and Motion, Low Voltage Products, Process Automation, Power Products and Power Systems. The remaining operations of the Company are included in Corporate and Other.

 

A description of the types of products and services provided by each reportable segment is as follows:

 

·                  Discrete Automation and Motion: manufactures and sells motors, generators, variable speed drives, programmable logic controllers, robots and robotics, solar inverters, wind converters, rectifiers, excitation systems, power quality and protection solutions, electric vehicle fast charging infrastructure, components and subsystems for railways, and related services for a wide range of applications in discrete automation, process industries, transportation and utilities.

 

·                  Low Voltage Products: manufactures products and systems that provide protection, control and measurement for electrical installations, as well as enclosures, switchboards, electronics and electromechanical devices for industrial machines, plants and related service. In addition, the segment manufactures products for wiring and cable management, cable protection systems, power connection and safety. The segment also makes intelligent building control systems for home and building automation.

 

·                  Process Automation: develops and sells control and plant optimization systems, automation products and solutions, including instrumentation, as well as industry-specific application knowledge and services for the oil, gas and petrochemicals, metals and minerals, marine and turbocharging, pulp and paper, chemical and pharmaceuticals, and power industries.

 

·                  Power Products: manufactures and sells high- and medium-voltage switchgear and apparatus, circuit breakers for all current and voltage levels, power and distribution transformers and sensors for electric, gas and water utilities and for industrial and commercial customers.

 

·                  Power Systems: designs, installs and upgrades high-efficiency transmission and distribution systems and power plant automation and electrification solutions, including monitoring and control products, software and services and incorporating components manufactured by both the Company and by third parties.

 

·                  Corporate and Other: includes headquarters, central research and development, the Company’s real estate activities, Group treasury operations and other minor business activities.

 

The Company evaluates the profitability of its segments based on Operational EBITDA, which represents income from operations excluding depreciation and amortization, restructuring and restructuring-related expenses, and acquisition-related expenses and certain non-operational items, as well as foreign exchange/commodity timing differences in income from operations consisting of: (i) unrealized gains and losses on derivatives (foreign exchange, commodities, embedded derivatives), (ii) realized gains and losses on derivatives where the underlying hedged transaction has not yet been realized, and (iii) unrealized foreign exchange movements on receivables/payables (and related assets/liabilities).

 

The CODM primarily reviews the results of each segment on a basis that is before the elimination of profits made on inventory sales between segments. Segment results below are presented before these eliminations, with a total deduction for intersegment profits to arrive at the Company’s consolidated Operational EBITDA. Intersegment sales and transfers are accounted for as if the sales and transfers were to third parties, at current market prices.

 

The following tables present segment revenues, Operational EBITDA, and the reconciliations of consolidated Operational EBITDA to income from continuing operations before taxes for the three months ended March 31, 2014 and 2013, as well as total assets at March 31, 2014, and December 31, 2013.

 

32



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

 

 

Three months ended March 31, 2014

 

($ in millions)

 

Third-party
revenues

 

Intersegment
revenues

 

Total
revenues

 

Discrete Automation and Motion

 

2,194

 

187

 

2,381

 

Low Voltage Products

 

1,784

 

98

 

1,882

 

Process Automation

 

1,891

 

52

 

1,943

 

Power Products

 

1,996

 

395

 

2,391

 

Power Systems

 

1,532

 

76

 

1,608

 

Corporate and Other

 

74

 

411

 

485

 

Intersegment elimination

 

 

(1,219

)

(1,219

)

Consolidated

 

9,471

 

 

9,471

 

 

 

 

Three months ended March 31, 2013

 

($ in millions)

 

Third-party
revenues

 

Intersegment
revenues

 

Total
revenues

 

Discrete Automation and Motion

 

2,085

 

242

 

2,327

 

Low Voltage Products

 

1,681

 

96

 

1,777

 

Process Automation

 

1,921

 

57

 

1,978

 

Power Products

 

2,034

 

455

 

2,489

 

Power Systems

 

1,967

 

84

 

2,051

 

Corporate and Other

 

27

 

397

 

424

 

Intersegment elimination

 

 

(1,331

)

(1,331

)

Consolidated

 

9,715

 

 

9,715

 

 

 

 

Three months ended
March 31,

 

($ in millions)

 

2014

 

2013

 

Operational EBITDA:

 

 

 

 

 

Discrete Automation and Motion

 

395

 

416

 

Low Voltage Products

 

346

 

320

 

Process Automation

 

264

 

259

 

Power Products

 

354

 

372

 

Power Systems

 

(29

)

169

 

Corporate and Other and Intersegment elimination

 

(59

)

(78

)

Consolidated Operational EBITDA

 

1,271

 

1,458

 

Depreciation and amortization

 

(333

)

(321

)

Restructuring and restructuring-related expenses

 

(47

)

(19

)

Acquisition-related expenses and certain non-operational items

 

(11

)

(4

)

Foreign exchange/commodity timing differences in income from operations:

 

 

 

 

 

Unrealized gains and losses on derivatives (foreign exchange, commodities, embedded derivatives)

 

(55

)

(89

)

Realized gains and losses on derivatives where the underlying hedged transaction has not yet been realized

 

17

 

(8

)

Unrealized foreign exchange movements on receivables/payables (and related assets/liabilities)

 

13

 

35

 

Income from operations

 

855

 

1,052

 

Interest and dividend income

 

17

 

18

 

Interest and other finance expense

 

(84

)

(97

)

Income from continuing operations before taxes

 

788

 

973

 

 

33



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

 

 

Total assets(1)

 

($ in millions)

 

March 31, 2014

 

December 31, 2013

 

Discrete Automation and Motion

 

10,646

 

10,931

 

Low Voltage Products

 

9,399

 

9,389

 

Process Automation

 

4,506

 

4,537

 

Power Products

 

7,689

 

7,669

 

Power Systems

 

7,615

 

7,905

 

Corporate and Other

 

8,938

 

7,633

 

Consolidated

 

48,793

 

48,064

 

 


(1)           Total assets are after intersegment eliminations and therefore reflect third-party assets only.

 

34


 


 

January — March 2014 — Q1

 

ABB Ltd announces that the following members of the Executive Committee or Board of Directors of ABB have purchased, sold or been granted ABB’s registered shares, call options and warrant appreciation rights (“WARs”), in the following amounts:

 

Name

 

Date

 

Description

 

Granted *

 

Purchased

 

Sold

 

Price

 

Pekka Tiitinen

 

27.2.2014

 

Call Options

 

 

 

 

 

201,250

 

CHF 0.70

 

Pekka Tittinen

 

10.3.2014

 

Shares

 

 

 

500

 

 

 

SEK 162.70

 

Ulrich Spiesshofer *

 

24.3.2014

 

Shares

 

71,508

 

 

 

 

 

CHF 21.89

 

Diane de Saint Victor *

 

24.3.2014

 

Shares

 

58,707

 

 

 

 

 

CHF 21.89

 

Bernhard Jucker *

 

24.3.2014

 

Shares

 

61,741

 

 

 

 

 

CHF 21.89

 

Veli-Matti Reinikkala *

 

24.3.2014

 

Shares

 

25,770

 

 

 

 

 

CHF 21.89

 

Tarak Mehta *

 

24.3.2014

 

Shares

 

49,658

 

 

 

 

 

CHF 21.89

 

Frank Duggan *

 

24.3.2014

 

Shares

 

56,290

 

 

 

 

 

CHF 21.89

 

Greg Scheu *

 

25.3.2014

 

Shares

 

55,163

 

 

 

 

 

USD 25.07

 

 


Key:

 

* Shares were delivered under the 2012 Acquisition Integration Execution Plan (AIEP)

 

35


 


 

ABB Ltd

 

TRAKTANDEN UND BESCHLÜSSE

AGENDA AND RESOLUTIONS

 

der ordentlichen Generalversammlung der Aktionärinnen und Aktionäre

from the Annual General Meeting of Shareholders

 

vom 30. April 2014, 10.00 Uhr

held on April 30, 2014, 10:00 a.m.

 

in der “Messe Zürich-Halle”, Zürich-Oerlikon / CH

in the “Messe Zurich hall”, Zurich-Oerlikon / CH

 

1.                  Berichterstattung über das Geschäftsjahr 2013

1.                  Reporting for fiscal year 2013

 

(Nur Berichterstattung)

(Reporting only)

 

2.1           Genehmigung des Jahresberichts, der Konzernrechnung und der Jahresrechnung 2013

2.1           Approval of the annual report, the consolidated financial statements, and the annual financial statements for 2013

 

Die Generalversammlung genehmigt den Jahresbericht, die Konzernrechnung und die Jahresrechnung 2013.

The Annual General Meeting approves the annual report, the consolidated financial statements, and the annual financial statements for 2013.

 

ABB Ltd, Annual General Meeting 2014 / short minutes

 

36



 

2.2           Konsultativabstimmung über den Vergütungsbericht 2013

2.2           Consultative vote on the 2013 remuneration report

 

Die Generalversammlung stimmt dem Vergütungsbericht 2013 (gemäss Seiten 47-59 des Geschäftsberichts) zu (unverbindliche Konsultativabstimmung).

The Annual General Meeting accepts the remuneration report 2013 (as per pages 47-59 of the annual report) (non-binding consultative vote).

 

3.                  Entlastung des Verwaltungsrats und der mit der Geschäftsführung betrauten Personen

3.                  Discharge of the Board of Directors and the persons entrusted with management

 

Die Generalversammlung erteilt den Mitgliedern des Verwaltungsrats und den mit der Geschäftsführung betrauten Personen Entlastung für das Geschäftsjahr 2013.

The Annual General Meeting discharges the members of the Board of Directors and the persons entrusted with management for fiscal year 2013.

 

4.                  Verwendung des Bilanzgewinns und Ausschüttung von Kapitaleinlagereserven

4.                  Appropriation of available earnings and distribution of capital contribution reserve

 

Die Generalversammlung stimmt dem Antrag des Verwaltungsrats zu,

The Annual General Meeting approves the proposal of the Board of Directors

 

a)        den Bilanzgewinn 2013 von CHF 5’077’761’744 auf neue Rechnung vorzutragen;

to carry forward the available earnings for 2013 in the amount of  CHF 5,077,761,744;

 

b)        Kapitaleinlagereserven im Betrag von CHF 0.70 je Aktie in andere Reserven umzuwandeln und eine Dividende für 2013 von CHF 0.70 je Aktie auszuschütten.

to convert capital contribution reserve to other reserves in the amount of CHF 0.70 per share and subsequently distribute a dividend for the fiscal year 2013 of CHF 0.70 per share.

 

5.                  Schaffung von zusätzlichem bedingten Aktienkapital im Zusammenhang mit Mitarbeiterbeteiligung

5.                  Creation of additional contingent share capital in connection with employee participation

 

Die Generalversammlung lehnt den Antrag des Verwaltungsrates ab,

The Annual General Meeting does not approve the proposal of the Board of Directors

 

die Schaffung von zusätzlichem bedingtem Aktienkapital im Betrag von höchstens CHF 57 640 036, welches die Ausgabe von höchstens 55 961 200 zusätzlichen ABB Ltd Aktien im Nennwert von je CHF 1.03 im Zusammenhang mit Mitarbeiterbeteiligung ermöglicht.

to create additional contingent share capital in an amount not to exceed CHF 57,640,036 enabling the issuance of up to 55,961,200 additional ABB Ltd shares with a nominal value of CHF 1.03 each in connection with employee participation.

 

37



 

6.                  Anpassung der Statuten

6.                  Revision of the Articles of Incorporation

 

Die Generalversammlung genehmigt gemäss dem Antrag des Verwaltungsrates

The Annual General Meeting approves the proposal of the Board of Directors

 

die Statuten gemäss den im Schweizerischen Handelsamtsblatt (SHAB) publizierten beantragten Änderungen zu revidieren.

to revise the Articles of Incorporation according to the proposed changes published in the Swiss Official Gazette of Commerce (SOGC).

 

7.                  Wahlen in den Verwaltungsrat und Wahl des Präsidenten des Verwaltungsrates

7.                  Elections to the Board of Directors and election of the Chairman of the Board of Directors

 

Die Generalversammlung wählt gemäss Antrag des Verwaltungsrats folgende Mitglieder in den Verwaltungsrat für eine Amtsdauer von einem Jahr, d.h. bis zur ordentlichen Generalversammlung 2015:

The Annual General Meeting elects, as proposed by the Board of Directors, the following persons to the Board of Directors for a period of one year, i.e. until the Annual General Meeting 2015:

 

·              Roger Agnelli, als Mitglied / as Director

·              Matti Alahuhta, als Mitglied / as Director

·              Louis R. Hughes, als Mitglied / as Director

·              Michel de Rosen, als Mitglied / as Director

·              Michael Treschow, als Mitglied / as Director

·              Jacob Wallenberg, als Mitglied / as Director

·              Ying Yeh, als Mitglied / as Director

·              Hubertus von Grünberg, als Mitglied und Präsident / as Director and Chairman

 

8.                  Wahlen in den Vergütungsausschuss

8.                  Elections to the Compensation Committee

 

Die Generalversammlung wählt gemäss Antrag des Verwaltungsrats folgende Mitglieder des Verwaltungsrats in den Vergütungsausschuss für eine Amtsdauer von einem Jahr, d.h. bis zur ordentlichen Generalversammlung 2015:

The Annual General Meeting elects, as proposed by the Board of Directors, the following persons to the Compensation Committee for a period of one year, i.e. until the Annual General Meeting 2015:

 

·              Michel de Rosen

·              Michael Treschow

·              Ying Yeh

 

38



 

9.                  Wahl des unabhängigen Stimmrechtsvertreters

9.                  Election of the Independent Proxy

 

Die Generalversammlung wählt gemäss Antrag des Verwaltungsrats für eine Amtsdauer von einem Jahr, d.h. bis zur ordentlichen Generalversammlung 2015:

The Annual General Meeting elects, as proposed by the Board of Directors for a period of one year, i.e. until the Annual General Meeting 2015:

 

·              Dr. Hans Zehnder, Bahnhofplatz 1, 5401 Baden, Switzerland,

 

als unabhängigen Stimmrechtsvertreter.

as independent proxy.

 

10.           Wiederwahl der Revisionsstelle

10.           Re-election of the auditors

 

Die Generalversammlung wählt gemäss Antrag des Verwaltungsrats die Ernst & Young AG als Revisionsstelle für das Geschäftsjahr 2014 wieder.

The Annual General Meeting re-elects, as proposed by the Board of Directors, Ernst & Young AG as the auditors for fiscal year 2014.

 

 

Für das Protokoll:

 

For the minutes:

 

 

Zürich, 30. April 2014

Diane de Saint Victor

 

 

 

Leiterin Konzern-Rechtsabteilung und Sekretärin des Verwaltungsrats

 

General Counsel and Secretary to the Board of Directors

 

39



 

 

Press Release

 

ABB holds 2014 annual general meeting

 

·           Fifth consecutive dividend increase

·           Approval of revised articles of incorporation ahead of legal requirements

·           Approval of the remuneration report

·           Re-election of Chairman and Board Members who stood for re-election

·           Election of Matti Alahuhta to Board and election of Compensation Committee

·           2/3 approval threshold for contingent capital not reached

 

Zurich, Switzerland, April 30, 2014 — ABB, the leading power and automation technology group, today held its annual general meeting in Zurich.

 

The shareholders re-elected Hubertus von Grünberg as Chairman of the Board as well as all the other Board members who stood for re-election. In addition, Matti Alahuhta, a Finnish citizen, was elected as a new Board member. The shareholders also voted for the proposed compensation committee members.

 

The shareholders supported a fifth consecutive dividend increase to CHF 0.70 per share, up from CHF 0.68 last year.

 

The shareholders approved revisions to the articles of incorporation, particularly to comply with recent Swiss corporate governance rules implementing the “Minder Initiative”. The broad approval by 94% reflects the trust shareholders place in ABB’s approach to corporate governance.

 

Also approved was the remuneration report in a non-binding vote. The 2/3 threshold for the approval of additional contingent share capital was not reached.

 

A total of 888 shareholders attended the annual general meeting and 65.3 percent of the total share capital was represented.

 

ABB (www.abb.com) is a leader in power and automation technologies that enable utility and industry customers to improve performance while lowering environmental impact. The ABB Group of companies operates in around 100 countries and employs about 150,000 people.

 

For more information please contact:

ABB Group Media Relations:

Thomas Schmidt; Antonio Ligi

(Zurich, Switzerland)

Tel: +41 43 317 6568

media.relations@ch.abb.com

http://twitter.com/ABBcomms

 

40



 

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.

 

 

 

ABB LTD

 

 

 

Date: April 30, 2014

By:

/s/ Alanna Abrahamson - Haka

 

Name:

Alanna Abrahamson - Haka

 

Title:

Group Senior Vice President and
Head of Investor Relations

 

 

 

 

By:

/s/ Richard A. Brown

 

Name:

Richard A. Brown

 

Title:

Group Senior Vice President and
Chief Counsel Corporate & Finance

 

41