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 October 2010

 

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 October 28, 2010.

 

The information provided by Item I above is deemed filed for all purposes under the Securities Exchange Act of 1934, including by reference in the Registration Statement on Form S-8 (Registration No. 333-129271).

 

2



 

Press Release

 

Q3 order growth accelerates, revenues recover

 

·             Orders up 18%(1) on industrial recovery and large power order

·             Revenues positive after five quarters of decline

·             Operational EBIT margin(2) up to 14.0% as cost take-out delivers further benefits

 

Zurich, Switzerland, Oct. 28, 2010 — ABB’s order growth accelerated and revenues rose in the third quarter on a combination of continued growth in demand from industrial customers and an increase in large power orders.

 

Orders rose 18 percent and revenues 2 percent in local currencies, including an 11-percent increase in service revenues. Earnings before interest and taxes (EBIT) amounted to $1.2 billion. The third quarter operational EBIT margin, which excludes net gains on derivative transactions and restructuring-related costs, was 14.0 percent. The operational EBIT margin the year-earlier period, excluding a net positive provision adjustment of approximately $430 million, was 13.0 percent.

 

Net income in the third quarter 2010 reached $774 million while cash from operations amounted to $1.4 billion.

 

“We continued to take full advantage of the global industrial recovery in the third quarter with excellent order growth, slightly higher revenues and, thanks to our cost take-out program, strong earnings as well,” said Joe Hogan, ABB’s Chief Executive Officer. “Our shorter-cycle automation businesses turned in a particularly positive performance on both the top and bottom line as they grew revenues on a much more competitive cost base.”

 

ABB’s two-year program to cut costs by strengthening its presence in emerging markets, improving productivity and streamlining procurement and administration yielded approximately $350 million of savings in the quarter.

 

ABB won a major order in the quarter to connect an offshore wind farm to the German grid and experienced strong demand from a wide range of industries, including minerals and metals, discrete manufacturing and solar power. Growth in these areas more than offset continued weak utility investments in power transmission equipment in most regions.

 

“Demand from our industrial customers grew significantly in the quarter, especially in the emerging markets, as they increased capacity and invested in solutions to increase energy efficiency and productivity,” Hogan said. “Utility spending in power transmission equipment remains muted, a trend that we expect to continue into next year. Still, we see plenty of opportunities for growth, especially in areas like renewable energy and industrial efficiency, and in the fast-growing emerging economies.”

 

2010 Q3 key figures

 

 

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q3 10

 

Q3 09

 

US$

 

Local

 

Orders

 

8,197

 

7,060

 

16

%

18

%

Order backlog (end Sep)

 

26,593

 

26,159

 

2

%

1

%

Revenues

 

7,903

 

7,910

 

0

%

2

%

EBIT

 

1,156

 

1,419

 

-19

%

 

 

as % of revenues

 

14.6

%

17.9

%

 

 

 

 

Net income

 

774

 

1,034

(3)

 

 

 

 

Basic net income per share ($)

 

0.34

 

0.45

 

 

 

 

 

Cash flow from operating activities

 

1,362

 

1,281

 

 

 

 

 

 


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

(2)  See Reconciliation of Non-GAAP financial measures on page 10

(3) Includes a net gain of $380 million from previously announced provision adjustments

 

3



 

Summary of Q3 2010 results

 

Orders received and revenues

 

Orders increased strongly in the third quarter compared to the year-earlier period, reaching the highest levels since the first quarter of 2009. The main growth driver was higher demand from industrial customers for equipment, services and solutions to increase capacity and to improve productivity and energy efficiency. Demand increased across a broad range of industries, including metals and minerals, marine, pulp and paper, discrete manufacturing and renewable energies. Oil and gas orders remained steady at high levels. Utility spending for power transmission equipment remained weak, however, on uncertainty surrounding the strength and duration of economic growth.

 

Base orders (below $15 million) increased 15 percent in the quarter while large orders (above $15 million) increased by 32 percent in local currencies when compared to the same quarter in 2009. Large orders represented 20 percent of total orders in the quarter compared with 18 percent in the same quarter a year earlier.

 

Regionally, orders in local currencies were more than 50 percent higher in Europe compared with the same period in 2009, as both large and base orders increased. Included in Europe orders received in the quarter is an order valued at approximately $700 million to link an offshore wind farm to the German grid.

 

Orders were up 26 percent in Asia, primarily on higher base orders. Growth was led by Power Systems, followed by Process Automation and Discrete Automation and Motion. Orders in China were 13 percent higher in the quarter and were up at a strong double-digit pace in all divisions except Power Products, where orders declined.

 

In the Americas, orders decreased by 16 percent as a $540-million power order won in Brazil last year was not repeated. Orders in North America increased by 21 percent, led by higher base orders and including a 37-percent increase in the U.S. Orders from the Middle East and Africa were down on a lower level of large orders compared to the same period in 2009.

 

Revenues grew in the quarter, mainly the result of strong growth in the short-cycle automation businesses as recent orders flowed through to revenues. Revenues in the longer-cycle businesses were flat to lower, reflecting the decline in orders received during 2009 and the beginning of 2010. Service revenues increased 11 percent.

 

The order backlog at the end of September 2010 amounted to $26.6 billion, corresponding to a local-currency increase of 7 percent compared to the end of 2009. Compared to the end of the second quarter of 2010, the order backlog is up 2 percent in local currencies.

 

Earnings before interest and taxes

 

Included in third-quarter 2010 EBIT are restructuring-related costs of approximately $20 million and a net gain of $82 million on derivative transactions. The operational EBIT margin in the quarter, which excludes these effects, was 14.0 percent. For the purposes of comparison, the operational EBIT margin in the same quarter in 2009, excluding the net gain from previously-announced provision adjustments, was 13.0 percent.

 

EBIT and EBIT margin were positively impacted by cost savings in sourcing, general and administrative expenses, as well as footprint adjustments and operational excellence initiatives, amounting to approximately $350 million in the quarter.

 

4



 

Net income

 

Third-quarter net income amounted to $774 million compared to approximately $1 billion in the same quarter a year ago. The previous year’s net income included a positive net impact of $380 million from provision adjustments.

 

Balance sheet and cash flow

 

Net cash at the end of the third quarter was $5.3 billion compared to $5.9 billion at the end of the previous quarter. Cash flow from operations amounted to $1.4 billion while cash used in financing activities included a dividend payment of $1.1 billion in the form of a nominal value reduction, in July 2010, as approved by shareholders at the Annual General Meeting in April.

 

In August, ABB completed its previously-announced acquisition of shares in ABB Limited, its publicly-listed subsidiary in India, bringing its ownership stake in the company from approximately 52 percent to 75 percent. The cost of the acquisition amounted to approximately $950 million, including transaction costs.

 

Management changes

 

ABB announced in August the appointment of Tarak Mehta to ABB’s Executive Committee as head of the Low Voltage Products division, effective October 1, 2010. Mehta, previously the head of ABB’s global transformer business, replaced Tom Sjökvist, who retired at the end of September after 38 years with the company.

 

Compliance

 

As previously announced, on September 29, 2010, ABB reached settlements with United States Department of Justice (DoJ) and the United States Securities and Exchange Commission (SEC) regarding their investigations of various suspect payments. In connection with these settlements, ABB agreed to make payments to the DoJ and SEC totaling $58.3 million, ABB Inc. 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, ABB Ltd entered into a deferred prosecution agreement and ABB Ltd settled civil charges brought by the SEC. These settlements resolved these investigations. The payments related to the resolution of these matters will have no additional impact on ABB’s EBIT and net income.

 

Cost reductions

 

ABB continued to execute its previously-announced cost take-out program during the third quarter. The program aims to sustainably reduce ABB’s costs — comprising both cost of sales as well as general and administrative expenses — from 2008 levels by a total of $3 billion by the end of 2010.

 

Cost reductions in the third quarter of 2010 amounted to approximately $350 million, of which some 35 percent was achieved by optimizing global sourcing (excluding the impact of commodity price changes) and 25 percent from global footprint initiatives. The remainder was achieved through reductions to general and administrative expenses and operational excellence measures.

 

The total cost of the program is now expected to be below $1 billion. Costs associated with the program in the third quarter of 2010 amounted to $20 million, bringing the total cost so far in 2010 to approximately $100 million and to $720 million since the beginning of the program. ABB expects further costs in the fourth quarter approaching $200 million.

 

5



 

Outlook

 

Industrial customers are spending more on automation and power equipment and solutions to increase the energy efficiency and productivity of their existing assets. Assuming a continuation of the current economic recovery in most regions, the company is confident that its short- and mid-cycle businesses will continue to support both top and bottom line growth over the remainder of the year and into the beginning of 2011.

 

For ABB’s late-cycle businesses, which make up the majority of the portfolio and which are driven by customer capital expenditure, the outlook for the remainder of 2010 remains mixed.

 

Upgrades and expansions of existing power infrastructure are needed in all regions, including renewables and smart grids. This is reflected in a near-record level of tendering activity in the Power Systems business. At the same time, lower electricity consumption in some regions has slowed the pace of power project awards in the short term. Furthermore, increased competition in the power sector continues to weigh on orders.

 

On the industrial side, most customer spending remains focused on equipment upgrades, replacement and service in existing capacity rather than major capital expenditures for new capacity.

 

The company believes it is well positioned to benefit from a sustained economic recovery. Growth initiatives are under way in selected businesses and countries, mainly in emerging markets. Significant fixed costs have been eliminated since the end of 2008, increasing incremental margins as demand returns. Spending on research and development has remained steady through the downturn in order to secure the company’s technological leadership, and this will continue.

 

Therefore, in the remainder of 2010 and into 2011, management will continue to focus both on adjusting costs and taking advantage of its global footprint, strong balance sheet and leading technologies to tap further opportunities for profitable growth.

 

Divisional performance Q3 2010

 

Power Products

 

 

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q3 10

 

Q3 09

 

US$

 

Local

 

Orders

 

2,364

 

2,553

 

-7

%

-7

%

Order backlog (end Sep)

 

8,259

 

8,712

 

-5

%

-6

%

Revenues

 

2,439

 

2,823

 

-14

%

-13

%

EBIT

 

404

 

477

 

-15

%

 

 

as % of revenues

 

16.6

%

16.9

%

 

 

 

 

Cash flow from operating activities

 

467

 

592

 

 

 

 

 

 

Increased orders for medium-voltage products and distribution transformers, driven mainly by higher power distribution and industrial demand, could not fully compensate a decline in orders for power transformers and high-voltage products, reflecting continued weak utility investments in power transmission projects.

 

Regionally, orders were slightly higher in the Americas as double-digit growth in North America, where the power distribution business showed continued signs of recovery from a low level, offset lower orders in South America. Orders were higher in the Middle East and Africa, helped by some large orders, but were down in Europe and Asia.

 

Revenues decreased during the quarter, mainly as a result of lower order intake in preceding quarters.

 

6



 

EBIT and EBIT margin followed the revenue trend lower, reflecting decreased volumes and pricing pressure on orders taken in previous quarters. These effects were partly mitigated by a favorable product mix and cost reduction measures.

 

Power Systems

 

 

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q3 10

 

Q3 09

 

US$

 

Local

 

Orders

 

2,158

 

1,991

 

8

%

13

%

Order backlog (end Sep)

 

10,446

 

9,770

 

7

%

7

%

Revenues

 

1,679

 

1,612

 

4

%

6

%

EBIT

 

102

 

117

 

-13

%

 

 

as % of revenues

 

6.1

%

7.3

%

 

 

 

 

Cash flow from operating activities

 

33

 

11

 

 

 

 

 

 

Both base and large orders increased in the quarter. Industrial markets continued to show signs of improved demand and large project tendering activity remained strong. However, utility investments in power transmission continue at low levels, largely reflecting the late-cycle nature of this business.

 

Regionally, orders were higher in Europe, helped by an approximately $700-million HVDC offshore wind power order, the largest order ever booked by the division. Orders also increased in Asia — mainly Australia, China and India — but were down in the Middle East and Africa. Orders were also lower in the Americas compared to the same quarter in 2009 when the division won a large order in Brazil.

 

Revenues increased on execution of a strong order backlog. The improvement also reflects a contribution of approximately $50 million from the recent acquisition of Ventyx.

 

EBIT and EBIT margin were lower due to the less favorable product mix and lower prices on orders taken in previous quarters that are now flowing into revenues. Additional charges in the cable business were offset by a release of provisions related to the business in Russia and to the recently-announced settlements with the SEC and DoJ.

 

Discrete Automation and Motion

 

 

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q3 10

 

Q3 09

 

US$

 

Local

 

Orders

 

1,473

 

1,080

 

36

%

39

%

Order backlog (end Sep)

 

3,486

 

3,375

 

3

%

2

%

Revenues

 

1,460

 

1,280

 

14

%

16

%

EBIT

 

268

 

159

 

69

%

 

 

as % of revenues

 

18.4

%

12.4

%

 

 

 

 

Cash flow from operating activities

 

156

 

272

 

 

 

 

 

 

Global demand for solutions to improve industrial efficiency and productivity grew in the third quarter, leading to a strong increase in orders received. Orders were higher in all businesses, reflecting improved demand across all end markets. Orders also grew at a double-digit pace in every region, led by the Americas and Asia — where growth in China exceeded 30 percent.

 

Revenues increased as orders taken in the previous quarter began to flow through to sales in low-voltage drives, motors and robotics. Power electronics and medium-voltage drives also showed robust revenue growth on the execution of large projects from the order backlog.

 

EBIT and EBIT margin in the quarter rose strongly, reflecting both higher revenues and recent cost savings, especially in low-voltage drives, motors and robotics. Included in EBIT is a net gain of

 

7



 

approximately $10 million from the break fee related to the withdrawn bid to acquire Chloride Group PLC.

 

Low Voltage Products

 

 

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q3 10

 

Q3 09

 

US$

 

Local

 

Orders

 

1,219

 

1,015

 

20

%

25

%

Order backlog (end Sep)

 

970

 

817

 

19

%

20

%

Revenues

 

1,187

 

1,052

 

13

%

17

%

EBIT

 

245

 

148

 

66

%

 

 

as % of revenues

 

20.6

%

14.1

%

 

 

 

 

Cash flow from operating activities

 

240

 

245

 

 

 

 

 

 

Orders increased significantly in the quarter on higher demand from industrial customers, the solar energy market and construction-related sectors, especially in the emerging markets. All business units recorded double-digit order growth in the quarter. Orders were also higher in all regions, led by strong double-digit growth in the Americas and Asia.

 

Revenues increased strongly and were higher in all product businesses. Service revenues increased by more than 20 percent in the quarter, reflecting the general industrial recovery in most regions.

 

EBIT and EBIT margin were up in the quarter on higher revenues and as the result of cost improvements implemented since the beginning of 2009, especially in Control Products, Breakers & Switches and Wiring Accessories.

 

Process Automation

 

 

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q3 10

 

Q3 09

 

US$

 

Local

 

Orders

 

1,679

 

1,257

 

34

%

34

%

Order backlog (end Sep)

 

5,853

 

6,182

 

-5

%

-5

%

Revenues

 

1,859

 

1,926

 

-3

%

-1

%

EBIT

 

207

 

161

 

29

%

 

 

as % of revenues

 

11.1

%

8.4

%

 

 

 

 

Cash flow from operating activities

 

236

 

268

 

 

 

 

 

 

Orders grew significantly in the third quarter despite continued uncertainty in the market regarding the strength of the industrial recovery. Both base and large orders improved. Base order growth was led by the marine, minerals, turbocharging and pulp and paper businesses, while large orders were driven by minerals, marine and metals. Large orders more than doubled compared with the same period a year earlier. Oil and gas orders remained steady at high levels.

 

Regionally, order growth was up more than 50 percent in Asia on strong growth in minerals and marine. Minerals also drove growth in the Americas as higher commodity prices fuelled customer spending to expand capacity. Orders grew in Europe but were lower in the Middle East and Africa.

 

Revenues were flat in the quarter, as higher service revenues were offset by lower systems revenues.

 

Despite the flat revenue development, EBIT and EBIT margin increased on a combination of a net gain from derivative transactions, a higher share of revenues from products and services compared to the third quarter of 2009 and the impact of cost take-out measures executed over the past six quarters.

 

8



 

More information

 

The 2010 Q3 results press release and presentation slides are available from October 28, 2010, 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 media conference call starting at 10:00 a.m. Central European Time (CET). U.K. callers should dial +44 20 7107 5862. From Sweden, +46 8 5069 2105, and from the rest of Europe, +41 91 610 56 00. 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 20 7108 6233 (U.K.), +41 91 612 4330 (rest of Europe) or +1 866 416 2558 (U.S./Canada). The code is 10041, followed by the # key. The conference will also be available as a podcast on the web sites mentioned above.

 

A conference call for analysts and investors is scheduled to begin today at 2:30 p.m. CET (8:30 a.m. EDT). Callers should dial +1 866 291 4166 (from the U.S./Canada) or +41 91 610 5600 (Europe and the rest of the world). Callers are requested to phone in 15 minutes before the start of the call. The audio playback of the call will start one hour after the end of the call and be available for 24 hours. Playback numbers: +1 866 416 2558 (U.S./Canada) or +41 91 612 4330 (Europe and the rest of the world). The code is 17888, followed by the # key. The conference will also be available as a podcast on the web sites mentioned above.

 

Investor calendar 2011

 

 

Q4 2010 results

 

Feb. 17, 2011

Q1 2011 results

 

April 28, 2011

Annual General Meeting of shareholders

 

April 29, 2011

Q2 2011 results

 

July 21, 2011

Q3 2011 results

 

Oct. 27, 2011

 

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 117,000 people.

 

Zurich, Oct. 28, 2010

 

Joe Hogan, CEO

 

Important notice about forward-looking information

 

This press release includes forward-looking information and statements including the sections entitled “Cost reductions” and “Outlook,” 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 related to the financial crisis and economic slowdown, costs associated with compliance activities, the amount of revenues we are able to generate from backlog and orders received, raw materials 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.

 

For more information please contact:

 

Media Relations:

Investor Relations:

ABB Ltd

Thomas Schmidt, Wolfram Eberhardt

Switzerland: Tel. +41 43 317 7111

Affolternstrasse 44

(Zurich, Switzerland)

USA: Tel. +1 203 750 7743

CH-8050 Zurich, Switzerland

Tel: +41 43 317 6568

investor.relations@ch.abb.com

 

media.relations@ch.abb.com

 

 

 

9



 

ABB Q3 and nine-months (9M) 2010 key figures

 

 

 

 

 

 

 

Change

 

 

 

 

 

Change

 

$ millions unless otherwise indicated

 

Q3 10

 

Q3 09

 

US$

 

Local

 

9M 10

 

9M 09

 

US$

 

Local

 

Orders

Group

 

8,197

 

7,060

 

16

%

18

%

23,929

 

23,519

 

2

%

-1

%

 

Power Products

 

2,364

 

2,553

 

-7

%

-7

%

7,245

 

8,273

 

-12

%

-15

%

 

Power Systems

 

2,158

 

1,991

 

8

%

13

%

5,270

 

5,967

 

-12

%

-13

%

 

Discrete Automation & Motion

 

1,473

 

1,080

 

36

%

39

%

4,357

 

3,560

 

22

%

20

%

 

Low Voltage Products

 

1,219

 

1,015

 

20

%

25

%

3,544

 

3,052

 

16

%

16

%

 

Process Automation

 

1,679

 

1,257

 

34

%

34

%

5,619

 

5,262

 

7

%

3

%

 

Corporate (consolidation)

 

(696

)

(836

)

 

 

 

 

(2,106

)

(2,595

)

 

 

 

 

Revenues

Group

 

7,903

 

7,910

 

0

%

2

%

22,410

 

23,034

 

-3

%

-4

%

 

Power Products

 

2,439

 

2,823

 

-14

%

-13

%

7,286

 

8,130

 

-10

%

-12

%

 

Power Systems

 

1,679

 

1,612

 

4

%

6

%

4,698

 

4,641

 

1

%

-1

%

 

Discrete Automation & Motion

 

1,460

 

1,280

 

14

%

16

%

3,960

 

3,935

 

1

%

-1

%

 

Low Voltage Products

 

1,187

 

1,052

 

13

%

17

%

3,300

 

2,962

 

11

%

11

%

 

Process Automation

 

1,859

 

1,926

 

-3

%

-1

%

5,331

 

5,785

 

-8

%

-10

%

 

Corporate (consolidation)

 

(721

)

(783

)

 

 

 

 

(2,165

)

(2,419

)

 

 

 

 

EBIT

Group

 

1,156

 

1,419

 

-19

%

 

 

2,840

 

3,328

 

-15

%

 

 

 

Power Products

 

404

 

477

 

-15

%

 

 

1,169

 

1,474

 

-21

%

 

 

 

Power Systems

 

102

 

117

 

-13

%

 

 

106

 

322

 

-67

%

 

 

 

Discrete Automation & Motion

 

268

 

159

 

69

%

 

 

641

 

514

 

25

%

 

 

 

Low Voltage Products

 

245

 

148

 

66

%

 

 

608

 

370

 

64

%

 

 

 

Process Automation

 

207

 

161

 

29

%

 

 

555

 

473

 

17

%

 

 

 

Corporate

 

(70

)

357

 

n.a.

 

 

 

(239

)

175

 

n.a.

 

 

 

EBIT margin  

Group

 

14.6

%

17.9

%

 

 

 

 

12.7

%

14.4

%

 

 

 

 

 

Power Products

 

16.6

%

16.9

%

 

 

 

 

16.0

%

18.1

%

 

 

 

 

 

Power Systems

 

6.1

%

7.3

%

 

 

 

 

2.3

%

6.9

%

 

 

 

 

 

Discrete Automation & Motion

 

18.4

%

12.4

%

 

 

 

 

16.2

%

13.1

%

 

 

 

 

 

Low Voltage Products

 

20.6

%

14.1

%

 

 

 

 

18.4

%

12.5

%

 

 

 

 

 

Process Automation

 

11.1

%

8.4

%

 

 

 

 

10.4

%

8.2

%

 

 

 

 

 

10



 

Q3 2010 orders received and revenues by region

 

 

 

Orders received

 

Change

 

Revenues

 

Change

 

$ millions

 

Q3 10

 

Q3 09

 

US$

 

Local

 

Q3 10

 

Q3 09

 

US$

 

Local

 

Europe

 

3,693

 

2,624

 

41

%

52

%

3,173

 

3,371

 

-6

%

0

%

Americas

 

1,502

 

1,723

 

-13

%

-16

%

1,578

 

1,495

 

6

%

3

%

Asia

 

2,413

 

1,864

 

29

%

26

%

2,195

 

2,177

 

1

%

-2

%

Middle East and Africa

 

589

 

849

 

-31

%

-30

%

957

 

867

 

10

%

14

%

Group total

 

8,197

 

7,060

 

16

%

18

%

7,903

 

7,910

 

0

%

2

%

 

Nine months 2010 orders received and revenues by region

 

 

 

Orders received

 

Change

 

Revenues

 

Change

 

$ millions

 

9M 10

 

9M 09

 

US$

 

Local

 

9M 10

 

9M 09

 

US$

 

Local

 

Europe

 

9,992

 

9,111

 

10

%

10

%

8,820

 

9,609

 

-8

%

-7

%

Americas

 

4,461

 

4,581

 

-3

%

-7

%

4,373

 

4,473

 

-2

%

-6

%

Asia

 

6,679

 

6,118

 

9

%

4

%

6,280

 

6,305

 

0

%

-5

%

Middle East and Africa

 

2,797

 

3,709

 

-25

%

-26

%

2,937

 

2,647

 

11

%

10

%

Group total

 

23,929

 

23,519

 

2

%

-1

%

22,410

 

23,034

 

-3

%

-4

%

 

11



 

Reconciliation of non-GAAP financial measures regarding Q3 2010

($ millions, unaudited)

 

 

 

3 months ended Sept. 30,

 

 

 

2010

 

2009

 

EBIT Margin

 

 

 

 

 

(= EBIT as % of revenues)

 

 

 

 

 

 

 

 

 

 

 

Earnings before interest and taxes (EBIT)

 

1’156

 

1’419

 

Revenues

 

7’903

 

7’910

 

EBIT Margin

 

14.6

%

17.9

%

 

 

 

 

 

 

EBIT as per financial statements

 

1’156

 

1’419

 

adjusted for the effects of:

 

 

 

 

 

Unrealized gains and losses on derivatives (FX, commodities, embedded derivatives)

 

-182

 

-68

 

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

 

-18

 

12

 

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

 

118

 

56

 

Restructuring and restructuring-related expenses

 

20

 

41

 

Operational EBIT

 

1’094

 

1’460

 

Adjustment for previously announced provision release in 2009

 

n.a.

 

431

 

Adjusted Operational EBIT

 

1’094

 

1’029

 

 

 

 

 

 

 

Revenues as per financial statements

 

7’903

 

7’910

 

adjusted for the effects of:

 

 

 

 

 

Unrealized gains and losses on derivatives

 

-180

 

-104

 

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

 

-25

 

29

 

Unrealized foreign exchange movements on receivables (and related assets)

 

104

 

52

 

Operational Revenues

 

7’802

 

7’887

 

 

 

 

 

 

 

Operational EBIT Margin (= Operational EBIT as % of Operational Revenues)

 

14.0

%

18.5

%

Adjusted Operational EBIT Margin (= Adjusted Operational EBIT as % of Operational Revenues)

 

14.0

%

13.0

%

 

 

 

Sept. 30, 2010

 

 

 

Net Cash
(= Cash and equivalents plus marketable securities and short-term investments, less total debt)

 

 

 

 

 

 

 

 

 

 

 

Cash and equivalents

 

5’269

 

 

 

Marketable securities and short-term investments

 

2’353

 

 

 

Cash and marketable securities

 

7’622

 

 

 

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

 

253

 

 

 

Long-term debt

 

2’080

 

 

 

Total debt

 

2’333

 

 

 

Net Cash

 

5’289

 

 

 

 

Management believes EBIT margin and operational EBIT margin are useful measures of profitability and uses them as performance targets.

 

12



 

ABB Ltd Interim Consolidated Income Statements (unaudited)

 

 

 

Nine months ended

 

Three months ended

 

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

 

Sep. 30, 2010

 

Sep. 30, 2009

 

Sep. 30, 2010

 

Sep. 30, 2009

 

 

 

 

 

 

 

 

 

 

 

Sales of products

 

18,663

 

19,522

 

6,601

 

6,713

 

Sales of services

 

3,747

 

3,512

 

1,302

 

1,197

 

Total revenues

 

22,410

 

23,034

 

7,903

 

7,910

 

Cost of products

 

(13,044

)

(13,816

)

(4,558

)

(4,803

)

Cost of services

 

(2,466

)

(2,363

)

(841

)

(800

)

Total cost of sales

 

(15,510

)

(16,179

)

(5,399

)

(5,603

)

Gross profit

 

6,900

 

6,855

 

2,504

 

2,307

 

Selling, general and administrative expenses

 

(4,080

)

(3,972

)

(1,366

)

(1,333

)

Other income (expense), net

 

20

 

445

 

18

 

445

 

Earnings before interest and taxes

 

2,840

 

3,328

 

1,156

 

1,419

 

Interest and dividend income

 

70

 

93

 

20

 

25

 

Interest and other finance expense

 

(138

)

(96

)

(51

)

(63

)

Income from continuing operations before taxes

 

2,772

 

3,325

 

1,125

 

1,381

 

Provision for taxes

 

(790

)

(831

)

(304

)

(297

)

Income from continuing operations, net of tax

 

1,982

 

2,494

 

821

 

1,084

 

Income (loss) from discontinued operations, net of tax

 

(3

)

26

 

(2

)

4

 

Net income

 

1,979

 

2,520

 

819

 

1,088

 

Net income attributable to noncontrolling interests

 

(118

)

(159

)

(45

)

(54

)

Net income attributable to ABB

 

1,861

 

2,361

 

774

 

1,034

 

 

 

 

 

 

 

 

 

 

 

Amounts attributable to ABB shareholders:

 

 

 

 

 

 

 

 

 

Income from continuing operations, net of tax

 

1,864

 

2,335

 

776

 

1,030

 

Income (loss) from discontinued operations, net of tax

 

(3

)

26

 

(2

)

4

 

Net income

 

1,861

 

2,361

 

774

 

1,034

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share attributable to ABB shareholders:

 

 

 

 

 

 

 

 

 

Income from continuing operations, net of tax

 

0.82

 

1.02

 

0.34

 

0.45

 

Income (loss) from discontinued operations, net of tax

 

(0.01

)

0.01

 

 

 

Net income

 

0.81

 

1.03

 

0.34

 

0.45

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share attributable to ABB shareholders:

 

 

 

 

 

 

 

 

 

Income from continuing operations, net of tax

 

0.81

 

1.02

 

0.34

 

0.45

 

Income (loss) from discontinued operations, net of tax

 

 

0.01

 

 

 

Net income

 

0.81

 

1.03

 

0.34

 

0.45

 

 

 

 

 

 

 

 

 

 

 

Average number of shares (in millions) used to compute:

 

 

 

 

 

 

 

 

 

Basic earnings per share attributable to ABB shareholders

 

2,287

 

2,283

 

2,284

 

2,283

 

Diluted earnings per share attributable to ABB shareholders

 

2,292

 

2,286

 

2,288

 

2,289

 

 

See Notes to the Interim Consolidated Financial Information

 

13



 

ABB Ltd Interim Consolidated Balance Sheets (unaudited)

 

($ in millions, except share data)

 

Sep. 30, 2010

 

Dec. 31, 2009

 

 

 

 

 

 

 

Cash and equivalents

 

5,269

 

7,119

 

Marketable securities and short-term investments

 

2,353

 

2,433

 

Receivables, net

 

9,806

 

9,451

 

Inventories, net

 

5,109

 

4,550

 

Prepaid expenses

 

250

 

236

 

Deferred taxes

 

804

 

900

 

Other current assets

 

740

 

540

 

Total current assets

 

24,331

 

25,229

 

 

 

 

 

 

 

Financing receivables, net

 

457

 

452

 

Property, plant and equipment, net

 

4,092

 

4,072

 

Goodwill

 

4,124

 

3,026

 

Other intangible assets, net

 

737

 

443

 

Prepaid pension and other employee benefits

 

118

 

112

 

Investments in equity method companies

 

32

 

49

 

Deferred taxes

 

1,046

 

1,052

 

Other non-current assets

 

362

 

293

 

Total assets

 

35,299

 

34,728

 

 

 

 

 

 

 

Accounts payable, trade

 

4,394

 

3,853

 

Billings in excess of sales

 

1,627

 

1,623

 

Accounts payable, other

 

1,382

 

1,326

 

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

 

253

 

161

 

Advances from customers

 

1,698

 

1,806

 

Deferred taxes

 

346

 

327

 

Provisions for warranties

 

1,284

 

1,280

 

Provisions and other current liabilities

 

2,514

 

2,603

 

Accrued expenses

 

1,572

 

1,600

 

Total current liabilities

 

15,070

 

14,579

 

 

 

 

 

 

 

Long-term debt

 

2,080

 

2,172

 

Pension and other employee benefits

 

1,163

 

1,179

 

Deferred taxes

 

490

 

328

 

Other non-current liabilities

 

1,957

 

1,997

 

Total liabilities

 

20,760

 

20,255

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Capital stock and additional paid-in capital (2,307,491,247 issued shares at September 30, 2010 and 2,329,324,797 issued shares at December 31, 2009)

 

1,421

 

3,943

 

Retained earnings

 

14,689

 

12,828

 

Accumulated other comprehensive loss

 

(1,706

)

(2,084

)

Treasury stock, at cost (23,564,509 shares at September 30, 2010 and 39,901,593 shares at December 31, 2009)

 

(386

)

(897

)

Total ABB stockholders’ equity

 

14,018

 

13,790

 

Noncontrolling interests

 

521

 

683

 

Total stockholders’ equity

 

14,539

 

14,473

 

Total liabilities and stockholders’ equity

 

35,299

 

34,728

 

 

See Notes to the Interim Consolidated Financial Information

 

14



 

ABB Ltd Interim Consolidated Statements of Cash Flows (unaudited)

 

 

 

Nine months ended

 

Three months ended

 

($ in millions)

 

Sep. 30, 2010

 

Sep. 30, 2009

 

Sep. 30, 2010

 

Sep. 30, 2009

 

 

 

 

 

 

 

 

 

 

 

Operating activities:

 

 

 

 

 

 

 

 

 

Net income

 

1,979

 

2,520

 

819

 

1,088

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

522

 

467

 

186

 

169

 

Pension and postretirement benefits

 

45

 

(1

)

15

 

(10

)

Deferred taxes

 

100

 

(11

)

30

 

(10

)

Net gain from sale of property, plant and equipment

 

(17

)

(11

)

(3

)

(2

)

Income (loss) from equity accounted companies

 

(2

)

1

 

 

1

 

Other

 

53

 

(13

)

27

 

16

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

 

Trade receivables, net

 

(265

)

172

 

35

 

137

 

Inventories, net

 

(462

)

398

 

(55

)

413

 

Trade payables

 

506

 

(703

)

186

 

(198

)

Billings in excess of sales

 

(16

)

56

 

(60

)

(14

)

Provisions, net

 

(131

)

(370

)

(4

)

(433

)

Advances from customers

 

(104

)

(18

)

(8

)

15

 

Other assets and liabilities, net

 

230

 

(243

)

194

 

109

 

Net cash provided by operating activities

 

2,438

 

2,244

 

1,362

 

1,281

 

 

 

 

 

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

 

 

 

 

Changes in financing receivables

 

(46

)

(2

)

(26

)

 

Purchases of marketable securities (available-for-sale)

 

(2,545

)

(59

)

(867

)

(17

)

Purchases of marketable securities (held-to-maturity)

 

(65

)

(799

)

 

(238

)

Purchases of short-term investments

 

(1,772

)

(2,071

)

(196

)

(1,720

)

Purchases of property, plant and equipment and intangible assets

 

(433

)

(624

)

(153

)

(215

)

Acquisition of businesses (net of cash acquired) and increases in interests

 

(2,245

)

(155

)

(1,091

)

(100

)

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

 

566

 

63

 

16

 

21

 

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

 

393

 

855

 

173

 

 

Proceeds from maturity of marketable securities (held-to-maturity)

 

290

 

273

 

50

 

273

 

Proceeds from short-term investments

 

3,071

 

448

 

126

 

356

 

Proceeds from sales of property, plant and equipment

 

31

 

23

 

7

 

5

 

Proceeds from sales of businesses and equity accounted companies (net of cash disposed)

 

62

 

10

 

(3

)

3

 

Other

 

 

(20

)

 

 

Net cash used in investing activities

 

(2,693

)

(2,058

)

(1,964

)

(1,632

)

 

 

 

 

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

 

 

 

 

Net changes in debt with maturities of 90 days or less

 

66

 

(28

)

30

 

(34

)

Increase in debt

 

197

 

440

 

30

 

123

 

Repayment of debt

 

(327

)

(523

)

(60

)

(174

)

Issuance of shares

 

6

 

3

 

6

 

3

 

Purchase of treasury shares

 

(120

)

 

(16

)

 

Dividends paid in the form of nominal value reduction

 

(1,112

)

(1,027

)

(1,112

)

(1,027

)

Dividends paid to noncontrolling shareholders

 

(188

)

(191

)

(71

)

(85

)

Other

 

13

 

(14

)

4

 

20

 

Net cash used in financing activities

 

(1,465

)

(1,340

)

(1,189

)

(1,174

)

 

 

 

 

 

 

 

 

 

 

Effects of exchange rate changes on cash and equivalents

 

(130

)

257

 

524

 

205

 

 

 

 

 

 

 

 

 

 

 

Net change in cash and equivalents - continuing operations

 

(1,850

)

(897

)

(1,267

)

(1,320

)

 

 

 

 

 

 

 

 

 

 

Cash and equivalents beginning of period

 

7,119

 

6,399

 

6,536

 

6,822

 

Cash and equivalents end of period

 

5,269

 

5,502

 

5,269

 

5,502

 

 

 

 

 

 

 

 

 

 

 

Supplementary disclosure of cash flow information:

 

 

 

 

 

 

 

 

 

Interest paid

 

72

 

122

 

26

 

37

 

Taxes paid

 

698

 

829

 

199

 

275

 

 

See Notes to the Interim Consolidated Financial Information

 

15



 

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
adjustment

 

Unrealized
gain (loss)
on
available-
for-
sale
securities

 

Pension
and other
postretirement
plan
adjustments

 

Unrealized
gain (loss)
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, 2009

 

4,841

 

9,927

 

(1,654

)

83

 

(978

)

(161

)

(2,710

)

(900

)

11,158

 

612

 

11,770

 

Comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

2,361

 

 

 

 

 

 

 

 

 

 

 

 

 

2,361

 

159

 

2,520

 

Foreign currency translation adjustments

 

 

 

 

 

672

 

 

 

 

 

 

 

672

 

 

 

672

 

6

 

678

 

Effect of change in fair value of available-for-sale securities, net of tax

 

 

 

 

 

 

 

(62

)

 

 

 

 

(62

)

 

 

(62

)

 

 

(62

)

Unrecognized income (loss) related to pensions and other postretirement plans, net of tax

 

 

 

 

 

 

 

 

 

(24

)

 

 

(24

)

 

 

(24

)

(3

)

(27

)

Change in derivatives qualifying as cash flow hedges, net of tax

 

 

 

 

 

 

 

 

 

 

 

170

 

170

 

 

 

170

 

 

 

170

 

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,117

 

162

 

3,279

 

Changes in noncontrolling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

17

 

17

 

Dividends paid to noncontrolling shareholders

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(193

)

(193

)

Dividends paid in the form of nominal value reduction

 

(1,024

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,024

)

 

 

(1,024

)

Treasury stock transactions

 

(3

)

 

 

 

 

 

 

 

 

 

 

 

 

3

 

 

 

 

 

Share-based payment arrangements

 

54

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

54

 

 

 

54

 

Issuance of shares

 

3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3

 

 

 

3

 

Call options

 

22

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

22

 

 

 

22

 

Balance at September 30, 2009

 

3,893

 

12,288

 

(982

)

21

 

(1,002

)

9

 

(1,954

)

(897

)

13,330

 

598

 

13,928

 

 

 

 

 

 

 

 

Accumulated other comprehensive loss

 

 

 

 

 

 

 

 

 

($ in millions)

 

Capital
stock and
additional
paid-in
capital

 

Retained
earnings

 

Foreign
currency
translation
adjustment

 

Unrealized
gain (loss)
on
available-
for-
sale
securities

 

Pension
and other
postretirement
plan
adjustments

 

Unrealized
gain (loss)
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, 2010

 

3,943

 

12,828

 

(1,056

)

20

 

(1,068

)

20

 

(2,084

)

(897

)

13,790

 

683

 

14,473

 

Comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

1,861

 

 

 

 

 

 

 

 

 

 

 

 

 

1,861

 

118

 

1,979

 

Foreign currency translation adjustments

 

 

 

 

 

226

 

 

 

 

 

 

 

226

 

 

 

226

 

13

 

239

 

Effect of change in fair value of available-for-sale securities, net of tax

 

 

 

 

 

 

 

5

 

 

 

 

 

5

 

 

 

5

 

 

 

5

 

Unrecognized income (loss) related to pensions and other postretirement plans, net of tax

 

 

 

 

 

 

 

 

 

74

 

 

 

74

 

 

 

74

 

 

 

74

 

Change in derivatives qualifying as cash flow hedges, net of tax

 

 

 

 

 

 

 

 

 

 

 

73

 

73

 

 

 

73

 

 

 

73

 

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,239

 

131

 

2,370

 

Changes in noncontrolling interests

 

(834

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(834

)

(104

)

(938

)

Dividends paid to noncontrolling shareholders

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(189

)

(189

)

Dividends paid in the form of nominal value reduction

 

(1,112

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,112

)

 

 

(1,112

)

Cancellation of shares repurchased under buyback program

 

(619

)

 

 

 

 

 

 

 

 

 

 

 

 

619

 

 

 

 

 

Treasury stock transactions

 

(12

)

 

 

 

 

 

 

 

 

 

 

 

 

(108

)

(120

)

 

 

(120

)

Share-based payment arrangements

 

56

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

56

 

 

 

56

 

Call options

 

(1

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1

)

 

 

(1

)

Balance at September 30, 2010

 

1,421

 

14,689

 

(830

)

25

 

(994

)

93

 

(1,706

)

(386

)

14,018

 

521

 

14,539

 

 

See Notes to the Interim Consolidated Financial Information

 

16



 

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 specializing in power and automation technologies that improve the performance of utility and industry customers, 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, 2009.

 

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 accounting estimates that require the Company’s most significant, difficult and subjective judgments 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 inquires, 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 the Company’s annual goodwill impairment test,

 

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

 

·                  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.

 

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.

 

The Interim Consolidated Financial Information is presented in United States dollars ($) unless otherwise stated. Certain amounts reported for prior periods in the Interim Consolidated Financial Information have been reclassified to conform to the current year’s presentation.

 

Note 2. Recent accounting pronouncements

 

Applicable in current period

 

Fair value measurements

As of January 1, 2010, the Company adopted an accounting standard update that requires additional disclosure for fair value measurements. The update requires that significant transfers in and out of fair value Level 1 (observable quoted prices) and Level 2 (observable inputs other than Level 1 inputs) be disclosed together with a description of the reasons for the transfers. Adoption of this update did not result in additional disclosure for the nine-month and three-month periods ended September 30, 2010, as there were no significant transfers between Level 1 and Level 2.

 

17



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Applicable for future periods

 

Fair value measurements

In January 2010, an accounting standard update was issued that requires additional disclosure for fair value measurements. The update requires disclosure, on a gross basis, about purchases, sales, issuances, and settlements of level 3 (significant unobservable inputs) instruments when reconciling the fair value measurements. This disclosure requirement is effective for the Company for periods beginning January 1, 2011. The Company does not believe that this new disclosure requirement will have a material impact on its consolidated financial statements.

 

Revenue recognition with multiple deliverable arrangements

In October 2009, an accounting standard update on revenue recognition with multiple deliverable arrangements was issued which amends the criteria for allocating consideration in multiple-deliverable revenue arrangements. It establishes a hierarchy of selling prices to determine the selling price of each specific deliverable that includes vendor-specific objective evidence (if available), third-party evidence (if vendor-specific evidence is not available), or estimated selling price if neither of the first two are available. This update also:

 

·                  eliminates the residual method for allocating revenue between the elements of an arrangement and requires that arrangement consideration be allocated at the inception of the arrangement, and

 

·                  expands the disclosure requirements regarding a vendor’s multiple-deliverable revenue arrangements.

 

This update is effective for arrangements entered into by the Company or materially modified on or after January 1, 2011. The Company is currently evaluating the impact of this update.

 

Revenue arrangements that include software elements

In October 2009, an accounting standard update for the accounting of certain revenue arrangements that include software elements was issued. This update amends the existing guidance on revenue arrangements that contain both hardware and software elements. This update modifies the existing rules to exclude from the software revenue guidance (i) non-software components of tangible products and (ii) software components of tangible products that are sold, licensed, or leased with tangible products when the software components and non-software components of the tangible product function together to deliver the tangible product’s essential functionality. Undelivered elements in the arrangement related to the non-software components also are excluded from this guidance. This update is effective for arrangements entered into by the Company or materially modified on or after January 1, 2011. The Company is currently evaluating the impact of this update.

 

Disclosures about the credit quality of financing receivables and the allowance for credit losses

In July 2010, an accounting standard update was issued that requires additional disclosures regarding (i) the nature of credit risk inherent in the entity’s portfolio of financing receivables, (ii) how that risk is analyzed and assessed in arriving at the allowance for credit losses and (iii) the changes and reasons for those changes in the allowance for credit losses. For disclosures as of the end of a reporting period this update is effective for the Company for the period ending December 31, 2010. For disclosures about activity during a reporting period, this update is effective for the Company for periods beginning January 1, 2011. The Company does not believe that this new disclosure requirement will have a material impact on its consolidated financial statements.

 

18



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Note 3. Acquisitions and increases in controlling interests

 

Acquisitions

 

Acquisitions in the nine and three months ended September 30, 2010 and 2009, (excluding the increase in controlling interest in India described separately below) were:

 

 

 

Nine months ended
September 30,

 

Three months ended
September 30,

 

($ in millions, except number of acquired businesses)

 

2010

 

2009

 

2010

 

2009

 

Acquisitions (net of cash acquired)(1)

 

1,291

 

155

 

137

 

100

 

Aggregate excess of purchase price over fair value of net assets acquired(2)

 

1,123

 

146

 

65

 

39

 

 

 

 

 

 

 

 

 

 

 

Number of acquired businesses

 

7

 

7

 

1

 

2

 

 


(1) Including increases in minority and controlling interests (excluding India) and equity investments

(2) Recorded as goodwill

 

In the table above, $1,074 million of the “Acquisitions” amount and $1,007 million of the “Aggregate excess of purchase price over fair value of net assets acquired” amount relate to the acquisition of Ventyx, as described below.

 

Acquisitions of controlling interests have been accounted for under the acquisition method and have been included in the Company’s Interim Consolidated Financial Information since the date of acquisition. The Company has not presented pro forma results of operations of the acquired businesses as the results are not significant to the Interim Consolidated Financial Information.

 

On June 1, 2010, the Company acquired all of the shares of Ventyx Inc., Ventyx Software Inc. and Ventyx Dutch Holding B.V., representing substantially all of the revenues, assets and liabilities of the Ventyx group. Ventyx provides software solutions to global energy, utility, communications and other asset-intensive businesses and was integrated into the network management business within the Power Systems segment to form a single unit for energy management software solutions. The preliminary purchase price amounted to $1,074 million (net of $31 million cash acquired).

 

While the Company uses its best estimates and assumptions as part of the purchase price allocation process to value assets acquired and liabilities assumed at the acquisition date, the purchase price allocation for the acquisition is preliminary for up to 12 months after the acquisition date and is subject to refinement as more detailed analyses are completed and additional information about the fair values of the assets and liabilities becomes available.

 

The main items still to be finalized are: (i) the fair value of acquired intangible assets, (ii) the purchase price, (iii) income and non-income based taxes, (iv) the fair values of certain tangible assets acquired and liabilities assumed, and (v) the residual goodwill.

 

The preliminary purchase price, settled in cash, has been allocated as follows:

 

($ in millions)

 

Allocated
amount

 

Weighted-average
useful life

 

Capitalized software for sale

 

128

 

5 years

 

Customer relationships

 

122

 

9 years

 

Trade name

 

23

 

10 years

 

In-process research and development

 

24

 

5 years

 

Order backlog

 

15

 

8 years

 

Deferred tax liabilities

 

(117

)

 

 

Other assets and liabilities, net(1)

 

(128

)

 

 

Goodwill(2)

 

1,007

 

 

 

Total

 

1,074

 

 

 

 


(1) Including debt assumed upon acquisition

(2) The Company does not expect the goodwill recognized to be deductible for income tax purposes

 

19



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Changes in total goodwill in 2009 and the nine months ended September 30, 2010 were as follows:

 

($ in millions)

 

Total

 

Balance at January 1, 2009

 

2,817

 

Goodwill acquired during the year

 

147

 

Exchange rate differences

 

59

 

Other

 

3

 

Balance at December 31, 2009

 

3,026

 

Goodwill acquired during the period(1)

 

1,123

 

Exchange rate differences

 

(24

)

Other

 

(1

)

Balance at September 30, 2010

 

4,124

 

 


(1) Includes $1,007 million in respect of Ventyx, which has been allocated to the Power Systems segment

 

Increase in controlling interests in India

 

In July 2010, the Company announced that it had been successful in its offer to increase its stake in ABB Limited, India (its publicly-listed subsidiary in India) from approximately 52 percent to 75 percent. Cash paid up to September 30, 2010, including transaction costs, amounted to $954 million. The offer of 900 rupees per share resulted in a charge to “Capital stock and additional paid-in capital” of $836 million, including expenses related to the transaction.

 

Note 4. Cash and equivalents and marketable securities and short-term investments

 

At September 30, 2010, and December 31, 2009, cash and equivalents and marketable securities and short-term investments consisted of the following:

 

 

 

September 30, 2010

 

($ in millions)

 

Cost basis

 

Gross
unrealized
gains

 

Gross
unrealized
losses

 

Fair value

 

Cash and
equivalents

 

Marketable
securities
and
short-term
investments

 

Cash

 

1,644

 

 

 

1,644

 

1,644

 

 

Time deposits

 

3,129

 

 

 

3,129

 

2,921

 

208

 

Securities held-to-maturity:

 

 

 

 

 

 

 

 

 

 

 

 

 

— Corporate commercial papers

 

 

 

 

 

 

 

— Other

 

 

 

 

 

 

 

Debt securities available-for-sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

— U.S. government obligations

 

145

 

9

 

 

154

 

 

154

 

— European government obligations

 

156

 

 

(1

)

155

 

137

 

18

 

— Other government obligations

 

4

 

 

(1

)

3

 

 

3

 

— Corporate

 

1,036

 

10

 

 

1,046

 

567

 

479

 

Equity securities available-for-sale

 

1,482

 

9

 

 

1,491

 

 

1,491

 

Total

 

7,596

 

28

 

(2

)

7,622

 

5,269

 

2,353

 

 

20



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

 

 

December 31, 2009

 

($ in millions)

 

Cost basis

 

Gross
unrealized
gains

 

Gross
unrealized
losses

 

Fair value

 

Cash and
equivalents

 

Marketable
securities
and
short-term
investments

 

Cash

 

1,381

 

 

 

1,381

 

1,381

 

 

Time deposits

 

6,170

 

 

 

6,170

 

4,474

 

1,696

 

Securities held-to-maturity:

 

 

 

 

 

 

 

 

 

 

 

 

 

— Corporate commercial papers

 

413

 

 

 

413

 

223

 

190

 

— Other

 

43

 

 

 

43

 

 

43

 

Debt securities available-for-sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

— U.S. government obligations

 

110

 

4

 

(1

)

113

 

 

113

 

— European government obligations

 

737

 

 

(2

)

735

 

717

 

18

 

— Other government obligations

 

4

 

 

(1

)

3

 

 

3

 

— Corporate

 

603

 

5

 

 

608

 

324

 

284

 

Equity securities available-for-sale

 

71

 

15

 

 

86

 

 

86

 

Total

 

9,532

 

24

 

(4

)

9,552

 

7,119

 

2,433

 

 

Note 5. 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, as well as at least fifty percent of the anticipated foreign currency denominated sales volume of standard products and related foreign currency denominated purchases over the next twelve months. 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.

 

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 such commodity price risk, the Company’s policies require that the subsidiaries hedge commodity price risk exposures from binding purchase contracts, as well as at least fifty percent of the anticipated commodity purchases over the next twelve months. Swap contracts on various commodities (primarily copper) are used to manage the associated price risks.

 

Interest rate risk

The Company has issued bonds at fixed rates and in currencies other than the issuing entity’s functional currency. Interest rate swaps are used to manage the interest rate and foreign currency risk associated with such debt. In addition, from time to time, the Company uses instruments such as interest rate swaps, 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.

 

21



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

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.

 

Volume of derivative activity

The gross notional amounts of outstanding derivatives (whether designated as hedges or not) were as follows:

 

Foreign exchange and interest rate derivatives:

 

Type of derivative

 

Total notional amounts

 

($ in millions)

 

September 30, 2010

 

December 31, 2009

 

September 30, 2009

 

Foreign exchange contracts

 

17,573

 

14,446

 

13,408

 

Embedded foreign exchange derivatives

 

2,993

 

3,951

 

3,796

 

Interest rate contracts

 

2,533

 

2,860

 

2,627

 

 

Derivative commodity contracts:

 

 

 

 

 

Total notional amounts

 

Type of derivative

 

Unit

 

September 30, 2010

 

December 31, 2009

 

September 30, 2009

 

Copper swaps

 

metric tonnes

 

21,730

 

22,002

 

25,941

 

Aluminum swaps

 

metric tonnes

 

3,648

 

2,193

 

2,741

 

Nickel swaps

 

metric tonnes

 

29

 

24

 

24

 

Electricity futures

 

megawatt hours

 

1,541,896

 

1,330,978

 

1,681,237

 

Crude oil swaps

 

barrels

 

138,572

 

154,632

 

159,087

 

 

Equity derivatives:

At September 30, 2010, December 31, 2009, and September 30, 2009, the Company held 64 million, 64 million and 67 million cash-settled call options on ABB Ltd shares with a total fair value of $57 million, $64 million and $84 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 September 30, 2010, and December 31, 2009, “Accumulated other comprehensive loss” included net unrealized gains of $93 million and $20 million, respectively, net of tax, on derivatives designated as cash flow hedges. Of the amount at September 30, 2010, net gains of $56 million are expected to be reclassified to earnings in the following twelve months. At September 30, 2010, the longest maturity of a derivative classified as a cash flow hedge was 65 months.

 

During the nine and three months ended September 30, 2010, net of tax gains of $2 million and $2 million respectively, were reclassified into earnings as a result of the discontinuance of cash flow hedge accounting. During the nine and three months ended September 30, 2010, net of tax gains of $2 million and $2 million respectively, were recognized in earnings due to ineffectiveness in cash flow hedge relationships. In the nine and three months ended September 30, 2009, net of tax gains of $1 million and $2 million respectively were reclassified into earnings as a result of the discontinuance of cash flow hedge accounting. Net of tax gains of $7 million and $3 million, respectively, for the nine and three months ended September 30, 2009, were included in earnings due to ineffectiveness in cash flow hedge relationships.

 

22



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

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

 

Nine months ended September 30, 2010

 

Type of derivative
designated as
a cash flow hedge

 

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

 

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

 

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

 

 

 

($ in millions)

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Foreign exchange contracts

 

96

 

Total revenues

 

19

 

Total revenues

 

2

 

 

 

 

 

Total cost of sales

 

(3

)

Total cost of sales

 

 

Commodity contracts

 

3

 

Total cost of sales

 

6

 

Total cost of sales

 

 

Cash-settled call options

 

(2

)

SG&A expenses(2)

 

(8

)

SG&A expenses(2)

 

 

Total

 

97

 

 

 

14

 

 

 

2

 

 

Nine months ended September 30, 2009

 

Type of derivative
designated as
a cash flow hedge

 

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

 

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

 

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

 

 

 

($ in millions)

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Foreign exchange contracts

 

81

 

Total revenues

 

(83

)

Total revenues

 

9

 

 

 

 

 

Total cost of sales

 

7

 

Total cost of sales

 

 

Commodity contracts

 

21

 

Total cost of sales

 

(36

)

Total cost of sales

 

1

 

Cash-settled call options

 

 

SG&A expenses(2)

 

 

SG&A expenses(2)

 

 

Total

 

102

 

 

 

(112

)

 

 

10

 

 

Three months ended September 30, 2010

 

Type of derivative
designated as
a cash flow hedge

 

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

 

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

 

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

 

 

 

($ in millions)

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Foreign exchange contracts

 

99

 

Total revenues

 

3

 

Total revenues

 

2

 

 

 

 

 

Total cost of sales

 

 

Total cost of sales

 

 

Commodity contracts

 

5

 

Total cost of sales

 

2

 

Total cost of sales

 

 

Cash-settled call options

 

6

 

SG&A expenses(2)

 

(1

)

SG&A expenses(2)

 

 

Total

 

110

 

 

 

4

 

 

 

2

 

 

Three months ended September 30, 2009

 

Type of derivative
designated as
a cash flow hedge

 

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

 

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

 

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

 

 

 

($ in millions)

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Foreign exchange contracts

 

80

 

Total revenues

 

(23

)

Total revenues

 

6

 

 

 

 

 

Total cost of sales

 

2

 

Total cost of sales

 

 

Commodity contracts

 

11

 

Total cost of sales

 

(7

)

Total cost of sales

 

(1

)

Cash-settled call options

 

(6

)

SG&A expenses(2)

 

 

SG&A expenses(2)

 

 

Total

 

85

 

 

 

(28

)

 

 

5

 

 


(1) OCI represents “Accumulated other comprehensive loss”

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

 

Derivative gains of $8 million and derivative losses of $86 million, both net of tax, were reclassified from “Accumulated other comprehensive loss” to earnings during the nine months ended September 30, 2010 and 2009, respectively. During the three months ended September 30, 2010 and 2009, derivative gains of $4 million and losses of $21 million, both net of tax, were reclassified to earnings, respectively.

 

23



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Fair value hedges

To reduce its interest rate and foreign currency exposures 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 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 in the nine and three months ended September 30, 2010 and 2009, was not significant.

 

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

 

Nine months ended September 30, 2010

 

Type of derivative
designated as a
fair value hedge

 

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

 

Gains (losses) recognized in
income on hedged item

 

 

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Interest rate contracts

 

Interest and other finance expense

 

2

 

Interest and other finance expense

 

(2

)

 

 

 

 

 

 

 

 

 

 

Cross-currency swaps

 

Interest and other finance expense

 

 

Interest and other finance expense

 

 

Total

 

 

 

2

 

 

 

(2

)

 

Nine months ended September 30, 2009

 

Type of derivative
designated as a
fair value hedge

 

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

 

Gains (losses) recognized in
income on hedged item

 

 

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Interest rate contracts

 

Interest and other finance expense

 

50

 

Interest and other finance expense

 

(50

)

 

 

 

 

 

 

 

 

 

 

Cross-currency swaps

 

Interest and other finance expense

 

3

 

Interest and other finance expense

 

(3

)

Total

 

 

 

53

 

 

 

(53

)

 

Three months ended September 30, 2010

 

Type of derivative
designated as a
fair value hedge

 

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

 

Gains (losses)  recognized in
income on hedged item

 

 

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Interest rate contracts

 

Interest and other finance expense

 

(2

)

Interest and other finance expense

 

2

 

 

 

 

 

 

 

 

 

 

 

Cross-currency swaps

 

Interest and other finance expense

 

 

Interest and other finance expense

 

 

Total

 

 

 

(2

)

 

 

2

 

 

Three months ended September 30, 2009

 

Type of derivative
designated as a
fair value hedge

 

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

 

Gains (losses) recognized in
income on hedged item

 

 

 

Location

 

($ in millions)

 

Location

 

($ in millions)

 

Interest rate contracts

 

Interest and other finance expense

 

11

 

Interest and other finance expense

 

(11

)

 

 

 

 

 

 

 

 

 

 

Cross-currency swaps

 

Interest and other finance expense

 

 

Interest and other finance expense

 

 

Total

 

 

 

11

 

 

 

(11

)

 

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.

 

24



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

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.

 

The gains (losses) recognized in the Consolidated Income Statements on derivatives not designated in hedging relationships are included in the table below:

 

($ in millions)

 

Gains (losses) recognized in income

 

Type of derivative

 

 

 

Nine months ended
September 30,

 

Three months ended
September 30,

 

Not designated as a hedge

 

Location

 

2010

 

2009

 

2010

 

2009

 

Foreign exchange contracts:

 

Total revenues

 

332

 

327

 

310

 

233

 

 

 

Total cost of sales

 

(181

)

(168

)

(75

)

(63

)

 

 

Interest and other finance expense

 

403

 

28

 

78

 

8

 

Embedded foreign exchange contracts:

 

Total revenues

 

(214

)

(177

)

(89

)

(94

)

 

 

Total cost of sales

 

22

 

21

 

33

 

12

 

Commodity contracts:

 

Total cost of sales

 

7

 

72

 

14

 

22

 

Cross-currency swaps:

 

Interest and other finance expense

 

 

 

 

2

 

Interest rate swaps:

 

Interest and other finance expense

 

 

2

 

 

1

 

Cash-settled call options:

 

Interest and other finance expense

 

 

(1

)

1

 

(1

)

Total

 

 

 

369

 

104

 

272

 

120

 

 

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

 

 

 

September 30, 2010

 

 

 

Derivative assets

 

Derivative liabilities

 

($ in millions)

 

Current in
“Other current
assets”

 

Non-current
in “Other
non-current
assets”

 

Current in
“Provisions and
other current
liabilities”

 

Non-current
in “Other
non-current
liabilities”

 

Derivatives designated as hedging instruments:

 

 

 

 

 

 

 

 

 

Foreign exchange contracts

 

97

 

54

 

16

 

7

 

Commodity contracts

 

4

 

 

 

 

Interest rate contracts

 

 

77

 

 

 

Cash-settled call options

 

29

 

26

 

 

 

Total

 

130

 

157

 

16

 

7

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

Foreign exchange contracts

 

379

 

69

 

134

 

41

 

Commodity contracts

 

15

 

1

 

4

 

 

Interest rate contracts

 

 

 

 

1

 

Cash-settled call options

 

 

2

 

 

 

Embedded foreign exchange derivatives

 

31

 

10

 

147

 

41

 

Total

 

425

 

82

 

285

 

83

 

Total fair value

 

555

 

239

 

301

 

90

 

 

25



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

 

 

December 31, 2009

 

 

 

Derivative assets

 

Derivative liabilities

 

($ in millions)

 

Current in
“Other current
assets”

 

Non-current
in “Other
non-current
assets”

 

Current in
“Provisions and
other current
liabilities”

 

Non-current
in “Other
non-current
liabilities”

 

Derivatives designated as hedging instruments:

 

 

 

 

 

 

 

 

 

Foreign exchange contracts

 

45

 

34

 

17

 

9

 

Commodity contracts

 

8

 

 

 

 

Interest rate contracts

 

 

75

 

 

 

Cash-settled call options

 

38

 

24

 

 

 

Total

 

91

 

133

 

17

 

9

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

Foreign exchange contracts

 

207

 

50

 

125

 

30

 

Commodity contracts

 

29

 

1

 

7

 

 

Interest rate contracts

 

2

 

 

2

 

1

 

Cash-settled call options

 

 

2

 

 

 

Embedded foreign exchange derivatives

 

78

 

13

 

98

 

27

 

Total

 

316

 

66

 

232

 

58

 

Total fair value

 

407

 

199

 

249

 

67

 

 

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 September 30, 2010, and December 31, 2009, have been presented on a gross basis.

 

Note 6. 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, interest rate and equity derivatives 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 exchange-traded equity securities, listed derivatives which are actively traded such as foreign exchange futures and specific government securities.

 

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

 

26



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

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 using Level 2 inputs include investments in certain funds, interest rate swaps, cross-currency swaps, commodity swaps, cash-settled call options, as well as foreign exchange forward contracts and foreign exchange swaps.

 

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

 

Whenever quoted prices involve bid-ask spreads, the Company ordinarily determines fair values based on mid-market quotes. However, for the purposes 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 following tables show the fair value of financial assets and liabilities measured at fair value on a recurring basis at September 30, 2010 and December 31, 2009:

 

 

 

September 30, 2010

 

($ in millions)

 

Level 1

 

Level 2

 

Level 3

 

Total fair
value

 

Assets

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

Debt securities—European government obligations

 

137

 

 

 

137

 

Debt securities—Corporate

 

 

567

 

 

567

 

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

 

 

 

 

 

 

 

 

 

Equity securities

 

3

 

1,488

 

 

1,491

 

Debt securities—U.S. government obligations

 

154

 

 

 

154

 

Debt securities—European government obligations

 

18

 

 

 

18

 

Debt securities—Other government obligations

 

3

 

 

 

3

 

Debt securities—Corporate

 

 

479

 

 

479

 

Derivative assets—current in “Other current assets”

 

3

 

552

 

 

555

 

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

 

 

239

 

 

239

 

Total

 

318

 

3,325

 

 

3,643

 

Liabilities

 

 

 

 

 

 

 

 

 

Derivative liabilities—current in “Provisions and other current liabilities”

 

4

 

297

 

 

301

 

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

 

 

90

 

 

90

 

Total

 

4

 

387

 

 

391

 

 

27



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

 

 

December 31, 2009

 

($ in millions)

 

Level 1

 

Level 2

 

Level 3

 

Total fair
value

 

Assets

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

Debt securities—European government obligations

 

717

 

 

 

717

 

Debt securities—Corporate

 

 

324

 

 

324

 

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

 

 

 

 

 

 

 

 

 

Equity securities

 

49

 

37

 

 

86

 

Debt securities—U.S. government obligations

 

113

 

 

 

113

 

Debt securities—European government obligations

 

18

 

 

 

18

 

Debt securities—Other government obligations

 

3

 

 

 

3

 

Debt securities—Corporate

 

 

284

 

 

284

 

Derivative assets—current in “Other current assets”

 

6

 

401

 

 

407

 

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

 

 

199

 

 

199

 

Total

 

906

 

1,245

 

 

2,151

 

Liabilities

 

 

 

 

 

 

 

 

 

Derivative liabilities—current in “Provisions and other current liabilities”

 

7

 

242

 

 

249

 

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

 

 

67

 

 

67

 

Total

 

7

 

309

 

 

316

 

 

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 in “Marketable securities and short-term investments”: If quoted market prices in active markets for identical assets are available, these are considered Level 1 inputs. 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. Where the Company has invested in shares of funds, which do not have readily determinable fair values, Net Asset Value (NAV) is used as a practical expedient of fair value (without any adjustment) as these funds invest in high-quality, short-term fixed income securities which are accounted for at fair value. As the Company has the ability to redeem its shares in such funds at NAV without any restrictions, notice period or further funding commitments, NAV is considered Level 2.

 

·                  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 nine and three months ended September 30, 2010 and 2009.

 

Disclosure about financial instruments carried on a cost basis

Cash and equivalents, receivables, accounts payable, short-term debt and current maturities of long-term debt: The carrying amounts approximate the fair values as the items are short-term in nature.

 

Marketable securities and short-term investments: Includes time deposits and held-to-maturity securities, whose carrying amounts approximate their fair values (see Note 4).

 

Financing receivables (non-current portion): Financing receivables (including loans granted) are carried at amortized cost, less an allowance for credit losses, if required. Fair values are determined using a discounted cash flow methodology based upon loan rates of similar instruments and reflecting appropriate adjustments for non-performance risk. The carrying values and estimated fair values of long-

 

28



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

term loans granted at September 30, 2010, were $58 million and $60 million, respectively, and at December 31, 2009, were $96 million and $95 million, respectively.

 

Long-term debt (non-current portion): Fair values of public bond issues are based on quoted market prices. The fair values of other debt are based on the present value of future cash flows, discounted at estimated borrowing rates for similar debt instruments, or in the case of private placement bond or note issuances, using the relevant borrowing rates derived from interest rate swap curves. The carrying values and estimated fair values of long-term debt at September 30, 2010, were $2,080 million and $2,161 million, respectively, and at December 31, 2009, were $2,172 million and $2,273 million, respectively.

 

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. 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.

 

Contingencies related to former Nuclear Technology business

 

The Company retains liabilities for certain specific environmental remediation costs at two sites in the United States that were operated by its former subsidiary, ABB CE-Nuclear Power Inc., which the Company sold to British Nuclear Fuels PLC (BNFL) in 2000. Pursuant to the sale agreement with BNFL, the Company has retained the environmental liabilities associated with its Combustion Engineering Inc. subsidiary’s Windsor, Connecticut, facility and agreed to reimburse BNFL for a share of the costs that BNFL incurs for environmental liabilities associated with its former Hematite, Missouri, facility. The primary environmental liabilities associated with these sites relate to the costs of remediating radiological and chemical contamination. Such costs are not incurred until a facility is taken out of use and generally are then incurred over a number of years. Although it is difficult to predict with accuracy the amount of time it may take to remediate this contamination, based on available information, the Company believes that it may take at least until 2012 at the Windsor site and at least until 2015 at the Hematite site.

 

Under the terms of the sale agreement, BNFL is responsible to have the remediation of the Hematite site performed in a cost efficient manner and pursue recovery of remediation costs from other potentially responsible parties as conditions for obtaining cost sharing contributions from the Company. Westinghouse Electric Company LLC (Westinghouse), BNFL’s former subsidiary, now oversees remediation activities at the Hematite site. Westinghouse was acquired during 2006 by a consortium led by Toshiba Corporation, Japan. Since then, Westinghouse’s efforts were focused on modifying, finalizing and obtaining regulatory approval of its draft decommissioning plan for the Hematite site.

 

During 2007, the Company reached an agreement with U.S. government agencies to transfer oversight of the remediation of the portion of the Windsor site under the U.S. Government’s Formerly Utilized Sites Remedial Action Program from the U.S. Army Corps of Engineers to the Nuclear Regulatory Commission which has oversight responsibility for the remaining radiological areas of that site and the Company’s radiological license for the site.

 

Contingencies related to other present and former facilities primarily in North America

 

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 proportion of the provisions in respect of these contingencies reflects the provisions of an acquired company. Substantially all of the acquired entity’s remediation liability is indemnified by a prior owner. Accordingly, an asset equal to this remediation liability is included in “Other non-current assets”.

 

29



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

The impact of the above Nuclear Technology and other environmental obligations on the Company’s Consolidated Income Statements was not significant for the nine and three months ended September 30, 2010 and 2009.

 

The effect of the above Nuclear Technology and other environmental obligations on the Company’s Consolidated Statements of Cash Flows was as follows:

 

 

 

Nine months ended
September 30,

 

Three months ended
September 30,

 

($ in millions)

 

2010

 

2009

 

2010

 

2009

 

Cash expenditures:

 

 

 

 

 

 

 

 

 

Nuclear Technology business

 

15

 

7

 

6

 

2

 

Various businesses

 

4

 

13

 

1

 

3

 

 

 

19

 

20

 

7

 

5

 

 

The Company has estimated further expenditures of $5 million for the remainder of 2010.

 

The total effect of the above Nuclear Technology and other environmental obligations on the Company’s Consolidated Balance Sheets was as follows:

 

($ in millions)

 

September 30, 2010

 

December 31, 2009

 

Provision balance relating to:

 

 

 

 

 

Nuclear Technology business

 

215

 

230

 

Various businesses

 

66

 

67

 

 

 

281

 

297

 

Environmental provisions included in:

 

 

 

 

 

Provisions and other current liabilities

 

29

 

29

 

Other non-current liabilities

 

252

 

268

 

 

 

281

 

297

 

 

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

 

Asbestos obligations

 

The Company’s Combustion Engineering Inc. subsidiary (CE) was a co-defendant in a large number of lawsuits claiming damage for personal injury resulting from exposure to asbestos. A smaller number of claims were also brought against the Company’s former Lummus subsidiary as well as against other entities of the Company. Separate plans of reorganization for CE and Lummus, as amended, were filed under Chapter 11 of the U.S. Bankruptcy Code. The CE plan of reorganization and the Lummus plan of reorganization (collectively, the Plans) became effective on April 21, 2006 and August 31, 2006, respectively.

 

Under the Plans, separate personal injury trusts were created and funded to settle future asbestos-related claims against CE and Lummus and on the respective Plan effective dates, channeling injunctions were issued pursuant to Section 524(g) of the U.S. Bankruptcy Code under which all present and future asbestos-related personal injury claims filed against the Company and its affiliates and certain other entities that relate to the operations of CE and Lummus are channeled to the CE Asbestos PI Trust or the Lummus Asbestos PI Trust, respectively.

 

The effect of asbestos obligations on the Company’s Consolidated Income Statements was not significant for the nine and three months ended September 30, 2010 and 2009.

 

30



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

The effect of asbestos obligations on the Company’s Consolidated Statements of Cash Flows was as follows:

 

 

 

Nine months ended
September 30,

 

Three months ended
September 30,

 

($ in millions)

 

2010

 

2009

 

2010

 

2009

 

 

 

 

 

 

 

 

 

 

 

Payments

 

25

 

 

 

 

 

The effect of asbestos obligations on the Company’s Consolidated Balance Sheets was as follows:

 

($ in millions)

 

September 30, 2010

 

December 31, 2009

 

Asbestos provisions included in:

 

 

 

 

 

Provisions and other current liabilities

 

28

 

28

 

Other non-current liabilities

 

 

25

 

 

 

28

 

53

 

 

Included in the asbestos provisions at September 30, 2010, is a payment of $25 million to the CE Asbestos PI Trust, payable in 2011, if the Company attains an “Earnings before interest and taxes” margin of 9.5 percent in 2010. If the Company is found by the U.S. Bankruptcy Court (the Bankruptcy Court) to have defaulted on its asbestos payment obligations, the CE Asbestos PI Trust may petition the Bankruptcy Court to terminate the CE channeling injunction and the protections afforded by that injunction to the Company and other entities of the Company, as well as certain other entities, including Alstom SA.

 

Contingencies — Regulatory, Compliance and Legal

 

Gas Insulated Switchgear business

 

In May 2004, the Company announced that it had undertaken an internal investigation which uncovered that certain of its employees together with employees of other companies active in the Gas Insulated Switchgear business were involved in anti-competitive practices. The Company has reported such practices upon identification to the appropriate antitrust authorities, including the European Commission. The European Commission announced its decision in January 2007 and granted the Company full immunity from fines assessed to the Company of euro 215 million under the European Commission’s leniency program.

 

The Company continues to cooperate with other antitrust authorities in several locations globally, including Brazil, which are investigating anti-competitive practices related to Gas Insulated Switchgear. At this stage of the proceedings, no reliable estimate of the amount of potential fines, if any, can be made.

 

Power Transformers business

 

In October 2009, the European Commission announced its decision regarding its investigation into alleged anti-competitive practices of certain manufacturers of power transformers. The European Commission fined the Company euro 33.75 million (equivalent to $49 million on date of payment).

 

The German Antitrust Authority (Bundeskartellamt) and other antitrust authorities are also reviewing those alleged practices which relate to the German market and other markets. Management is cooperating fully with the authorities in their investigations. The Company anticipates that the German Antitrust Authority’s review will result in an unfavorable outcome with respect to the alleged anti-competitive practices and expects that a fine will be imposed. At this stage of the proceedings with the other antitrust authorities, no reliable estimate of the amount of potential fines, if any, can be made.

 

Cables business

 

The Company’s cables business is under investigation for alleged anti-competitive practices. Management is cooperating fully with the antitrust authorities in their investigations. An informed judgment about the outcome of these investigations or the amount of potential loss for the Company, if any, relating to these investigations cannot be made at this stage.

 

FACTS business

 

In January 2010, the European Commission conducted raids at the premises of the Company’s flexible alternating current transmission systems (FACTS) business in Sweden as part of its investigation into alleged anti-competitive practices of certain FACTS manufacturers. The Company has now been

 

31



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

informed that the European Commission has closed its investigation into this matter. No fine has been imposed on the Company.

 

The Company’s FACTS business is also under investigation in other jurisdictions for anti-competitive practices. Management is cooperating fully with the antitrust authorities in their investigations. An informed judgment about the outcome of these investigations or the amount of potential loss for the Company, if any, relating to these investigations cannot be made at this stage.

 

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 $58.3 million. 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.

 

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 alleging harm with regard to various actual or alleged cartel cases. Also, the Company is subject to other various legal proceedings, investigations, and claims that have not yet been resolved. With respect to the abovementioned regulatory matters and commercial litigation contingencies, the Company will bear the costs of the continuing investigations and any related legal proceedings.

 

At September 30, 2010, the Company recognized aggregate liabilities of $208 million included in “Provisions and other current liabilities” and in “Other non-current liabilities” and $58 million in “Accounts payable, other”, totaling $266 million, for the above regulatory, compliance and legal contingencies. At December 31, 2009, the Company recognized aggregate liabilities of $300 million, included in “Provisions and other current liabilities” and in “Other non-current liabilities” for the above regulatory, compliance and legal contingencies. 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.

 

32



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

 

 

September 30, 2010

 

December 31, 2009

 

($ in millions)

 

Maximum
potential
payments

 

Carrying
amount of
liabilities

 

Maximum
potential
payments

 

Carrying
amount of
liabilities

 

 

 

 

 

 

 

 

 

 

 

Performance guarantees

 

127

 

1

 

214

 

1

 

Financial guarantees

 

90

 

 

91

 

 

Indemnification guarantees

 

203

 

1

 

282

 

1

 

Total

 

420

 

2

 

587

 

2

 

 

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. The guarantees are related to projects which are expected to be completed by 2013 but in some cases have no definite 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 exposure of quantifiable guarantees issued by the Company on behalf of its former Power Generation business was approximately $87 million and $99 million at September 30, 2010 and December 31, 2009, respectively. The Company has not experienced any losses related to guarantees issued on behalf of the former Power Generation business.

 

The Company retained obligations for guarantees related to the Upstream Oil and Gas business sold in 2004. The guarantees primarily consist of performance guarantees and have original maturity dates ranging from one to seven years. The maximum amount payable under the guarantees was approximately $28 million and $98 million at September 30, 2010 and December 31, 2009, respectively. The Company has the ability to recover potential payments under these guarantees through certain backstop guarantees. The maximum potential recovery under these backstop guarantees at both September 30, 2010 and December 31, 2009 was approximately $6 million.

 

The Company retained obligations for guarantees related to the Building Systems business in Germany sold in 2007. The guarantees primarily consist of performance guarantees and have original maturity dates ranging from one to thirteen years. The maximum amount payable under the guarantees was approximately $12 million and $15 million at September 30, 2010 and December 31, 2009, respectively.

 

Financial guarantees

 

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 September 30, 2010 and December 31, 2009, the Company had $90 million and $91 million, respectively, of financial guarantees outstanding. Of each of those amounts, $22 million was issued on behalf of companies in which the Company currently has or formerly had an equity interest. The guarantees outstanding have various maturity dates. The majority of the durations run to 2013, with the longest expiring in 2021.

 

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 loss related to such indemnifications could not be calculated, no amounts have been included under maximum potential

 

33



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

payments in the table above. Indemnifications for which maximum losses could not be calculated include indemnifications for legal claims. The significant indemnification guarantees are described below.

 

The Company delivered to the purchasers of Lummus guarantees related to assets and liabilities divested in 2007. The maximum liability relating to this business, pursuant to the sales agreement, at each of September 30, 2010 and December 31, 2009, was $50 million.

 

The Company delivered to the purchasers of its interest in Jorf Lasfar guarantees related to assets and liabilities divested in 2007. The maximum liability at September 30, 2010 and December 31, 2009, of $147 million and $145 million, respectively, relating to this business, is subject to foreign exchange fluctuations.

 

The Company delivered to the purchaser of the Reinsurance business guarantees related to assets and liabilities divested in 2004. The maximum liability at December 31, 2009, related to this business, was $87 million. During the third quarter of 2010, a settlement agreement was reached and consequently the Company had no further liability with respect to these guarantees at September 30, 2010.

 

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 “Provision for warranties”, including guarantees of product performance, was as follows:

 

($ in millions)

 

2010

 

2009

 

 

 

 

 

 

 

Balance at January 1,

 

1,280

 

1,105

 

Claims paid in cash or in kind

 

(142

)

(141

)

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

 

137

 

154

 

Exchange rate differences

 

9

 

53

 

Balance at September 30,

 

1,284

 

1,171

 

 

Note 8. Employee benefits

 

The Company operates pension plans, including defined benefit, defined contribution 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 in certain countries.

 

Some of these plans require employees to make contributions and enable employees to earn matching or other contributions from the Company. The funding policies of the Company’s plans are consistent with the local government and tax requirements. The Company has several pension plans that are not required to be funded pursuant to local government and tax requirements. The Company uses a December 31 measurement date for its plans.

 

34



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

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

 

 

 

Nine months ended September 30,

 

 

 

2010

 

2009

 

2010

 

2009

 

($ in millions)

 

Defined pension
benefits

 

Other postretirement
benefits

 

 

 

 

 

 

 

 

 

 

 

Service cost

 

156

 

123

 

2

 

1

 

Interest cost

 

286

 

328

 

9

 

10

 

Expected return on plan assets

 

(311

)

(295

)

 

 

Amortization of prior service cost

 

19

 

11

 

(8

)

(8

)

Amortization of net actuarial loss

 

52

 

54

 

4

 

4

 

Curtailments, settlements and special termination benefits

 

2

 

2

 

 

 

Net periodic benefit cost

 

204

 

223

 

7

 

7

 

 

 

 

Three months ended September 30,

 

 

 

2010

 

2009

 

2010

 

2009

 

($ in millions)

 

Defined pension
benefits

 

Other postretirement
benefits

 

 

 

 

 

 

 

 

 

 

 

Service cost

 

58

 

47

 

1

 

 

Interest cost

 

104

 

116

 

3

 

4

 

Expected return on plan assets

 

(113

)

(105

)

 

 

Amortization of prior service cost

 

7

 

4

 

(3

)

(3

)

Amortization of net actuarial loss

 

12

 

22

 

1

 

1

 

Curtailments, settlements and special termination benefits

 

1

 

1

 

 

 

Net periodic benefit cost

 

69

 

85

 

2

 

2

 

 

Employer contributions were as follows:

 

 

 

Nine months ended September 30,

 

 

 

2010

 

2009

 

2010

 

2009

 

($ in millions)

 

Defined pension
benefits

 

Other postretirement
benefits

 

 

 

 

 

 

 

 

 

 

 

Contributions to defined benefit pension and other postretirement benefit plans

 

180

 

232

 

12

 

10

 

Discretionary contributions to defined benefit pension plans

 

 

16

 

 

 

 

 

 

Three months ended September 30,

 

 

 

2010

 

2009

 

2010

 

2009

 

($ in millions)

 

Defined pension
benefits

 

Other postretirement
benefits

 

 

 

 

 

 

 

 

 

 

 

Contributions to defined benefit pension and other postretirement benefit plans

 

69

 

96

 

6

 

3

 

Discretionary contributions to defined benefit pension plans

 

 

 

 

 

 

The Company expects to make cash and non-cash contributions totaling approximately $495 million and $18 million to its defined benefit pension plans and other postretirement benefit plans, respectively, for the full year 2010.

 

35



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Note 9. Stockholders’ equity

 

In February 2008, the Company announced a share-buyback program of up to a maximum value of 2.2 billion Swiss francs (equivalent to $2 billion at then-current exchange rates) with the intention of completing the buyback program prior to the Annual General Meeting of Shareholders in 2010 and of proposing the cancellation of the shares at that meeting. Up to December 31, 2008, a total of 22.675 million shares were repurchased under the program at a total cost of 652 million Swiss francs ($619 million, using exchange rates effective at the respective repurchase dates). The repurchased shares are included in “Treasury stock”. In February 2009, the Company stated that given the market uncertainty, the Company was not actively pursuing new purchases under the program. Consequently, no repurchases took place under the program in 2009 and 2010.

 

At the Annual General Meeting in April 2010, shareholders agreed to a proposal to cancel the 22.675 million shares that were purchased under the program. The shares were cancelled in July 2010, reducing the number of issued shares. Also at the meeting, shareholders approved the payment of a dividend in the form of a nominal value reduction of 0.51 Swiss francs per share. The dividend was paid in July 2010 and amounted to $1,112 million.

 

Separately, during the second and third quarters of 2010, the Company purchased on the open market an aggregate of 7.1 million of its own shares for use in connection with its employee incentive plans. These transactions resulted in an increase in “Treasury stock” of $120 million.

 

Note 10. 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

 

 

 

Nine months ended
 September 30,

 

Three months ended
September 30,

 

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

 

2010

 

2009

 

2010

 

2009

 

 

 

 

 

 

 

 

 

 

 

Amounts attributable to ABB shareholders:

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

1,864

 

2,335

 

776

 

1,030

 

Income (loss) from discontinued operations, net of tax

 

(3

)

26

 

(2

)

4

 

Net income

 

1,861

 

2,361

 

774

 

1,034

 

 

 

 

 

 

 

 

 

 

 

Weighted-average number of shares outstanding (in millions)

 

2,287

 

2,283

 

2,284

 

2,283

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share attributable to ABB shareholders:

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

0.82

 

1.02

 

0.34

 

0.45

 

Income (loss) from discontinued operations, net of tax

 

(0.01

)

0.01

 

 

 

Net income

 

0.81

 

1.03

 

0.34

 

0.45

 

 

36



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Diluted earnings per share

 

 

 

Nine months ended
 September 30,

 

Three months ended
September 30,

 

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

 

2010

 

2009

 

2010

 

2009

 

 

 

 

 

 

 

 

 

 

 

Amounts attributable to ABB shareholders:

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

1,864

 

2,335

 

776

 

1,030

 

Income (loss) from discontinued operations, net of tax

 

(3

)

26

 

(2

)

4

 

Net income

 

1,861

 

2,361

 

774

 

1,034

 

 

 

 

 

 

 

 

 

 

 

Weighted-average number of shares outstanding (in millions)

 

2,287

 

2,283

 

2,284

 

2,283

 

Effect of dilutive securities:

 

 

 

 

 

 

 

 

 

Call options and shares

 

5

 

3

 

4

 

6

 

Dilutive weighted-average number of shares outstanding (in millions)

 

2,292

 

2,286

 

2,288

 

2,289

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share attributable to ABB shareholders:

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

0.81

 

1.02

 

0.34

 

0.45

 

Income (loss) from discontinued operations, net of tax

 

 

0.01

 

 

 

Net income

 

0.81

 

1.03

 

0.34

 

0.45

 

 

Note 11. Restructuring and related expenses

 

Cost take-out program

 

In December 2008, the Company announced a cost take-out program that aims to sustainably reduce the Company’s cost of sales and general and administrative expenses. The savings are expected through ongoing initiatives, such as internal process improvements, low-cost sourcing, and further measures to adjust the Company’s global manufacturing and engineering footprint to shifts in customer demand. In the course of this plan, the Company has implemented and will continue to execute various restructuring initiatives across all operating segments and regions. The Company expects to complete the cost take-out program by the end of 2010 with total expected costs amounting to less than $1 billion.

 

The following table outlines the total amount of costs expected to be incurred, the costs incurred in 2010 and the cumulative costs incurred to date under the program per operating segment:

 

($ in millions)

 

Costs incurred
in 2010

 

Cumulative costs
incurred to date

 

Total expected
costs

 

Power Products

 

21

 

99

 

150

 

Power Systems

 

25

 

116

 

150

 

Discrete Automation and Motion

 

25

 

246

 

300

 

Low Voltage Products

 

7

 

85

 

120

 

Process Automation

 

15

 

154

 

180

 

Corporate and Other

 

4

 

20

 

20

 

Total

 

97

 

720

 

920

 

 

The Company recorded the following expenses under this program:

 

 

 

Nine months ended
September 30,

 

Three months ended
September 30,

 

($ in millions)

 

2010

 

2009

 

2010

 

2009

 

Total cost of sales

 

49

 

105

 

2

 

24

 

Selling, general and administrative expenses

 

24

 

24

 

10

 

7

 

Other income (expense), net

 

24

 

38

 

8

 

10

 

Total

 

97

 

167

 

20

 

41

 

 

37



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

The most significant individual exit plans within this program relate to the Robotics reorganization, the downsizing of the former Automation Products business in France and Germany, as well as the Power Systems business in Germany.

 

Robotics reorganization

 

In 2008, the Company initiated its plan to adjust its engineering, manufacturing and service capacities in the former Robotics segment, primarily in Western Europe and the U.S. as a result of the economic downturn in some of the segment’s key markets and to increase the presence in emerging markets. This plan includes closing certain production lines as well as employment reductions. Effective January 1, 2010, the former Robotics operating segment became part of the Discrete Automation and Motion operating segment.

 

Liabilities associated with the Robotics reorganization consisted of the following:

 

($ in millions)

 

Employee
severance
costs

 

Contract
settlement, loss
order and other
costs

 

Total

 

Liability at January 1, 2009

 

62

 

 

62

 

Expenses

 

76

 

48

 

124

 

Cash payments

 

(19

)

(7

)

(26

)

Exchange rate differences

 

1

 

 

1

 

Change in estimates

 

(3

)

 

(3

)

Liability at December 31, 2009

 

117

 

41

 

158

 

Expenses

 

5

 

13

 

18

 

Cash payments

 

(45

)

(9

)

(54

)

Exchange rate differences

 

(6

)

2

 

(4

)

Change in estimates

 

(6

)

 

(6

)

Liability at September 30, 2010

 

65

 

47

 

112

 

 

Downsizing the former Automation Products business in France and Germany

 

In 2008, the Company started to formulate its plan to downsize the production capacities in the former Automation Products business in France and Germany as a result of the economic downturn in some of this business’ key markets. This plan includes closing certain production lines in both countries as well as employment reductions.

 

Liabilities associated with the downsizing of the former Automation Products business in France and Germany consisted of the following:

 

($ in millions)

 

Employee
severance
costs

 

Contract
settlement, loss
order and other
costs

 

Total

 

Liability at January 1, 2009

 

6

 

 

6

 

Expenses

 

61

 

15

 

76

 

Cash payments

 

(3

)

(3

)

(6

)

Liability at December 31, 2009

 

64

 

12

 

76

 

Expenses

 

8

 

 

8

 

Cash payments

 

(22

)

(1

)

(23

)

Exchange rate differences

 

(2

)

 

(2

)

Change in estimates

 

 

 

 

Liability at September 30, 2010

 

48

 

11

 

59

 

 

Effective January 1, 2010, the former Automation Products segment has been reorganized into two new segments, Discrete Automation and Motion and Low Voltage Products and the instrumentation business was added to the Process Automation segment. As a consequence, the liabilities and expenses associated with the downsizing of the former Automation Products business in France and Germany are now primarily reported in the Low Voltage Products and Process Automation segment. In addition, the Company is executing numerous, individually insignificant restructuring initiatives in its automation segments across many countries.

 

38



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

Downsizing the Power Systems business in Germany

 

In 2009, the Company initiated its plan to adjust its engineering and service capacities in the Power Systems business in Germany as a result of the economic downturn in some of the segment’s key markets and to increase the presence in emerging markets. This plan mainly includes employment reductions.

 

Liabilities associated with the downsizing of the Power Systems business in Germany consisted of the following:

 

($ in millions)

 

Employee
severance
costs

 

Contract
settlement, loss
order and other
costs

 

Total

 

Liability at January 1, 2009

 

 

 

 

Expenses

 

37

 

6

 

43

 

Liability at December 31, 2009

 

37

 

6

 

43

 

Expenses

 

2

 

 

2

 

Cash payments

 

(3

)

(2

)

(5

)

Exchange rate differences

 

(4

)

1

 

(3

)

Change in estimates

 

(9

)

 

(9

)

Liability at September 30, 2010

 

23

 

5

 

28

 

 

In addition, the Company is executing numerous, individually insignificant restructuring initiatives in its Power Systems business across many countries.

 

At September 30, 2010, the balance of restructuring and related liabilities is primarily included in “Provisions and other current liabilities”.

 

Note 12. 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 Power Products, Power Systems, Discrete Automation and Motion, Low Voltage Products and Process Automation. The remaining operations of the Company are included in Corporate and Other.

 

Effective January 1, 2010, the Company reorganized its automation segments to align their activities more closely with those of its customers. The former Automation Products segment has been reorganized into two new segments, Discrete Automation and Motion and Low Voltage Products. The former Robotics segment has been incorporated into the new Discrete Automation and Motion segment, while the Process Automation segment remains unchanged except for the addition of the instrumentation business from the Automation Products segment. The Power Products and Power Systems segments remain unchanged. Segment information for the nine and three months ended September 30, 2009 and at December 31, 2009, has been reclassified to reflect these organizational changes.

 

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

 

·                  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 and services and incorporating components manufactured by both the Company and by third parties.

 

39



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

·                  Discrete Automation and Motion: manufactures and sells motors, generators, variable speed drives, programmable logic controllers, rectifiers, excitation systems, robotics, and related services for a wide range of applications in factory automation, process industries, and utilities.

 

·                  Low Voltage Products: manufactures products and systems that provide protection, control and measurement for electrical installations, enclosures, switchboards, electronics and electromechanical devices for industrial machines, plants and related service. The segment further makes intelligent building control systems for home and building automation to improve comfort, energy efficiency and security.

 

·                  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, and utility automation industries.

 

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

 

The Company evaluates performance of its segments based on earnings before interest and taxes, which excludes interest and dividend income, interest and other finance expense, provision for taxes, and income (loss) from discontinued operations, net of tax. The Company presents segment revenues, earnings before interest and taxes and total assets. The Company accounts for intersegment sales and transfers as if the sales and transfers were to third parties, at current market prices.

 

The following tables summarize information for each segment:

 

 

 

Nine months ended September 30, 2010

 

($ in millions)

 

Third party
revenues

 

Intersegment
revenues

 

Total
revenues

 

Earnings
before interest
and taxes
(1)

 

Power Products

 

6,048

 

1,238

 

7,286

 

1,169

 

Power Systems

 

4,557

 

141

 

4,698

 

106

 

Discrete Automation and Motion

 

3,494

 

466

 

3,960

 

641

 

Low Voltage Products

 

3,099

 

201

 

3,300

 

608

 

Process Automation

 

5,168

 

163

 

5,331

 

555

 

Corporate and Other

 

44

 

1,077

 

1,121

 

(239

)

Intersegment elimination

 

 

(3,286

)

(3,286

)

 

Consolidated

 

22,410

 

 

22,410

 

2,840

 

 

 

 

Nine months ended September 30, 2009

 

($ in millions)

 

Third party
revenues

 

Intersegment
revenues

 

Total
revenues

 

Earnings
before interest
and taxes
(1)

 

Power Products

 

6,762

 

1,368

 

8,130

 

1,474

 

Power Systems

 

4,503

 

138

 

4,641

 

322

 

Discrete Automation and Motion

 

3,331

 

604

 

3,935

 

514

 

Low Voltage Products

 

2,762

 

200

 

2,962

 

370

 

Process Automation

 

5,629

 

156

 

5,785

 

473

 

Corporate and Other

 

47

 

1,129

 

1,176

 

175

 

Intersegment elimination

 

 

(3,595

)

(3,595

)

 

Consolidated

 

23,034

 

 

23,034

 

3,328

 

 

40



 

Notes to the Interim Consolidated Financial Information (unaudited)

 

 

 

Three months ended September 30, 2010

 

($ in millions)

 

Third party
revenues

 

Intersegment
revenues

 

Total
revenues

 

Earnings
before interest
and taxes
(1)

 

Power Products

 

2,036

 

403

 

2,439

 

404

 

Power Systems

 

1,626

 

53

 

1,679

 

102

 

Discrete Automation and Motion

 

1,302

 

158

 

1,460

 

268

 

Low Voltage Products

 

1,117

 

70

 

1,187

 

245

 

Process Automation

 

1,804

 

55

 

1,859

 

207

 

Corporate and Other

 

18

 

380

 

398

 

(70

)

Intersegment elimination

 

 

(1,119

)

(1,119

)

 

Consolidated

 

7,903

 

 

7,903

 

1,156

 

 

 

 

Three months ended September 30, 2009

 

($ in millions)

 

Third party
revenues

 

Intersegment
revenues

 

Total
revenues

 

Earnings
before interest
and taxes
(1)

 

Power Products

 

2,371

 

452

 

2,823

 

477

 

Power Systems

 

1,566

 

46

 

1,612

 

117

 

Discrete Automation and Motion

 

1,097

 

183

 

1,280

 

159

 

Low Voltage Products

 

993

 

59

 

1,052

 

148

 

Process Automation

 

1,867

 

59

 

1,926

 

161

 

Corporate and Other

 

16

 

384

 

400

 

357

 

Intersegment elimination

 

 

(1,183

)

(1,183

)

 

Consolidated

 

7,910

 

 

7,910

 

1,419

 

 


(1) Earnings before interest and taxes are after intersegment eliminations and therefore refer to third party activities only

 

 

 

Total assets(1)

 

($ in millions)

 

September 30, 2010

 

December 31, 2009

 

Power Products

 

7,198

 

6,918

 

Power Systems

 

6,134

 

4,617

 

Discrete Automation and Motion

 

3,546

 

3,370

 

Low Voltage Products

 

2,933

 

2,731

 

Process Automation

 

4,692

 

4,571

 

Corporate and Other

 

10,796

 

12,521

 

Consolidated

 

35,299

 

34,728

 

 


(1) Total assets are after intersegment eliminations and therefore refer to third party assets only

 

41



 

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: October 28, 2010

By:

/s/ Michel Gerber

 

Name:

Michel Gerber

 

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

 

42