|
|
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|
þ
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
|
|
|
|
|
|
|
|
Ireland
|
98-0390500
|
(Jurisdiction of Incorporation)
|
(I.R.S. Employer Identification No.)
|
|
|
One Albert Quay, Cork, Ireland
|
|
(Address of principal executive offices)
|
|
|
|
353-21-423-5000
|
Not Applicable
|
(Registrant’s telephone number)
|
(Former name, former address and former fiscal year, if changed since last report)
|
Title of Each Class
|
Trading Symbol
|
Name of Each Exchange on Which Registered
|
Ordinary Shares, Par Value $0.01
|
JCI
|
New York Stock Exchange
|
|
|
|
|
|
Class
|
|
Ordinary Shares Outstanding at March 31, 2019
|
Ordinary Shares, $0.01 par value per share
|
|
898,068,721
|
|
|
|
|
|
Johnson Controls International plc
Consolidated Statements of Financial Position
(in millions, except par value; unaudited)
|
|||||||
|
|
|
|
||||
|
March 31, 2019
|
|
September 30, 2018
|
||||
Assets
|
|
|
|
||||
|
|
|
|
||||
Cash and cash equivalents
|
$
|
239
|
|
|
$
|
185
|
|
Accounts receivable - net
|
5,707
|
|
|
5,622
|
|
||
Inventories
|
2,124
|
|
|
1,819
|
|
||
Assets held for sale
|
2,999
|
|
|
3,015
|
|
||
Other current assets
|
1,767
|
|
|
1,182
|
|
||
Current assets
|
12,836
|
|
|
11,823
|
|
||
|
|
|
|
||||
Property, plant and equipment - net
|
3,332
|
|
|
3,300
|
|
||
Goodwill
|
18,311
|
|
|
18,381
|
|
||
Other intangible assets - net
|
6,015
|
|
|
6,187
|
|
||
Investments in partially-owned affiliates
|
937
|
|
|
848
|
|
||
Noncurrent assets held for sale
|
5,229
|
|
|
5,188
|
|
||
Other noncurrent assets
|
1,829
|
|
|
3,070
|
|
||
Total assets
|
$
|
48,489
|
|
|
$
|
48,797
|
|
|
|
|
|
||||
Liabilities and Equity
|
|
|
|
||||
|
|
|
|
||||
Short-term debt
|
$
|
2,862
|
|
|
$
|
1,306
|
|
Current portion of long-term debt
|
1,106
|
|
|
1
|
|
||
Accounts payable
|
3,482
|
|
|
3,407
|
|
||
Accrued compensation and benefits
|
732
|
|
|
1,021
|
|
||
Deferred revenue
|
1,521
|
|
|
1,326
|
|
||
Liabilities held for sale
|
1,558
|
|
|
1,791
|
|
||
Other current liabilities
|
2,180
|
|
|
2,398
|
|
||
Current liabilities
|
13,441
|
|
|
11,250
|
|
||
|
|
|
|
||||
Long-term debt
|
8,418
|
|
|
9,623
|
|
||
Pension and postretirement benefits
|
532
|
|
|
616
|
|
||
Noncurrent liabilities held for sale
|
185
|
|
|
207
|
|
||
Other noncurrent liabilities
|
4,612
|
|
|
4,643
|
|
||
Long-term liabilities
|
13,747
|
|
|
15,089
|
|
||
|
|
|
|
||||
Commitments and contingencies (Note 20)
|
|
|
|
|
|
||
|
|
|
|
||||
Ordinary shares, $0.01 par value
|
10
|
|
|
10
|
|
||
Ordinary A shares, €1.00 par value
|
—
|
|
|
—
|
|
||
Preferred shares, $0.01 par value
|
—
|
|
|
—
|
|
||
Ordinary shares held in treasury, at cost
|
(2,078
|
)
|
|
(1,053
|
)
|
||
Capital in excess of par value
|
16,640
|
|
|
16,549
|
|
||
Retained earnings
|
6,416
|
|
|
6,604
|
|
||
Accumulated other comprehensive loss
|
(952
|
)
|
|
(946
|
)
|
||
Shareholders’ equity attributable to Johnson Controls
|
20,036
|
|
|
21,164
|
|
||
Noncontrolling interests
|
1,265
|
|
|
1,294
|
|
||
Total equity
|
21,301
|
|
|
22,458
|
|
||
Total liabilities and equity
|
$
|
48,489
|
|
|
$
|
48,797
|
|
Johnson Controls International plc
Consolidated Statements of Income
(in millions, except per share data; unaudited)
|
|||||||||||||||
|
|
|
|
|
|
|
|
||||||||
|
Three Months Ended
March 31,
|
|
Six Months Ended
March 31, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Net sales
|
|
|
|
|
|
|
|
||||||||
Products and systems
|
$
|
4,240
|
|
|
$
|
4,151
|
|
|
$
|
8,162
|
|
|
$
|
7,967
|
|
Services
|
1,539
|
|
|
1,479
|
|
|
3,081
|
|
|
2,968
|
|
||||
|
5,779
|
|
|
5,630
|
|
|
11,243
|
|
|
10,935
|
|
||||
Cost of sales
|
|
|
|
|
|
|
|
||||||||
Products and systems
|
3,029
|
|
|
2,968
|
|
|
5,853
|
|
|
5,758
|
|
||||
Services
|
906
|
|
|
838
|
|
|
1,821
|
|
|
1,655
|
|
||||
|
3,935
|
|
|
3,806
|
|
|
7,674
|
|
|
7,413
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Gross profit
|
1,844
|
|
|
1,824
|
|
|
3,569
|
|
|
3,522
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative expenses
|
(1,458
|
)
|
|
(1,490
|
)
|
|
(2,896
|
)
|
|
(2,809
|
)
|
||||
Restructuring and impairment costs
|
—
|
|
|
—
|
|
|
—
|
|
|
(154
|
)
|
||||
Net financing charges
|
(98
|
)
|
|
(107
|
)
|
|
(183
|
)
|
|
(209
|
)
|
||||
Equity income
|
33
|
|
|
27
|
|
|
75
|
|
|
74
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income from continuing operations before income taxes
|
321
|
|
|
254
|
|
|
565
|
|
|
424
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income tax provision
|
47
|
|
|
36
|
|
|
155
|
|
|
253
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income from continuing operations
|
274
|
|
|
218
|
|
|
410
|
|
|
171
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income from discontinued operations, net of tax (Note 4)
|
284
|
|
|
265
|
|
|
547
|
|
|
583
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net income
|
558
|
|
|
483
|
|
|
957
|
|
|
754
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income from continuing operations attributable to noncontrolling
interests
|
34
|
|
|
34
|
|
|
63
|
|
|
62
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income from discontinued operations attributable to noncontrolling
interests
|
9
|
|
|
11
|
|
|
24
|
|
|
24
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net income attributable to Johnson Controls
|
$
|
515
|
|
|
$
|
438
|
|
|
$
|
870
|
|
|
$
|
668
|
|
|
|
|
|
|
|
|
|
||||||||
Amounts attributable to Johnson Controls ordinary shareholders:
|
|
|
|
|
|
|
|
||||||||
Income from continuing operations
|
$
|
240
|
|
|
$
|
184
|
|
|
$
|
347
|
|
|
$
|
109
|
|
Income from discontinued operations
|
275
|
|
|
254
|
|
|
523
|
|
|
559
|
|
||||
Net income
|
$
|
515
|
|
|
$
|
438
|
|
|
$
|
870
|
|
|
$
|
668
|
|
|
|
|
|
|
|
|
|
||||||||
Basic earnings per share attributable to Johnson Controls
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
$
|
0.27
|
|
|
$
|
0.20
|
|
|
$
|
0.38
|
|
|
$
|
0.12
|
|
Discontinued operations
|
0.30
|
|
|
0.27
|
|
|
0.57
|
|
|
0.60
|
|
||||
Net income
|
$
|
0.57
|
|
|
$
|
0.47
|
|
|
$
|
0.95
|
|
|
$
|
0.72
|
|
|
|
|
|
|
|
|
|
||||||||
Diluted earnings per share attributable to Johnson Controls
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
$
|
0.26
|
|
|
$
|
0.20
|
|
|
$
|
0.38
|
|
|
$
|
0.12
|
|
Discontinued operations
|
0.30
|
|
|
0.27
|
|
|
0.57
|
|
|
0.60
|
|
||||
Net income *
|
$
|
0.57
|
|
|
$
|
0.47
|
|
|
$
|
0.95
|
|
|
$
|
0.72
|
|
*
|
Certain items do not sum due to rounding.
|
Johnson Controls International plc
Consolidated Statements of Comprehensive Income (Loss)
(in millions; unaudited)
|
|||||||||||||||
|
|
|
|
|
|
|
|
||||||||
|
Three Months Ended
March 31, |
|
Six Months Ended
March 31, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
558
|
|
|
$
|
483
|
|
|
$
|
957
|
|
|
$
|
754
|
|
|
|
|
|
|
|
|
|
||||||||
Other comprehensive income, net of tax:
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustments
|
117
|
|
|
204
|
|
|
(1
|
)
|
|
283
|
|
||||
Realized and unrealized gains (losses) on derivatives
|
17
|
|
|
(10
|
)
|
|
19
|
|
|
(11
|
)
|
||||
Realized and unrealized losses on marketable securities
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Other comprehensive income
|
134
|
|
|
192
|
|
|
18
|
|
|
270
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Total comprehensive income
|
692
|
|
|
675
|
|
|
975
|
|
|
1,024
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Comprehensive income attributable to noncontrolling interests
|
49
|
|
|
77
|
|
|
103
|
|
|
137
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Comprehensive income attributable to Johnson Controls
|
$
|
643
|
|
|
$
|
598
|
|
|
$
|
872
|
|
|
$
|
887
|
|
|
Six Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Operating Activities of Continuing Operations
|
|
|
|
||||
Net income from continuing operations attributable to Johnson Controls
|
$
|
347
|
|
|
$
|
109
|
|
Income from continuing operations attributable to noncontrolling interests
|
63
|
|
|
62
|
|
||
Net income from continuing operations
|
410
|
|
|
171
|
|
||
Adjustments to reconcile net income from continuing operations to cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
422
|
|
|
422
|
|
||
Pension and postretirement benefit income
|
(57
|
)
|
|
(72
|
)
|
||
Pension and postretirement contributions
|
(37
|
)
|
|
(36
|
)
|
||
Equity in earnings of partially-owned affiliates, net of dividends received
|
(67
|
)
|
|
(59
|
)
|
||
Deferred income taxes
|
503
|
|
|
(79
|
)
|
||
Non-cash restructuring and impairment charges
|
—
|
|
|
28
|
|
||
Gain on Scott Safety business divestiture
|
—
|
|
|
(114
|
)
|
||
Equity-based compensation
|
42
|
|
|
50
|
|
||
Other - net
|
(9
|
)
|
|
(12
|
)
|
||
Changes in assets and liabilities, excluding acquisitions and divestitures:
|
|
|
|
||||
Accounts receivable
|
(139
|
)
|
|
(107
|
)
|
||
Inventories
|
(321
|
)
|
|
(209
|
)
|
||
Other assets
|
(29
|
)
|
|
(174
|
)
|
||
Restructuring reserves
|
(59
|
)
|
|
(6
|
)
|
||
Accounts payable and accrued liabilities
|
(17
|
)
|
|
(53
|
)
|
||
Accrued income taxes
|
(539
|
)
|
|
390
|
|
||
Cash provided by operating activities from continuing operations
|
103
|
|
|
140
|
|
||
|
|
|
|
||||
Investing Activities of Continuing Operations
|
|
|
|
||||
Capital expenditures
|
(278
|
)
|
|
(280
|
)
|
||
Sale of property, plant and equipment
|
5
|
|
|
10
|
|
||
Acquisition of businesses, net of cash acquired
|
(13
|
)
|
|
(15
|
)
|
||
Business divestitures, net of cash divested
|
6
|
|
|
2,114
|
|
||
Proceeds (payments) for equity swap
|
7
|
|
|
(15
|
)
|
||
Changes in long-term investments
|
14
|
|
|
(3
|
)
|
||
Cash provided (used) by investing activities from continuing operations
|
(259
|
)
|
|
1,811
|
|
||
|
|
|
|
||||
Financing Activities of Continuing Operations
|
|
|
|
||||
Increase (decrease) in short-term debt - net
|
1,556
|
|
|
(103
|
)
|
||
Increase in long-term debt
|
—
|
|
|
886
|
|
||
Repayment of long-term debt
|
(12
|
)
|
|
(2,327
|
)
|
||
Debt financing costs
|
—
|
|
|
(4
|
)
|
||
Stock repurchases
|
(1,000
|
)
|
|
(199
|
)
|
||
Payment of cash dividends
|
(479
|
)
|
|
(473
|
)
|
||
Proceeds from the exercise of stock options
|
51
|
|
|
36
|
|
||
Employee equity-based compensation withholding taxes
|
(23
|
)
|
|
(36
|
)
|
||
Dividends paid to noncontrolling interests
|
(132
|
)
|
|
(43
|
)
|
||
Cash used by financing activities from continuing operations
|
(39
|
)
|
|
(2,263
|
)
|
||
|
|
|
|
||||
Discontinued Operations
|
|
|
|
||||
Cash provided by operating activities
|
502
|
|
|
397
|
|
||
Cash used by investing activities
|
(153
|
)
|
|
(228
|
)
|
||
Cash provided (used) by financing activities
|
(28
|
)
|
|
9
|
|
||
Cash provided by discontinued operations
|
321
|
|
|
178
|
|
||
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
(38
|
)
|
|
61
|
|
||
Change in cash held for sale
|
(30
|
)
|
|
5
|
|
||
Increase (decrease) in cash, cash equivalents and restricted cash
|
58
|
|
|
(68
|
)
|
||
Cash, cash equivalents and restricted cash at beginning of period
|
200
|
|
|
332
|
|
||
Cash, cash equivalents and restricted cash at end of period
|
258
|
|
|
264
|
|
||
Less: Restricted cash
|
19
|
|
|
20
|
|
||
Cash and cash equivalents at end of period
|
$
|
239
|
|
|
$
|
244
|
|
|
Six Months Ended March 31, 2019
|
||||||||||||||||||||||
|
Total
|
|
Ordinary
Shares
|
|
Capital in Excess
of Par Value
|
|
Retained
Earnings
|
|
Treasury Stock,
at Cost
|
|
Accumulated Other
Comprehensive Loss
|
||||||||||||
At September 30, 2018
|
$
|
21,164
|
|
|
$
|
10
|
|
|
$
|
16,549
|
|
|
$
|
6,604
|
|
|
$
|
(1,053
|
)
|
|
$
|
(946
|
)
|
Comprehensive income
|
872
|
|
|
—
|
|
|
—
|
|
|
870
|
|
|
—
|
|
|
2
|
|
||||||
Cash dividends
Ordinary ($0.52 per share) |
(475
|
)
|
|
—
|
|
|
—
|
|
|
(475
|
)
|
|
—
|
|
|
—
|
|
||||||
Repurchases of ordinary shares
|
(1,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,000
|
)
|
|
—
|
|
||||||
Adoption of ASC 606
|
(45
|
)
|
|
—
|
|
|
—
|
|
|
(45
|
)
|
|
—
|
|
|
—
|
|
||||||
Adoption of ASU 2016-01
|
—
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|
—
|
|
|
(8
|
)
|
||||||
Adoption of ASU 2016-16
|
(546
|
)
|
|
—
|
|
|
—
|
|
|
(546
|
)
|
|
—
|
|
|
—
|
|
||||||
Other, including options exercised
|
66
|
|
|
—
|
|
|
91
|
|
|
—
|
|
|
(25
|
)
|
|
—
|
|
||||||
At March 31, 2019
|
$
|
20,036
|
|
|
$
|
10
|
|
|
$
|
16,640
|
|
|
$
|
6,416
|
|
|
$
|
(2,078
|
)
|
|
$
|
(952
|
)
|
|
Three Months Ended March 31, 2019
|
||||||||||||||||||||||
|
Total
|
|
Ordinary
Shares
|
|
Capital in Excess
of Par Value
|
|
Retained
Earnings
|
|
Treasury Stock,
at Cost
|
|
Accumulated Other
Comprehensive Loss
|
||||||||||||
At December 31, 2018
|
$
|
20,102
|
|
|
$
|
10
|
|
|
$
|
16,579
|
|
|
$
|
6,136
|
|
|
$
|
(1,543
|
)
|
|
$
|
(1,080
|
)
|
Comprehensive income
|
643
|
|
|
—
|
|
|
—
|
|
|
515
|
|
|
—
|
|
|
128
|
|
||||||
Cash dividends
Ordinary ($0.26 per share) |
(235
|
)
|
|
—
|
|
|
—
|
|
|
(235
|
)
|
|
—
|
|
|
—
|
|
||||||
Repurchases of ordinary shares
|
(533
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(533
|
)
|
|
—
|
|
||||||
Other, including options exercised
|
59
|
|
|
—
|
|
|
61
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
||||||
At March 31, 2019
|
$
|
20,036
|
|
|
$
|
10
|
|
|
$
|
16,640
|
|
|
$
|
6,416
|
|
|
$
|
(2,078
|
)
|
|
$
|
(952
|
)
|
|
Six Months Ended March 31, 2018
|
||||||||||||||||||||||
|
Total
|
|
Ordinary
Shares
|
|
Capital in Excess
of Par Value
|
|
Retained
Earnings
|
|
Treasury Stock,
at Cost
|
|
Accumulated Other
Comprehensive Loss
|
||||||||||||
At September 30, 2017
|
$
|
20,447
|
|
|
$
|
9
|
|
|
$
|
16,390
|
|
|
$
|
5,231
|
|
|
$
|
(710
|
)
|
|
$
|
(473
|
)
|
Comprehensive income
|
887
|
|
|
—
|
|
|
—
|
|
|
668
|
|
|
—
|
|
|
219
|
|
||||||
Cash dividends
Ordinary ($0.52 per share) |
(482
|
)
|
|
—
|
|
|
—
|
|
|
(482
|
)
|
|
—
|
|
|
—
|
|
||||||
Repurchases of ordinary shares
|
(199
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(199
|
)
|
|
—
|
|
||||||
Adoption of ASU 2016-09
|
179
|
|
|
—
|
|
|
—
|
|
|
179
|
|
|
—
|
|
|
—
|
|
||||||
Other, including options exercised
|
42
|
|
|
—
|
|
|
81
|
|
|
(2
|
)
|
|
(37
|
)
|
|
—
|
|
||||||
At March 31, 2018
|
$
|
20,874
|
|
|
$
|
9
|
|
|
$
|
16,471
|
|
|
$
|
5,594
|
|
|
$
|
(946
|
)
|
|
$
|
(254
|
)
|
|
Three Months Ended March 31, 2018
|
||||||||||||||||||||||
|
Total
|
|
Ordinary
Shares
|
|
Capital in Excess
of Par Value
|
|
Retained
Earnings
|
|
Treasury Stock,
at Cost
|
|
Accumulated Other
Comprehensive Loss
|
||||||||||||
At December 31, 2017
|
$
|
20,535
|
|
|
$
|
9
|
|
|
$
|
16,427
|
|
|
$
|
5,398
|
|
|
$
|
(885
|
)
|
|
$
|
(414
|
)
|
Comprehensive income
|
598
|
|
|
—
|
|
|
—
|
|
|
438
|
|
|
—
|
|
|
160
|
|
||||||
Cash dividends
Ordinary ($0.26 per share) |
(240
|
)
|
|
—
|
|
|
—
|
|
|
(240
|
)
|
|
—
|
|
|
—
|
|
||||||
Repurchases of ordinary shares
|
(49
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(49
|
)
|
|
—
|
|
||||||
Other, including options exercised
|
30
|
|
|
—
|
|
|
44
|
|
|
(2
|
)
|
|
(12
|
)
|
|
—
|
|
||||||
At March 31, 2018
|
$
|
20,874
|
|
|
$
|
9
|
|
|
$
|
16,471
|
|
|
$
|
5,594
|
|
|
$
|
(946
|
)
|
|
$
|
(254
|
)
|
1.
|
Financial Statements
|
2.
|
New Accounting Standards
|
|
March 31, 2019
|
||||||||||
|
As reported
|
|
Under previous accounting guidance
|
|
Impact from adopting the New Revenue Standard
|
||||||
Consolidated Statement of Financial Position
|
|
|
|
|
|
||||||
|
|
|
|
|
|
||||||
Assets
|
|
|
|
|
|
||||||
|
|
|
|
|
|
||||||
Accounts receivable - net
|
$
|
5,707
|
|
|
$
|
5,741
|
|
|
$
|
(34
|
)
|
Inventories
|
2,124
|
|
|
2,138
|
|
|
(14
|
)
|
|||
Assets held for sale
|
2,999
|
|
|
2,983
|
|
|
16
|
|
|||
Other current assets
|
1,767
|
|
|
1,792
|
|
|
(25
|
)
|
|||
Property, plant and equipment - net
|
3,332
|
|
|
3,292
|
|
|
40
|
|
|||
Other noncurrent assets
|
1,829
|
|
|
1,799
|
|
|
30
|
|
|||
|
|
|
|
|
|
||||||
Liabilities and Equity
|
|
|
|
|
|
||||||
|
|
|
|
|
|
||||||
Deferred revenue
|
1,521
|
|
|
1,512
|
|
|
9
|
|
|||
Liabilities held for sale
|
1,558
|
|
|
1,535
|
|
|
23
|
|
|||
Retained earnings
|
6,416
|
|
|
6,435
|
|
|
(19
|
)
|
|||
|
|
|
|
|
|
3.
|
Acquisitions and Divestitures
|
4.
|
Discontinued Operations
|
|
Three Months Ended
March 31, |
|
Six Months Ended
March 31, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Net sales
|
$
|
2,012
|
|
|
$
|
1,845
|
|
|
$
|
4,439
|
|
|
$
|
3,975
|
|
|
|
|
|
|
|
|
|
||||||||
Income from discontinued operations before income taxes
|
334
|
|
|
307
|
|
|
724
|
|
|
675
|
|
||||
Provision for income taxes on discontinued operations
|
(50
|
)
|
|
(42
|
)
|
|
(177
|
)
|
|
(92
|
)
|
||||
Income from discontinued operations attributable to noncontrolling interests, net of tax
|
(9
|
)
|
|
(11
|
)
|
|
(24
|
)
|
|
(24
|
)
|
||||
Income from discontinued operations
|
$
|
275
|
|
|
$
|
254
|
|
|
$
|
523
|
|
|
$
|
559
|
|
|
March 31, 2019
|
|
September 30, 2018
|
||||
|
|
|
|
||||
Cash
|
$
|
45
|
|
|
$
|
15
|
|
Accounts receivable - net
|
1,228
|
|
|
1,443
|
|
||
Inventories
|
1,524
|
|
|
1,405
|
|
||
Other current assets
|
202
|
|
|
152
|
|
||
Assets held for sale
|
$
|
2,999
|
|
|
$
|
3,015
|
|
|
|
|
|
||||
Property, plant and equipment - net
|
$
|
2,981
|
|
|
$
|
2,871
|
|
Goodwill
|
1,081
|
|
|
1,092
|
|
||
Other intangible assets - net
|
156
|
|
|
161
|
|
||
Investments in partially-owned affiliates
|
476
|
|
|
453
|
|
||
Other noncurrent assets
|
535
|
|
|
611
|
|
||
Noncurrent assets held for sale
|
$
|
5,229
|
|
|
$
|
5,188
|
|
|
|
|
|
||||
Short-term debt
|
$
|
6
|
|
|
$
|
9
|
|
Current portion of long-term debt
|
8
|
|
|
25
|
|
||
Accounts payable
|
1,128
|
|
|
1,237
|
|
||
Accrued compensation and benefits
|
99
|
|
|
125
|
|
||
Deferred revenue
|
23
|
|
|
—
|
|
||
Other current liabilities
|
294
|
|
|
395
|
|
||
Liabilities held for sale
|
$
|
1,558
|
|
|
$
|
1,791
|
|
|
|
|
|
||||
Long-term debt
|
$
|
28
|
|
|
$
|
31
|
|
Pension and postretirement benefits
|
94
|
|
|
101
|
|
||
Other noncurrent liabilities
|
63
|
|
|
75
|
|
||
Noncurrent liabilities held for sale
|
$
|
185
|
|
|
$
|
207
|
|
5.
|
Revenue Recognition
|
|
|
Three Months Ended
March 31, 2019 |
|
Six Months Ended
March 31, 2019 |
||||||||||||||||||||
|
|
Products & Systems
|
|
Services
|
|
Total
|
|
Products & Systems
|
|
Services
|
|
Total
|
||||||||||||
Building Solutions North America
|
|
$
|
1,387
|
|
|
$
|
800
|
|
|
$
|
2,187
|
|
|
$
|
2,708
|
|
|
$
|
1,595
|
|
|
$
|
4,303
|
|
Building Solutions EMEA/LA
|
|
416
|
|
|
462
|
|
|
878
|
|
|
833
|
|
|
952
|
|
|
1,785
|
|
||||||
Building Solutions Asia Pacific
|
|
351
|
|
|
277
|
|
|
628
|
|
|
707
|
|
|
534
|
|
|
1,241
|
|
||||||
Global Products
|
|
2,086
|
|
|
—
|
|
|
2,086
|
|
|
3,914
|
|
|
—
|
|
|
3,914
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total
|
|
$
|
4,240
|
|
|
$
|
1,539
|
|
|
$
|
5,779
|
|
|
$
|
8,162
|
|
|
$
|
3,081
|
|
|
$
|
11,243
|
|
|
|
Three Months Ended
March 31,
|
|
Six Months Ended
March 31, |
||||
|
|
2019
|
|
2019
|
||||
Building Management
|
|
$
|
320
|
|
|
$
|
601
|
|
HVAC & Refrigeration Equipment
|
|
1,474
|
|
|
2,759
|
|
||
Specialty
|
|
292
|
|
|
554
|
|
||
Total Global Products
|
|
$
|
2,086
|
|
|
$
|
3,914
|
|
|
|
Location of contract balances
|
|
March 31, 2019
|
|
October 1, 2018
|
||||
Contract assets - current
|
|
Accounts receivable - net
|
|
$
|
1,343
|
|
|
$
|
1,261
|
|
Contract assets - noncurrent
|
|
Other noncurrent assets
|
|
85
|
|
|
85
|
|
||
Contract liabilities - current
|
|
Deferred revenue
|
|
(1,521
|
)
|
|
(1,335
|
)
|
||
Contract liabilities - noncurrent
|
|
Other noncurrent liabilities
|
|
(119
|
)
|
|
(113
|
)
|
||
Total
|
|
|
|
$
|
(212
|
)
|
|
$
|
(102
|
)
|
6.
|
Inventories
|
|
March 31, 2019
|
|
September 30, 2018
|
||||
|
|
|
|
||||
Raw materials and supplies
|
$
|
687
|
|
|
$
|
606
|
|
Work-in-process
|
188
|
|
|
155
|
|
||
Finished goods
|
1,249
|
|
|
1,058
|
|
||
Inventories
|
$
|
2,124
|
|
|
$
|
1,819
|
|
7.
|
Goodwill and Other Intangible Assets
|
|
March 31, 2019
|
|
September 30, 2018
|
||||||||||||||||||||
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
|
||||||||||||
Amortized intangible assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Technology
|
$
|
1,309
|
|
|
$
|
(310
|
)
|
|
$
|
999
|
|
|
$
|
1,317
|
|
|
$
|
(251
|
)
|
|
$
|
1,066
|
|
Customer relationships
|
2,930
|
|
|
(702
|
)
|
|
2,228
|
|
|
2,941
|
|
|
(599
|
)
|
|
2,342
|
|
||||||
Miscellaneous
|
542
|
|
|
(216
|
)
|
|
326
|
|
|
458
|
|
|
(185
|
)
|
|
273
|
|
||||||
Total amortized intangible assets
|
4,781
|
|
|
(1,228
|
)
|
|
3,553
|
|
|
4,716
|
|
|
(1,035
|
)
|
|
3,681
|
|
||||||
Unamortized intangible assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Trademarks/trade names
|
2,372
|
|
|
—
|
|
|
2,372
|
|
|
2,386
|
|
|
—
|
|
|
2,386
|
|
||||||
Miscellaneous
|
90
|
|
|
—
|
|
|
90
|
|
|
120
|
|
|
—
|
|
|
120
|
|
||||||
|
2,462
|
|
|
—
|
|
|
2,462
|
|
|
2,506
|
|
|
—
|
|
|
2,506
|
|
||||||
Total intangible assets
|
$
|
7,243
|
|
|
$
|
(1,228
|
)
|
|
$
|
6,015
|
|
|
$
|
7,222
|
|
|
$
|
(1,035
|
)
|
|
$
|
6,187
|
|
8.
|
Significant Restructuring and Impairment Costs
|
|
Employee Severance and Termination Benefits
|
|
Long-Lived Asset Impairments
|
|
Other
|
|
Total
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Original reserve
|
$
|
209
|
|
|
$
|
42
|
|
|
$
|
12
|
|
|
$
|
263
|
|
Utilized—cash
|
(45
|
)
|
|
—
|
|
|
(2
|
)
|
|
(47
|
)
|
||||
Utilized—noncash
|
—
|
|
|
(42
|
)
|
|
—
|
|
|
(42
|
)
|
||||
Balance at September 30, 2018
|
$
|
164
|
|
|
$
|
—
|
|
|
$
|
10
|
|
|
$
|
174
|
|
Utilized—cash
|
(42
|
)
|
|
—
|
|
|
(4
|
)
|
|
(46
|
)
|
||||
Transfer to liabilities held for sale
|
(4
|
)
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
||||
Balance at March 31, 2019
|
$
|
118
|
|
|
$
|
—
|
|
|
$
|
6
|
|
|
$
|
124
|
|
|
Employee Severance and Termination Benefits
|
|
Long-Lived Asset Impairments
|
|
Other
|
|
Currency
Translation |
|
Total
|
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Original reserve
|
$
|
276
|
|
|
$
|
77
|
|
|
$
|
14
|
|
|
$
|
—
|
|
|
$
|
367
|
|
Utilized—cash
|
(75
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(75
|
)
|
|||||
Utilized—noncash
|
—
|
|
|
(77
|
)
|
|
(1
|
)
|
|
—
|
|
|
(78
|
)
|
|||||
Adjustment to restructuring reserves
|
25
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
25
|
|
|||||
Balance at September 30, 2017
|
$
|
226
|
|
|
$
|
—
|
|
|
$
|
13
|
|
|
$
|
—
|
|
|
$
|
239
|
|
Utilized—cash
|
(152
|
)
|
|
—
|
|
|
(6
|
)
|
|
—
|
|
|
(158
|
)
|
|||||
Utilized—noncash
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(1
|
)
|
|||||
Balance at September 30, 2018
|
$
|
74
|
|
|
$
|
—
|
|
|
$
|
7
|
|
|
$
|
(1
|
)
|
|
$
|
80
|
|
Utilized—cash
|
(3
|
)
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(4
|
)
|
|||||
Utilized—noncash
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
(2
|
)
|
|||||
Transfer to liabilities held for sale
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|||||
Balance at March 31, 2019
|
$
|
68
|
|
|
$
|
—
|
|
|
$
|
6
|
|
|
$
|
(3
|
)
|
|
$
|
71
|
|
|
Employee Severance and Termination Benefits
|
|
Long-Lived Asset Impairments
|
|
Other
|
|
Currency
Translation |
|
Total
|
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Original reserve
|
$
|
368
|
|
|
$
|
190
|
|
|
$
|
62
|
|
|
$
|
—
|
|
|
$
|
620
|
|
Acquired Tyco restructuring
reserves
|
78
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
78
|
|
|||||
Utilized—cash
|
(32
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(32
|
)
|
|||||
Utilized—noncash
|
—
|
|
|
(190
|
)
|
|
(32
|
)
|
|
1
|
|
|
(221
|
)
|
|||||
Balance at September 30, 2016
|
$
|
414
|
|
|
$
|
—
|
|
|
$
|
30
|
|
|
$
|
1
|
|
|
$
|
445
|
|
Adient spin-off impact
|
(194
|
)
|
|
—
|
|
|
(22
|
)
|
|
—
|
|
|
(216
|
)
|
|||||
Utilized—cash
|
(86
|
)
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(88
|
)
|
|||||
Utilized—noncash
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
1
|
|
|||||
Adjustment to restructuring
reserves
|
(25
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25
|
)
|
|||||
Transfer to liabilities held for sale
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|||||
Adjustment to acquired Tyco
restructuring reserves
|
(22
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(22
|
)
|
|||||
Balance at September 30, 2017
|
$
|
84
|
|
|
$
|
—
|
|
|
$
|
6
|
|
|
$
|
2
|
|
|
$
|
92
|
|
Utilized—cash
|
(17
|
)
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(19
|
)
|
|||||
Balance at September 30, 2018
|
$
|
67
|
|
|
$
|
—
|
|
|
$
|
4
|
|
|
$
|
2
|
|
|
$
|
73
|
|
Utilized—cash
|
(9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9
|
)
|
|||||
Balance at March 31, 2019
|
$
|
58
|
|
|
$
|
—
|
|
|
$
|
4
|
|
|
$
|
2
|
|
|
$
|
64
|
|
9.
|
Income Taxes
|
Tax Jurisdiction
|
|
Tax Years Covered
|
|
|
|
Belgium
|
|
2015 - 2017
|
China
|
|
2008 - 2016
|
France
|
|
2010 - 2012; 2015 - 2016
|
Germany
|
|
2007 - 2016
|
Japan
|
|
2017 - 2018
|
United Kingdom
|
|
2012 - 2015
|
10.
|
Pension and Postretirement Plans
|
|
U.S. Pension Plans
|
||||||||||||||
|
Three Months Ended
March 31,
|
|
Six Months Ended
March 31,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Service cost
|
$
|
—
|
|
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
1
|
|
Interest cost
|
25
|
|
|
23
|
|
|
50
|
|
|
46
|
|
||||
Expected return on plan assets
|
(46
|
)
|
|
(50
|
)
|
|
(92
|
)
|
|
(100
|
)
|
||||
Net periodic benefit credit
|
$
|
(21
|
)
|
|
$
|
(26
|
)
|
|
$
|
(42
|
)
|
|
$
|
(53
|
)
|
|
Non-U.S. Pension Plans
|
||||||||||||||
|
Three Months Ended
March 31,
|
|
Six Months Ended
March 31,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Service cost
|
$
|
6
|
|
|
$
|
6
|
|
|
$
|
11
|
|
|
$
|
11
|
|
Interest cost
|
12
|
|
|
14
|
|
|
26
|
|
|
28
|
|
||||
Expected return on plan assets
|
(25
|
)
|
|
(29
|
)
|
|
(52
|
)
|
|
(57
|
)
|
||||
Settlement loss
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
||||
Net periodic benefit credit
|
$
|
(6
|
)
|
|
$
|
(9
|
)
|
|
$
|
(14
|
)
|
|
$
|
(18
|
)
|
|
Postretirement Benefits
|
||||||||||||||
|
Three Months Ended
March 31,
|
|
Six Months Ended
March 31,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Service cost
|
$
|
1
|
|
|
$
|
1
|
|
|
$
|
1
|
|
|
$
|
1
|
|
Interest cost
|
1
|
|
|
1
|
|
|
3
|
|
|
3
|
|
||||
Expected return on plan assets
|
(3
|
)
|
|
(3
|
)
|
|
(5
|
)
|
|
(5
|
)
|
||||
Net periodic benefit credit
|
$
|
(1
|
)
|
|
$
|
(1
|
)
|
|
$
|
(1
|
)
|
|
$
|
(1
|
)
|
11.
|
Debt and Financing Arrangements
|
|
Three Months Ended
March 31,
|
|
Six Months Ended
March 31,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Interest expense, net of capitalized interest costs
|
$
|
97
|
|
|
$
|
99
|
|
|
$
|
188
|
|
|
$
|
201
|
|
Banking fees and bond cost amortization
|
7
|
|
|
8
|
|
|
13
|
|
|
15
|
|
||||
Interest income
|
(6
|
)
|
|
(1
|
)
|
|
(13
|
)
|
|
(8
|
)
|
||||
Net foreign exchange results for financing activities
|
—
|
|
|
1
|
|
|
(5
|
)
|
|
1
|
|
||||
Net financing charges
|
$
|
98
|
|
|
$
|
107
|
|
|
$
|
183
|
|
|
$
|
209
|
|
12.
|
Stock-Based Compensation
|
|
Six Months Ended March 31,
|
||||||||||||
|
2019
|
|
2018
|
||||||||||
|
Number Granted
|
|
Weighted Average Grant Date Fair Value
|
|
Number Granted
|
|
Weighted Average Grant Date Fair Value
|
||||||
|
|
|
|
|
|
|
|
||||||
Stock options
|
1,741,510
|
|
|
$
|
5.56
|
|
|
1,355,595
|
|
|
$
|
7.05
|
|
Restricted stock/units
|
2,307,864
|
|
|
33.43
|
|
|
2,095,225
|
|
|
37.37
|
|
||
Performance shares
|
583,989
|
|
|
36.28
|
|
|
496,478
|
|
|
36.31
|
|
|
Six Months Ended
March 31, |
||
|
2019
|
|
2018
|
Expected life of option (years)
|
6.4
|
|
6.5
|
Risk-free interest rate
|
2.77%
|
|
2.28%
|
Expected volatility of the Company’s stock
|
21.8%
|
|
23.7%
|
Expected dividend yield on the Company’s stock
|
3.29%
|
|
2.78%
|
|
Six Months Ended
March 31, |
||
|
2019
|
|
2018
|
Risk-free interest rate
|
2.76%
|
|
1.92%
|
Expected volatility of the Company’s stock
|
22.9%
|
|
21.7%
|
13.
|
Earnings Per Share
|
|
Three Months Ended
March 31,
|
|
Six Months Ended
March 31,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Income Available to Ordinary Shareholders
|
|
|
|
|
|
|
|
||||||||
Income from continuing operations
|
$
|
240
|
|
|
$
|
184
|
|
|
$
|
347
|
|
|
$
|
109
|
|
Income from discontinued operations
|
275
|
|
|
254
|
|
|
523
|
|
|
559
|
|
||||
Basic and diluted income available to
shareholders
|
$
|
515
|
|
|
$
|
438
|
|
|
$
|
870
|
|
|
$
|
668
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted Average Shares Outstanding
|
|
|
|
|
|
|
|
||||||||
Basic weighted average shares outstanding
|
902.5
|
|
|
926.2
|
|
|
912.1
|
|
|
926.2
|
|
||||
Effect of dilutive securities:
|
|
|
|
|
|
|
|
||||||||
Stock options, unvested restricted stock and
unvested performance share awards
|
3.4
|
|
|
6.3
|
|
|
3.5
|
|
|
6.7
|
|
||||
Diluted weighted average shares outstanding
|
905.9
|
|
|
932.5
|
|
|
915.6
|
|
|
932.9
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Antidilutive Securities
|
|
|
|
|
|
|
|
||||||||
Options to purchase shares
|
2.2
|
|
|
1.4
|
|
|
2.4
|
|
|
1.2
|
|
14.
|
Equity and Noncontrolling Interests
|
|
Three Months Ended March 31, 2019
|
|
Three Months Ended March 31, 2018
|
||||||||||||||||||||
|
Equity
Attributable to
Johnson Controls International plc
|
|
Equity
Attributable to
Noncontrolling
Interests
|
|
Total
Equity
|
|
Equity
Attributable to
Johnson Controls International plc
|
|
Equity
Attributable to
Noncontrolling
Interests
|
|
Total
Equity
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Beginning balance, December 31,
|
$
|
20,102
|
|
|
$
|
1,305
|
|
|
$
|
21,407
|
|
|
$
|
20,535
|
|
|
$
|
965
|
|
|
$
|
21,500
|
|
Total comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net income
|
515
|
|
|
43
|
|
|
558
|
|
|
438
|
|
|
33
|
|
|
471
|
|
||||||
Foreign currency translation adjustments
|
114
|
|
|
3
|
|
|
117
|
|
|
168
|
|
|
31
|
|
|
199
|
|
||||||
Realized and unrealized gains (losses) on derivatives
|
14
|
|
|
3
|
|
|
17
|
|
|
(6
|
)
|
|
1
|
|
|
(5
|
)
|
||||||
Realized and unrealized losses on marketable securities
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
||||||
Other comprehensive income
|
128
|
|
|
6
|
|
|
134
|
|
|
160
|
|
|
32
|
|
|
192
|
|
||||||
Comprehensive income
|
643
|
|
|
49
|
|
|
692
|
|
|
598
|
|
|
65
|
|
|
663
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Other changes in equity:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash dividends—ordinary shares
|
(235
|
)
|
|
—
|
|
|
(235
|
)
|
|
(240
|
)
|
|
—
|
|
|
(240
|
)
|
||||||
Dividends attributable to noncontrolling
interests
|
—
|
|
|
(89
|
)
|
|
(89
|
)
|
|
—
|
|
|
(43
|
)
|
|
(43
|
)
|
||||||
Repurchases of ordinary shares
|
(533
|
)
|
|
—
|
|
|
(533
|
)
|
|
(49
|
)
|
|
—
|
|
|
(49
|
)
|
||||||
Change in noncontrolling interest share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19
|
|
|
19
|
|
||||||
Other, including options exercised
|
59
|
|
|
—
|
|
|
59
|
|
|
30
|
|
|
—
|
|
|
30
|
|
||||||
Ending balance, March 31
|
$
|
20,036
|
|
|
$
|
1,265
|
|
|
$
|
21,301
|
|
|
$
|
20,874
|
|
|
$
|
1,006
|
|
|
$
|
21,880
|
|
|
Six Months Ended March 31, 2019
|
|
Six Months Ended March 31, 2018
|
||||||||||||||||||||
|
Equity
Attributable to
Johnson Controls International plc
|
|
Equity
Attributable to
Noncontrolling
Interests
|
|
Total
Equity
|
|
Equity
Attributable to
Johnson Controls International plc
|
|
Equity
Attributable to
Noncontrolling
Interests
|
|
Total
Equity
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Beginning balance, September 30,
|
$
|
21,164
|
|
|
$
|
1,294
|
|
|
$
|
22,458
|
|
|
$
|
20,447
|
|
|
$
|
920
|
|
|
$
|
21,367
|
|
Total comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net income
|
870
|
|
|
87
|
|
|
957
|
|
|
668
|
|
|
61
|
|
|
729
|
|
||||||
Foreign currency translation adjustments
|
(13
|
)
|
|
12
|
|
|
(1
|
)
|
|
226
|
|
|
47
|
|
|
273
|
|
||||||
Realized and unrealized gains (losses) on derivatives
|
15
|
|
|
4
|
|
|
19
|
|
|
(5
|
)
|
|
2
|
|
|
(3
|
)
|
||||||
Realized and unrealized losses on marketable securities
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
||||||
Other comprehensive income
|
2
|
|
|
16
|
|
|
18
|
|
|
219
|
|
|
49
|
|
|
268
|
|
||||||
Comprehensive income
|
872
|
|
|
103
|
|
|
975
|
|
|
887
|
|
|
110
|
|
|
997
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Other changes in equity:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash dividends—ordinary shares
|
(475
|
)
|
|
—
|
|
|
(475
|
)
|
|
(482
|
)
|
|
—
|
|
|
(482
|
)
|
||||||
Dividends attributable to noncontrolling
interests
|
—
|
|
|
(132
|
)
|
|
(132
|
)
|
|
—
|
|
|
(43
|
)
|
|
(43
|
)
|
||||||
Repurchases of ordinary shares
|
(1,000
|
)
|
|
—
|
|
|
(1,000
|
)
|
|
(199
|
)
|
|
—
|
|
|
(199
|
)
|
||||||
Change in noncontrolling interest share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19
|
|
|
19
|
|
||||||
Adoption of ASC 606
|
(45
|
)
|
|
—
|
|
|
(45
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Adoption of ASU 2016-16
|
(546
|
)
|
|
—
|
|
|
(546
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Adoption of ASU 2016-09
|
—
|
|
|
—
|
|
|
—
|
|
|
179
|
|
|
—
|
|
|
179
|
|
||||||
Other, including options exercised
|
66
|
|
|
—
|
|
|
66
|
|
|
42
|
|
|
—
|
|
|
42
|
|
||||||
Ending balance, March 31
|
$
|
20,036
|
|
|
$
|
1,265
|
|
|
$
|
21,301
|
|
|
$
|
20,874
|
|
|
$
|
1,006
|
|
|
$
|
21,880
|
|
|
Three Months Ended March 31, 2018
|
||
|
|
||
Beginning balance, December 31, 2017
|
$
|
226
|
|
Net income
|
12
|
|
|
Foreign currency translation adjustments
|
5
|
|
|
Realized and unrealized losses on derivatives
|
(5
|
)
|
|
Dividends
|
(3
|
)
|
|
Ending balance, March 31, 2018
|
$
|
235
|
|
|
|
||
|
Six Months Ended March 31, 2018
|
||
|
|
||
Beginning balance, September 30, 2017
|
$
|
211
|
|
Net income
|
25
|
|
|
Foreign currency translation adjustments
|
10
|
|
|
Realized and unrealized losses on derivatives
|
(8
|
)
|
|
Dividends
|
(3
|
)
|
|
Ending balance, March 31, 2018
|
$
|
235
|
|
|
Three Months Ended
March 31,
|
||||||
|
2019
|
|
2018
|
||||
|
|
|
|
||||
Foreign currency translation adjustments ("CTA")
|
|
|
|
||||
Balance at beginning of period
|
$
|
(1,066
|
)
|
|
$
|
(423
|
)
|
Aggregate adjustment for the period (net of tax effect of $0)
|
114
|
|
|
168
|
|
||
Balance at end of period
|
(952
|
)
|
|
(255
|
)
|
||
|
|
|
|
||||
Realized and unrealized gains (losses) on derivatives
|
|
|
|
||||
Balance at beginning of period
|
(12
|
)
|
|
7
|
|
||
Current period changes in fair value (net of tax effect of $6 and $(2))
|
12
|
|
|
(4
|
)
|
||
Reclassification to income (net of tax effect of $2 and $0) **
|
2
|
|
|
(2
|
)
|
||
Balance at end of period
|
2
|
|
|
1
|
|
||
|
|
|
|
||||
Realized and unrealized gains (losses) on marketable securities
|
|
|
|
||||
Balance at beginning of period
|
—
|
|
|
4
|
|
||
Current period changes in fair value (net of tax effect of $0)
|
—
|
|
|
(2
|
)
|
||
Balance at end of period
|
—
|
|
|
2
|
|
||
|
|
|
|
||||
Pension and postretirement plans
|
|
|
|
||||
Balance at beginning of period
|
(2
|
)
|
|
(2
|
)
|
||
Other changes
|
—
|
|
|
—
|
|
||
Balance at end of period
|
(2
|
)
|
|
(2
|
)
|
||
|
|
|
|
||||
Accumulated other comprehensive loss, end of period
|
$
|
(952
|
)
|
|
$
|
(254
|
)
|
|
|
|
|
||||
|
Six Months Ended
March 31,
|
||||||
|
2019
|
|
2018
|
||||
|
|
|
|
||||
CTA
|
|
|
|
||||
Balance at beginning of period
|
$
|
(939
|
)
|
|
$
|
(481
|
)
|
Aggregate adjustment for the period (net of tax effect of $0 and $1) *
|
(13
|
)
|
|
226
|
|
||
Balance at end of period
|
(952
|
)
|
|
(255
|
)
|
||
|
|
|
|
||||
Realized and unrealized gains (losses) on derivatives
|
|
|
|
||||
Balance at beginning of period
|
(13
|
)
|
|
6
|
|
||
Current period changes in fair value (net of tax effect of $4 and $1)
|
8
|
|
|
2
|
|
||
Reclassification to income (net of tax effect of $3 and $(2)) **
|
7
|
|
|
(7
|
)
|
||
Balance at end of period
|
2
|
|
|
1
|
|
||
|
|
|
|
||||
Realized and unrealized gains (losses) on marketable securities
|
|
|
|
||||
Balance at beginning of period
|
8
|
|
|
4
|
|
||
Adoption of ASU 2016-01 ***
|
(8
|
)
|
|
—
|
|
||
Current period changes in fair value (net of tax effect of $0)
|
—
|
|
|
(2
|
)
|
||
Balance at end of period
|
—
|
|
|
2
|
|
||
|
|
|
|
||||
Pension and postretirement plans
|
|
|
|
||||
Balance at beginning of period
|
(2
|
)
|
|
(2
|
)
|
||
Other changes
|
—
|
|
|
—
|
|
||
Balance at end of period
|
(2
|
)
|
|
(2
|
)
|
||
|
|
|
|
||||
Accumulated other comprehensive loss, end of period
|
$
|
(952
|
)
|
|
$
|
(254
|
)
|
15.
|
Derivative Instruments and Hedging Activities
|
|
|
Volume Outstanding as of
|
||||
Commodity
|
|
March 31, 2019
|
|
September 30, 2018
|
||
|
|
|
|
|
||
Copper
|
|
3,071
|
|
|
3,175
|
|
Polypropylene
|
|
12,392
|
|
|
15,868
|
|
Lead
|
|
4,500
|
|
|
49,066
|
|
Aluminum
|
|
2,637
|
|
|
3,381
|
|
Tin
|
|
1,594
|
|
|
3,076
|
|
|
Derivatives and Hedging Activities Designated
as Hedging Instruments under ASC 815
|
|
Derivatives and Hedging Activities Not
Designated as Hedging Instruments under ASC 815
|
||||||||||||
|
March 31,
|
|
September 30,
|
|
March 31,
|
|
September 30,
|
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Other current assets
|
|
|
|
|
|
|
|
||||||||
Foreign currency exchange derivatives
|
$
|
9
|
|
|
$
|
6
|
|
|
$
|
12
|
|
|
$
|
10
|
|
Commodity derivatives
|
1
|
|
|
1
|
|
|
—
|
|
|
—
|
|
||||
Assets held for sale
|
|
|
|
|
|
|
|
||||||||
Commodity derivatives
|
7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Other noncurrent assets
|
|
|
|
|
|
|
|
||||||||
Equity swap
|
—
|
|
|
—
|
|
|
59
|
|
|
63
|
|
||||
Total assets
|
$
|
17
|
|
|
$
|
7
|
|
|
$
|
71
|
|
|
$
|
73
|
|
|
|
|
|
|
|
|
|
||||||||
Other current liabilities
|
|
|
|
|
|
|
|
||||||||
Foreign currency exchange derivatives
|
$
|
7
|
|
|
$
|
10
|
|
|
$
|
5
|
|
|
$
|
2
|
|
Commodity derivatives
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
||||
Liabilities held for sale
|
|
|
|
|
|
|
|
||||||||
Commodity derivatives
|
8
|
|
|
12
|
|
|
—
|
|
|
—
|
|
||||
Long-term debt
|
|
|
|
|
|
|
|
||||||||
Foreign currency denominated debt
|
3,065
|
|
|
3,149
|
|
|
—
|
|
|
—
|
|
||||
Total liabilities
|
$
|
3,080
|
|
|
$
|
3,173
|
|
|
$
|
5
|
|
|
$
|
2
|
|
|
|
Fair Value of Assets
|
|
Fair Value of Liabilities
|
||||||||||||
|
|
March 31,
|
|
September 30,
|
|
March 31,
|
|
September 30,
|
||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Gross amount recognized
|
|
$
|
88
|
|
|
$
|
80
|
|
|
$
|
3,085
|
|
|
$
|
3,175
|
|
Gross amount eligible for offsetting
|
|
(10
|
)
|
|
(12
|
)
|
|
(10
|
)
|
|
(12
|
)
|
||||
Net amount
|
|
$
|
78
|
|
|
$
|
68
|
|
|
$
|
3,075
|
|
|
$
|
3,163
|
|
Derivatives in ASC 815 Cash Flow
Hedging Relationships
|
|
Three Months Ended March 31,
|
|
Six Months Ended March 31,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|||||||||
Foreign currency exchange derivatives
|
|
$
|
9
|
|
|
$
|
(5
|
)
|
|
$
|
9
|
|
|
$
|
1
|
|
Commodity derivatives
|
|
9
|
|
|
(1
|
)
|
|
3
|
|
|
2
|
|
||||
Total
|
|
$
|
18
|
|
|
$
|
(6
|
)
|
|
$
|
12
|
|
|
$
|
3
|
|
Derivatives in ASC 815 Cash Flow Hedging Relationships
|
|
Location of Gain (Loss) Reclassified from AOCI into Income
|
|
Three Months Ended
March 31, |
|
Six Months Ended
March 31, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|||||||||||
Foreign currency exchange derivatives
|
|
Cost of sales
|
|
$
|
2
|
|
|
$
|
(3
|
)
|
|
$
|
2
|
|
|
$
|
(1
|
)
|
Foreign currency exchange derivatives
|
|
Income from discontinued operations
|
|
(1
|
)
|
|
1
|
|
|
—
|
|
|
1
|
|
||||
Commodity derivatives
|
|
Cost of sales
|
|
(1
|
)
|
|
1
|
|
|
(3
|
)
|
|
3
|
|
||||
Commodity derivatives
|
|
Income from discontinued operations
|
|
(4
|
)
|
|
3
|
|
|
(9
|
)
|
|
6
|
|
||||
Total
|
|
|
|
$
|
(4
|
)
|
|
$
|
2
|
|
|
$
|
(10
|
)
|
|
$
|
9
|
|
|
|
|
|
Amount of Gain (Loss) Recognized in
Income on Derivative
|
||||||||||||||
Derivatives Not Designated as Hedging Instruments under ASC 815
|
|
Location of Gain (Loss)
Recognized in Income on Derivative
|
|
Three Months Ended
March 31,
|
|
Six Months Ended
March 31,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|||||||||||
Foreign currency exchange derivatives
|
|
Cost of sales
|
|
$
|
(2
|
)
|
|
$
|
(3
|
)
|
|
$
|
(6
|
)
|
|
$
|
(1
|
)
|
Foreign currency exchange derivatives
|
|
Net financing charges
|
|
(3
|
)
|
|
—
|
|
|
(24
|
)
|
|
3
|
|
||||
Foreign currency exchange derivatives
|
|
Income from discontinued operations
|
|
28
|
|
|
(4
|
)
|
|
54
|
|
|
(1
|
)
|
||||
Equity swap
|
|
Selling, general and administrative
|
|
12
|
|
|
(5
|
)
|
|
3
|
|
|
(7
|
)
|
||||
Total
|
|
|
|
$
|
35
|
|
|
$
|
(12
|
)
|
|
$
|
27
|
|
|
$
|
(6
|
)
|
16.
|
Fair Value Measurements
|
|
Fair Value Measurements Using:
|
||||||||||||||
|
Total as of
March 31, 2019
|
|
Quoted Prices
in Active
Markets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||
Other current assets
|
|
|
|
|
|
|
|
||||||||
Foreign currency exchange derivatives
|
$
|
21
|
|
|
$
|
—
|
|
|
$
|
21
|
|
|
$
|
—
|
|
Commodity derivatives
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
||||
Exchange traded funds (fixed income)1
|
19
|
|
|
19
|
|
|
—
|
|
|
—
|
|
||||
Assets held for sale
|
|
|
|
|
|
|
|
||||||||
Commodity derivatives
|
7
|
|
|
—
|
|
|
7
|
|
|
—
|
|
||||
Other noncurrent assets
|
|
|
|
|
|
|
|
||||||||
Deferred compensation plan assets
|
99
|
|
|
99
|
|
|
—
|
|
|
—
|
|
||||
Exchange traded funds (fixed income)1
|
133
|
|
|
133
|
|
|
—
|
|
|
—
|
|
||||
Exchange traded funds (equity)1
|
111
|
|
|
111
|
|
|
—
|
|
|
—
|
|
||||
Equity swap
|
59
|
|
|
—
|
|
|
59
|
|
|
—
|
|
||||
Noncurrent assets held for sale
|
|
|
|
|
|
|
|
||||||||
Investments in marketable common stock
|
3
|
|
|
3
|
|
|
—
|
|
|
—
|
|
||||
Total assets
|
$
|
453
|
|
|
$
|
365
|
|
|
$
|
88
|
|
|
$
|
—
|
|
Other current liabilities
|
|
|
|
|
|
|
|
||||||||
Foreign currency exchange derivatives
|
$
|
12
|
|
|
$
|
—
|
|
|
$
|
12
|
|
|
$
|
—
|
|
Liabilities held for sale
|
|
|
|
|
|
|
|
||||||||
Commodity derivatives
|
8
|
|
|
—
|
|
|
8
|
|
|
—
|
|
||||
Total liabilities
|
$
|
20
|
|
|
$
|
—
|
|
|
$
|
20
|
|
|
$
|
—
|
|
|
Fair Value Measurements Using:
|
||||||||||||||
|
Total as of
September 30, 2018
|
|
Quoted Prices
in Active
Markets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||
Other current assets
|
|
|
|
|
|
|
|
||||||||
Foreign currency exchange derivatives
|
$
|
16
|
|
|
$
|
—
|
|
|
$
|
16
|
|
|
$
|
—
|
|
Commodity derivatives
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
||||
Exchange traded funds (fixed income)1
|
14
|
|
|
14
|
|
|
—
|
|
|
—
|
|
||||
Other noncurrent assets
|
|
|
|
|
|
|
|
||||||||
Investments in marketable common stock
|
1
|
|
|
1
|
|
|
—
|
|
|
—
|
|
||||
Deferred compensation plan assets
|
100
|
|
|
100
|
|
|
—
|
|
|
—
|
|
||||
Exchange traded funds (fixed income)1
|
148
|
|
|
148
|
|
|
—
|
|
|
—
|
|
||||
Exchange traded funds (equity)1
|
119
|
|
|
119
|
|
|
—
|
|
|
—
|
|
||||
Equity swap
|
63
|
|
|
—
|
|
|
63
|
|
|
—
|
|
||||
Noncurrent assets held for sale
|
|
|
|
|
|
|
|
||||||||
Investments in marketable common stock
|
3
|
|
|
3
|
|
|
—
|
|
|
—
|
|
||||
Total assets
|
$
|
465
|
|
|
$
|
385
|
|
|
$
|
80
|
|
|
$
|
—
|
|
Other current liabilities
|
|
|
|
|
|
|
|
||||||||
Foreign currency exchange derivatives
|
$
|
12
|
|
|
$
|
—
|
|
|
$
|
12
|
|
|
$
|
—
|
|
Commodity derivatives
|
2
|
|
|
—
|
|
|
2
|
|
|
—
|
|
||||
Liabilities held for sale
|
|
|
|
|
|
|
|
||||||||
Commodity derivatives
|
12
|
|
|
—
|
|
|
12
|
|
|
—
|
|
||||
Total liabilities
|
$
|
26
|
|
|
$
|
—
|
|
|
$
|
26
|
|
|
$
|
—
|
|
17.
|
Impairment of Long-Lived Assets
|
18.
|
Segment Information
|
•
|
Building Solutions North America designs, sells, installs, and services HVAC and controls systems, integrated electronic security systems (including monitoring), and integrated fire detection and suppression systems for commercial, industrial,
|
•
|
Building Solutions EMEA/LA designs, sells, installs, and services HVAC, controls, refrigeration, integrated electronic security, integrated fire detection and suppression systems, and provides technical services to markets in Europe, the Middle East, Africa and Latin America.
|
•
|
Building Solutions Asia Pacific designs, sells, installs, and services HVAC, controls, refrigeration, integrated electronic security, integrated fire detection and suppression systems, and provides technical services to the Asia Pacific marketplace.
|
•
|
Global Products designs and produces heating and air conditioning for residential and commercial applications, and markets products and refrigeration systems to replacement and new construction market customers globally. The Global Products business also designs, manufactures and sells fire protection and security products, including intrusion security, anti-theft devices, and access control and video management systems, for commercial, industrial, retail, residential, small business, institutional and governmental customers worldwide. Global Products also includes the Johnson Controls-Hitachi joint venture.
|
|
Net Sales
|
||||||||||||||
|
Three Months Ended
March 31, |
|
Six Months Ended
March 31, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Building Solutions North America
|
$
|
2,187
|
|
|
$
|
2,097
|
|
|
$
|
4,303
|
|
|
$
|
4,109
|
|
Building Solutions EMEA/LA
|
878
|
|
|
907
|
|
|
1,785
|
|
|
1,822
|
|
||||
Building Solutions Asia Pacific
|
628
|
|
|
586
|
|
|
1,241
|
|
|
1,183
|
|
||||
Global Products
|
2,086
|
|
|
2,040
|
|
|
3,914
|
|
|
3,821
|
|
||||
Total net sales
|
$
|
5,779
|
|
|
$
|
5,630
|
|
|
$
|
11,243
|
|
|
$
|
10,935
|
|
|
Segment EBITA
|
||||||||||||||
|
Three Months Ended
March 31, |
|
Six Months Ended
March 31, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Building Solutions North America
|
$
|
257
|
|
|
$
|
239
|
|
|
$
|
507
|
|
|
$
|
466
|
|
Building Solutions EMEA/LA
|
80
|
|
|
77
|
|
|
157
|
|
|
146
|
|
||||
Building Solutions Asia Pacific
|
76
|
|
|
71
|
|
|
142
|
|
|
145
|
|
||||
Global Products
|
251
|
|
|
228
|
|
|
441
|
|
|
514
|
|
||||
Total segment EBITA
|
$
|
664
|
|
|
$
|
615
|
|
|
$
|
1,247
|
|
|
$
|
1,271
|
|
|
|
|
|
|
|
|
|
||||||||
Corporate expenses
|
$
|
(167
|
)
|
|
$
|
(162
|
)
|
|
$
|
(303
|
)
|
|
$
|
(300
|
)
|
Amortization of intangible assets
|
(98
|
)
|
|
(92
|
)
|
|
(195
|
)
|
|
(184
|
)
|
||||
Restructuring and impairment costs
|
—
|
|
|
—
|
|
|
—
|
|
|
(154
|
)
|
||||
Net mark-to-market adjustments
|
20
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
||||
Net financing charges
|
(98
|
)
|
|
(107
|
)
|
|
(183
|
)
|
|
(209
|
)
|
||||
Income from continuing operations
before income taxes
|
$
|
321
|
|
|
$
|
254
|
|
|
$
|
565
|
|
|
$
|
424
|
|
19.
|
Guarantees
|
|
Six Months Ended
March 31, |
||||||
|
2019
|
|
2018
|
||||
|
|
|
|
||||
Balance at beginning of period
|
$
|
315
|
|
|
$
|
323
|
|
Accruals for warranties issued during the period
|
48
|
|
|
52
|
|
||
Accruals from acquisition and divestitures
|
—
|
|
|
1
|
|
||
Accruals related to pre-existing warranties
|
(9
|
)
|
|
(9
|
)
|
||
Settlements made (in cash or in kind) during the period
|
(51
|
)
|
|
(56
|
)
|
||
Currency translation
|
1
|
|
|
4
|
|
||
Balance at end of period
|
$
|
304
|
|
|
$
|
315
|
|
20.
|
Commitments and Contingencies
|
•
|
Grubb v. The 3M Company et al., filed October 30, 2018 in the United States District Court, District of Delaware.
|
•
|
County of Dutchess v. The 3M Company et al., filed October 12, 2018 in the United States District Court, Southern District of New York.
|
•
|
Battisti et al. v. The 3M Company et al., filed December 20, 2018 in the United States District Court, Middle District of Florida.
|
•
|
Jackson et al. v. The 3M Company et al., filed February 5, 2019 in the United States District Court, Western District of Washington.
|
•
|
Dutchess County v. The 3M Company et al. filed October 12, 2018 (removed to the United States District Court, Southern District of New York) and styled as a class action.
|
•
|
City of Dayton v. The 3M Company et al., filed October 3, 2018 in the United States District Court, Southern District of Ohio.
|
•
|
City of Stuart v. The 3M Company et al., filed October 18, 2018 in the United States District Court, Southern District of Florida.
|
•
|
City of Tucson and Town of Marana v. The 3M Company et al., filed November 8, 2018 in the Superior Court of the State of Arizona, County of Pima (removed to the United States District Court for the District of Arizona).
|
•
|
New Jersey-American Water Company, Inc. v. The 3M Company et al., filed November 8, 2018 in the United States District Court for the District of New Jersey.
|
•
|
Village of Farmingdale v. The 3M Company et al., filed December 19, 2018 in the Supreme Court of the State of New York, County of Nassau (removed to the United States District Court for the Eastern District of New York).
|
•
|
Town of East Hampton v. The 3M Company et al., filed December 28, 2018 in the Supreme Court of the State of New York, County of Suffolk.
|
•
|
Ridgewood Water v. The 3M Company et al., filed February 25, 2019, in the Superior Court of the State of New Jersey, Bergen County (removed to the United States District Court for the District of New Jersey).
|
•
|
Atlantic City Municipal Utilities Authority v. The 3M Company et al., filed April 10, 2019 in the United States District Court, District of New Jersey.
|
•
|
Town of Vienna v. The 3M Company et al., filed March 30, 2019 in the United States District Court, District of Maryland.
|
•
|
New York American Water Company, Inc. v. The 3M Company et al., filed April 11, 2019 in the United States District Court, Eastern District of New York.
|
•
|
City of Fairbanks v. The 3M Company et al., filed April 26, 2019 in the United States District Court, District of Alaska.
|
21.
|
Related Party Transactions
|
|
|
March 31, 2019
|
|
September 30, 2018
|
|
|||
|
|
|
|
|
||||
Receivable from related parties
|
|
$
|
48
|
|
|
$
|
36
|
|
Payable to related parties
|
|
12
|
|
|
18
|
|
|
Three Months Ended
March 31,
|
|
|
|
Six Months Ended
March 31, |
|
|
||||||||||||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Net sales
|
$
|
5,779
|
|
|
$
|
5,630
|
|
|
3
|
%
|
|
$
|
11,243
|
|
|
$
|
10,935
|
|
|
3
|
%
|
|
Three Months Ended
March 31, |
|
|
|
Six Months Ended
March 31, |
|
|
||||||||||||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of sales
|
$
|
3,935
|
|
|
$
|
3,806
|
|
|
3
|
%
|
|
$
|
7,674
|
|
|
$
|
7,413
|
|
|
4
|
%
|
Gross profit
|
1,844
|
|
|
1,824
|
|
|
1
|
%
|
|
3,569
|
|
|
3,522
|
|
|
1
|
%
|
||||
% of sales
|
31.9
|
%
|
|
32.4
|
%
|
|
|
|
31.7
|
%
|
|
32.2
|
%
|
|
|
|
Three Months Ended
March 31, |
|
|
|
Six Months Ended
March 31, |
|
|
||||||||||||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Selling, general and administrative
expenses
|
$
|
1,458
|
|
|
$
|
1,490
|
|
|
-2
|
%
|
|
$
|
2,896
|
|
|
$
|
2,809
|
|
|
3
|
%
|
% of sales
|
25.2
|
%
|
|
26.5
|
%
|
|
|
|
25.8
|
%
|
|
25.7
|
%
|
|
|
|
Three Months Ended
March 31, |
|
|
|
Six Months Ended
March 31, |
|
|
||||||||||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Restructuring and impairment costs
|
$
|
—
|
|
|
$
|
—
|
|
|
—
|
|
$
|
—
|
|
|
$
|
154
|
|
|
*
|
|
Three Months Ended
March 31, |
|
|
|
Six Months Ended
March 31, |
|
|
||||||||||||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net financing charges
|
$
|
98
|
|
|
$
|
107
|
|
|
-8
|
%
|
|
$
|
183
|
|
|
$
|
209
|
|
|
-12
|
%
|
|
Three Months Ended
March 31, |
|
|
|
Six Months Ended
March 31, |
|
|
||||||||||||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Equity income
|
$
|
33
|
|
|
$
|
27
|
|
|
22
|
%
|
|
$
|
75
|
|
|
$
|
74
|
|
|
1
|
%
|
|
Three Months Ended
March 31, |
|
|
|
Six Months Ended
March 31, |
|
|
||||||||||||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income tax provision
|
$
|
47
|
|
|
$
|
36
|
|
|
31
|
%
|
|
$
|
155
|
|
|
$
|
253
|
|
|
-39
|
%
|
Effective tax rate
|
15
|
%
|
|
14
|
%
|
|
|
|
27
|
%
|
|
60
|
%
|
|
|
|
Three Months Ended
March 31, |
|
|
|
Six Months Ended
March 31, |
|
|
||||||||||||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Income from discontinued operations, net of tax
|
$
|
284
|
|
|
$
|
265
|
|
|
7
|
%
|
|
$
|
547
|
|
|
$
|
583
|
|
|
-6
|
%
|
|
Three Months Ended
March 31, |
|
|
|
Six Months Ended
March 31, |
|
|
||||||||||||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Income from continuing operations
attributable to noncontrolling interests |
$
|
34
|
|
|
$
|
34
|
|
|
—
|
%
|
|
$
|
63
|
|
|
$
|
62
|
|
|
2
|
%
|
Income from discontinued
operations attributable to
noncontrolling interests
|
9
|
|
|
11
|
|
|
-18
|
%
|
|
24
|
|
|
24
|
|
|
—
|
%
|
|
Three Months Ended
March 31, |
|
|
|
Six Months Ended
March 31, |
|
|
||||||||||||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income attributable to
Johnson Controls
|
$
|
515
|
|
|
$
|
438
|
|
|
18
|
%
|
|
$
|
870
|
|
|
$
|
668
|
|
|
30
|
%
|
|
Three Months Ended
March 31, |
|
|
|
Six Months Ended
March 31, |
|
|
||||||||||||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Comprehensive income
attributable to Johnson Controls
|
$
|
643
|
|
|
$
|
598
|
|
|
8
|
%
|
|
$
|
872
|
|
|
$
|
887
|
|
|
-2
|
%
|
|
Three Months Ended
March 31, |
|
|
|
Six Months Ended
March 31, |
|
|
||||||||||||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Building Solutions North America
|
$
|
2,187
|
|
|
$
|
2,097
|
|
|
4
|
%
|
|
$
|
4,303
|
|
|
$
|
4,109
|
|
|
5
|
%
|
Building Solutions EMEA/LA
|
878
|
|
|
907
|
|
|
-3
|
%
|
|
1,785
|
|
|
1,822
|
|
|
-2
|
%
|
||||
Building Solutions Asia Pacific
|
628
|
|
|
586
|
|
|
7
|
%
|
|
1,241
|
|
|
1,183
|
|
|
5
|
%
|
||||
Global Products
|
2,086
|
|
|
2,040
|
|
|
2
|
%
|
|
3,914
|
|
|
3,821
|
|
|
2
|
%
|
||||
|
$
|
5,779
|
|
|
$
|
5,630
|
|
|
3
|
%
|
|
$
|
11,243
|
|
|
$
|
10,935
|
|
|
3
|
%
|
•
|
The increase in Building Solutions North America was due to higher volumes ($100 million), partially offset by the unfavorable impact of foreign currency translation ($10 million). The increase in volumes was primarily attributable to higher installation / service sales.
|
•
|
The decrease in Building Solutions EMEA/LA was due to the unfavorable impact of foreign currency translation ($69 million), partially offset by higher volumes ($40 million). The increase in volumes was primarily attributable to higher installation / service sales.
|
•
|
The increase in Building Solutions Asia Pacific was due to higher volumes ($68 million), partially offset by the unfavorable impact of foreign currency translation ($26 million). The increase in volumes was primarily attributable to higher installation / service sales.
|
•
|
The increase in Global Products was due to higher volumes ($144 million) and incremental sales related to business acquisitions ($5 million), partially offset by the unfavorable impact of foreign currency translation ($60 million) and lower volumes related to business divestitures ($43 million). The increase in volumes was primarily attributable to higher building management, HVAC and refrigeration equipment, and specialty products sales.
|
•
|
The increase in Building Solutions North America was due to higher volumes ($212 million), partially offset by the unfavorable impact of foreign currency translation ($18 million). The increase in volumes was primarily attributable to higher installation / service sales.
|
•
|
The decrease in Building Solutions EMEA/LA was due to the unfavorable impact of foreign currency translation ($112 million), partially offset by higher volumes ($73 million) and incremental sales related to a business acquisition ($2 million). The increase in volumes was primarily attributable to higher service sales.
|
•
|
The increase in Building Solutions Asia Pacific was due to higher volumes ($102 million), partially offset by the unfavorable impact of foreign currency translation ($44 million). The increase in volumes was primarily attributable to higher installation / service sales.
|
•
|
The increase in Global Products was due to higher volumes ($271 million) and incremental sales related to business acquisitions ($11 million), partially offset by lower volumes related to business divestitures ($98 million) and the unfavorable impact of foreign currency translation ($91 million). The increase in volumes was primarily attributable to higher building management, HVAC and refrigeration equipment, and specialty products sales.
|
|
Three Months Ended
March 31, |
|
|
|
Six Months Ended
March 31, |
|
|
||||||||||||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Building Solutions North America
|
$
|
257
|
|
|
$
|
239
|
|
|
8
|
%
|
|
$
|
507
|
|
|
$
|
466
|
|
|
9
|
%
|
Building Solutions EMEA/LA
|
80
|
|
|
77
|
|
|
4
|
%
|
|
157
|
|
|
146
|
|
|
8
|
%
|
||||
Building Solutions Asia Pacific
|
76
|
|
|
71
|
|
|
7
|
%
|
|
142
|
|
|
145
|
|
|
-2
|
%
|
||||
Global Products
|
251
|
|
|
228
|
|
|
10
|
%
|
|
441
|
|
|
514
|
|
|
-14
|
%
|
||||
|
$
|
664
|
|
|
$
|
615
|
|
|
8
|
%
|
|
$
|
1,247
|
|
|
$
|
1,271
|
|
|
-2
|
%
|
•
|
The increase in Building Solutions North America was due to net favorable volumes / mix ($19 million), prior year integration costs ($5 million) and lower SG&A ($5 million), partially offset by incremental sales investments ($8 million), current year integration costs ($2 million) and the unfavorable impact of foreign currency translation ($1 million).
|
•
|
The increase in Building Solutions EMEA/LA was due to lower SG&A ($7 million), favorable volumes / mix ($6 million), higher equity income ($3 million) and prior year integration costs ($1 million), partially offset by the unfavorable impact of foreign currency translation ($10 million), incremental sales investments ($3 million) and current year integration costs ($1 million).
|
•
|
The increase in Building Solutions Asia Pacific was due to higher volumes ($18 million) and lower SG&A ($3 million), partially offset by unfavorable mix / margin rates ($12 million), the unfavorable impact of foreign currency translation ($3 million) and incremental investments ($1 million).
|
•
|
The increase in Global Products was due to favorable volumes / mix ($52 million), prior year integration costs ($9 million) and higher equity income ($1 million). These items were partially offset by higher SG&A and operating expenses including product investments and a prior year insignificant gain on a business divestiture, partially offset by productivity savings ($22 million), the unfavorable impact of foreign currency translation ($7 million), lower income due to business divestitures and acquisitions ($6 million), and current year integration costs ($4 million).
|
•
|
The increase in Building Solutions North America was due to net favorable volumes / mix ($48 million), prior year integration costs ($14 million) and lower SG&A ($5 million), partially offset by incremental sales investments ($19 million), current year integration costs ($5 million) and the unfavorable impact of foreign currency translation ($2 million).
|
•
|
The increase in Building Solutions EMEA/LA was due to favorable volumes / mix ($17 million), lower SG&A ($12 million), prior year integration costs ($3 million), higher equity income ($3 million) and incremental income related to a business acquisition ($1 million), partially offset by the unfavorable impact of foreign currency translation ($17 million), incremental sales investments ($7 million) and current year integration costs ($1 million).
|
•
|
The decrease in Building Solutions Asia Pacific was due to unfavorable mix / margin rates ($20 million), the unfavorable impact of foreign currency translation ($4 million), higher SG&A ($2 million) and incremental investments ($2 million), partially offset by higher volumes ($25 million).
|
•
|
The decrease in Global Products was due to a prior year gain on sale of Scott Safety ($114 million), higher SG&A and operating expenses including product investments and a prior year insignificant gain on a business divestiture, partially offset by productivity savings ($43 million), the unfavorable impact of foreign currency translation ($10 million), lower income due to business divestitures and acquisitions ($12 million), current year integration costs ($8 million) and lower equity income ($4 million). These items were partially offset by favorable volumes / mix ($103 million) and prior year integration costs ($15 million).
|
•
|
Remaining performance obligations include large, multi-purpose contracts to construct hospitals, schools and other governmental buildings, which are services to be performed over the building's lifetime with initial contract terms of 25 to 35 years for the entire term of the contract versus backlog which includes only the lifecycle period of these contracts which approximates five years;
|
•
|
The Company has elected to exclude from remaining performance obligations certain contracts with customers with a term of one year or less or contracts that are cancelable without substantial penalty while these contracts are included within backlog; and
|
•
|
Remaining performance obligations include the full remaining term of service contracts with substantial termination penalties versus backlog which includes one year for all outstanding service contracts.
|
|
March 31,
|
|
September 30,
|
|
|
|||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|||||
|
|
|
|
|
|
|||||
Current assets
|
$
|
12,836
|
|
|
$
|
11,823
|
|
|
|
|
Current liabilities
|
(13,441
|
)
|
|
(11,250
|
)
|
|
|
|||
|
(605
|
)
|
|
573
|
|
|
*
|
|
||
|
|
|
|
|
|
|||||
Less: Cash
|
(239
|
)
|
|
(185
|
)
|
|
|
|||
Add: Short-term debt
|
2,862
|
|
|
1,306
|
|
|
|
|||
Add: Current portion of long-term debt
|
1,106
|
|
|
1
|
|
|
|
|||
Less: Assets held for sale
|
(2,999
|
)
|
|
(3,015
|
)
|
|
|
|||
Add: Liabilities held for sale
|
1,558
|
|
|
1,791
|
|
|
|
|||
Working capital (as defined)
|
$
|
1,683
|
|
|
$
|
471
|
|
|
*
|
|
|
|
|
|
|
|
|||||
Accounts receivable - net
|
$
|
5,707
|
|
|
$
|
5,622
|
|
|
2
|
%
|
Inventories
|
2,124
|
|
|
1,819
|
|
|
17
|
%
|
||
Accounts payable
|
3,482
|
|
|
3,407
|
|
|
2
|
%
|
||
|
|
|
|
|
|
|||||
* Measure not meaningful
|
|
|
|
|
|
•
|
The Company defines working capital as current assets less current liabilities, excluding cash, short-term debt, the current portion of long-term debt, and the current portions of assets and liabilities held for sale. Management believes that this measure of working capital, which excludes financing-related items and businesses to be divested, provides a more useful measurement of the Company’s operating performance.
|
•
|
The increase in working capital at March 31, 2019 as compared to September 30, 2018, was primarily due to an increase in income tax receivables, an increase in inventory to meet anticipated customer demand and timing of employee benefit payments.
|
•
|
The Company’s days sales in accounts receivable at March 31, 2019 were 71 days, higher than 68 days at September 30, 2018. There has been no significant adverse changes in the level of overdue receivables or significant changes in revenue recognition methods.
|
•
|
The Company’s inventory turns for the three months ended March 31, 2019 were lower than the comparable period ended September 30, 2018, primarily due to changes in inventory production levels.
|
•
|
Days in accounts payable at March 31, 2019 were 75 days, higher than 72 days at the comparable period ended September 30, 2018.
|
|
|
Six Months Ended March 31,
|
||||||
(in millions)
|
|
2019
|
|
2018
|
||||
|
|
|
|
|
||||
Cash provided by operating activities
|
|
$
|
103
|
|
|
$
|
140
|
|
Cash provided (used) by investing activities
|
|
(259
|
)
|
|
1,811
|
|
||
Cash used by financing activities
|
|
(39
|
)
|
|
(2,263
|
)
|
||
Capital expenditures
|
|
(278
|
)
|
|
(280
|
)
|
•
|
The decrease in cash provided by operating activities for the six months ended March 31, 2019 was primarily due to income tax refunds in the prior year and unfavorable changes in inventory and accounts receivable, partially offset by favorable movements in other assets and lower restructuring payments.
|
•
|
The increase in cash used by investing activities for the six months ended March 31, 2019 was primarily due to net cash proceeds received from the Scott Safety business divestiture in the prior year.
|
•
|
The decrease in cash used by financing activities for the six months ended March 31, 2019 was primarily due to current year short-term borrowings and prior year net repayments of long-term debt, partially offset by higher stock repurchases in the current year.
|
|
March 31,
|
|
September 30,
|
|
|
|||||
(in millions)
|
2019
|
|
2018
|
|
Change
|
|||||
|
|
|
|
|
|
|||||
Short-term debt
|
$
|
2,862
|
|
|
$
|
1,306
|
|
|
|
|
Current portion of long-term debt
|
1,106
|
|
|
1
|
|
|
|
|||
Long-term debt
|
8,418
|
|
|
9,623
|
|
|
|
|||
Total debt
|
12,386
|
|
|
10,930
|
|
|
13
|
%
|
||
Less: cash and cash equivalents
|
239
|
|
|
185
|
|
|
|
|||
Total net debt
|
12,147
|
|
|
10,745
|
|
|
13
|
%
|
||
|
|
|
|
|
|
|||||
Shareholders’ equity attributable to Johnson Controls
ordinary shareholders
|
20,036
|
|
|
21,164
|
|
|
-5
|
%
|
||
Total capitalization
|
$
|
32,183
|
|
|
$
|
31,909
|
|
|
1
|
%
|
|
|
|
|
|
|
|||||
Total net debt as a % of total capitalization
|
37.7
|
%
|
|
33.7
|
%
|
|
|
•
|
Net debt and net debt as a percentage of total capitalization are non-GAAP financial measures. The Company believes the percentage of total net debt to total capitalization is useful to understanding the Company’s financial condition as it provides a review of the extent to which the Company relies on external debt financing for its funding and is a measure of risk to its shareholders.
|
•
|
The Company believes its capital resources and liquidity position at March 31, 2019 are adequate to meet projected needs. The Company believes requirements for working capital, capital expenditures, dividends, stock repurchases, minimum pension contributions, debt maturities and any potential acquisitions in the remainder of fiscal 2019 will continue to be funded from operations, supplemented by short- and long-term borrowings, if required. The Company currently manages its short-term debt position in the U.S. and euro commercial paper markets and bank loan markets. In the event the Company and Tyco International Holding S.à.r.l ("TSarl") are unable to issue commercial paper, they would have the ability to draw on their $2.0 billion and $1.25 billion revolving credit facilities, respectively. Both facilities mature in August 2020. There were no draws on the revolving credit facilities as of March 31, 2019 and September 30, 2018. The Company also selectively makes use of short-term credit lines other than its revolving credit facilities at the Company and TSarl. The Company estimates that, as of March 31, 2019, it could borrow up to $1.7 billion based on average borrowing levels during the quarter on committed credit lines. As such, the Company believes it has sufficient financial resources to fund operations and meet its obligations for the foreseeable future.
|
•
|
On May 1, 2019, the Company announced that it plans to launch a "modified Dutch auction" tender offer for up to $4.0 billion of its ordinary shares with a price range between $36.00 and $40.00 per share. The Company also announced that it has commenced a cash tender offer to purchase up to $1.5 billion in aggregate principal amount of certain of its outstanding notes.
|
•
|
The Company’s debt financial covenant in its revolving credit facility require a minimum consolidated shareholders’ equity attributable to Johnson Controls of at least $3.5 billion at all times. The revolving credit facility also limits the amount of debt secured by liens that may be incurred to a maximum aggregated amount of 10% of consolidated shareholders’ equity attributable to Johnson Controls for liens and pledges. For purposes of calculating these covenants, consolidated shareholders’ equity attributable to Johnson Controls is calculated without giving effect to (i) the application of Accounting Standards Codification ("ASC") 715-60, "Defined Benefit Plans - Other Postretirement," or (ii) the cumulative foreign currency translation adjustment. TSarl's revolving credit facility contains customary terms and conditions, and a financial covenant that limits the ratio of TSarl's debt to earnings before interest, taxes, depreciation, and amortization as adjusted for certain items set forth in the agreement to 3.5x. TSarl's revolving credit facility also limits its ability to incur subsidiary debt or grant liens on its and its subsidiaries' property. As of March 31, 2019, the Company and TSarl were in compliance with all covenants and other requirements set forth in their credit agreements and the indentures, governing their notes, and expect to remain in compliance for the foreseeable future. None of the Company’s or TSarl's debt agreements limit access to stated borrowing levels or require accelerated repayment in the event of a decrease in the respective borrower's credit rating.
|
•
|
The key financial assumptions used in calculating the Company’s pension liability are determined annually, or whenever plan assets and liabilities are re-measured as required under accounting principles generally accepted in the U.S., including the expected rate of return on its plan assets. In fiscal 2019, the Company believes the long-term rate of return will approximate 7.10%, 5.20% and 5.65% for U.S. pension, non-U.S. pension and postretirement plans, respectively. During the first six months of fiscal 2019, the Company made approximately $37 million in total pension and postretirement contributions. In total, the Company expects to contribute approximately $120 million in cash to its defined benefit pension plans in fiscal 2019. The Company expects to contribute $15 million in cash to its postretirement plans in fiscal 2019.
|
•
|
The Company earns a significant amount of its operating income outside of the parent company. Outside basis differences in consolidated subsidiaries are deemed to be permanently reinvested except in limited circumstances. However, in fiscal 2019, the Company provided income tax expense related to a change in the Company's assertion over the outside basis differences of the Company’s investment in certain subsidiaries as a result of the planned divestiture of the Power Solutions business. Also, in fiscal 2018, due to U.S. Tax Reform, the Company provided income tax related to the change in the Company’s assertion over the outside basis difference of certain non-U.S. subsidiaries owned directly or indirectly by U.S. subsidiaries. Under U.S. Tax Reform, the U.S. has adopted a territorial tax system that provides an exemption for dividends received by U.S. corporations from 10% or more owned non-U.S. corporations. However, certain non-U.S, U.S. state and withholding taxes may still apply when closing an outside basis difference via distribution or other transactions. The Company currently does not intend nor foresee a need to repatriate undistributed earnings or reduce outside basis differences other than as noted above or in tax efficient manners. The Company expects existing U.S. cash and liquidity to continue to be sufficient to fund the Company’s U.S. operating activities and cash commitments for investing and financing activities for at least the next twelve months and thereafter for the foreseeable future. In the U.S., should the Company require more capital than is generated
|
•
|
To better align its resources with its growth strategies and reduce the cost structure of its global operations in certain underlying markets, the Company committed to a significant restructuring plan in fiscal 2018 and recorded $255 million of restructuring and impairment costs in the consolidated statements of income. The restructuring action related to cost reduction initiatives in the Company’s Building Technologies & Solutions business and at Corporate. The costs consist primarily of workforce reductions, plant closures and asset impairments. The Company currently estimates that upon completion of the restructuring action, the fiscal 2018 restructuring plan will reduce annual operating costs for continuing operations by approximately $300 million, which is primarily the result of lower cost of sales and SG&A due to reduced employee-related costs, depreciation and amortization expense. The Company expects the annual benefit of these actions will be substantially realized in 2020. For fiscal 2019, the savings, net of execution costs, are expected to be approximately 70% of the expected annual operating cost reduction. The restructuring action is expected to be substantially complete in 2020. The restructuring plan reserve balance of $124 million at March 31, 2019 is expected to be paid in cash.
|
•
|
To better align its resources with its growth strategies and reduce the cost structure of its global operations in certain underlying markets, the Company committed to a significant restructuring plan in fiscal 2017 and recorded $347 million of restructuring and impairment costs in the consolidated statements of income. The restructuring action related to cost reduction initiatives in the Company’s Building Technologies & Solutions business and at Corporate. The costs consist primarily of workforce reductions, plant closures and asset impairments. The Company currently estimates that upon completion of the restructuring action, the fiscal 2017 restructuring plan will reduce annual operating costs for continuing operations by approximately $260 million, which is primarily the result of lower cost of sales and SG&A due to reduced employee-related costs, depreciation and amortization expense. The Company expects the annual benefit of these actions will be substantially realized in fiscal 2019. The restructuring action is expected to be substantially complete in fiscal 2019. The restructuring plan reserve balance of $71 million at March 31, 2019 is expected to be paid in cash.
|
•
|
To better align its resources with its growth strategies and reduce the cost structure of its global operations to address the softness in certain underlying markets, the Company committed to a significant restructuring plan in fiscal 2016 and recorded $222 million of restructuring and impairment costs in the consolidated statements of income. The restructuring action related to cost reduction initiatives in the Company’s Building Technologies & Solutions business and at Corporate. The costs consist primarily of workforce reductions, plant closures, asset impairments and change-in-control payments. The Company currently estimates that upon completion of the restructuring action, the fiscal 2016 restructuring plan will reduce annual operating costs for continuing operations by approximately $127 million, which is primarily the result of lower cost of sales and SG&A due to reduced employee-related costs, depreciation and amortization expense. The Company expects the annual benefit of these actions will be substantially realized in fiscal 2019. The restructuring action is expected to be substantially complete in fiscal 2019. The restructuring plan reserve balance of $64 million at March 31, 2019 is expected to be paid in cash.
|
Period
|
Total Number of
Shares Purchased
|
|
Average Price
Paid per Share
|
|
Total Number of
Shares Purchased as
Part of the Publicly
Announced Program
|
|
Approximate Dollar
Value of Shares that
May Yet be
Purchased under the
Programs
|
|
||||||
1/1/19 - 1/31/19
|
|
|
|
|
|
|
|
|
||||||
Purchases by Company
|
8,656,000
|
|
|
$
|
31.70
|
|
|
8,656,000
|
|
|
$
|
1,307,354,746
|
|
|
2/1/19 - 2/28/19
|
|
|
|
|
|
|
|
|
||||||
Purchases by Company
|
6,787,540
|
|
|
34.48
|
|
|
6,787,540
|
|
|
1,073,346,758
|
|
|
||
3/1/19 - 3/31/19
|
|
|
|
|
|
|
|
|
||||||
Purchases by Company
|
702,328
|
|
|
35.34
|
|
|
702,328
|
|
|
1,048,524,388
|
|
*
|
|
|
JOHNSON CONTROLS INTERNATIONAL PLC
|
|
|
|
||
Date: May 3, 2019
|
|
By:
|
/s/ Brian J. Stief
|
|
|
|
Brian J. Stief
|
|
|
Executive Vice President and
Chief Financial Officer
|
Exhibit No.
|
Description
|
|
|
10.1
|
|
|
|
10.2
|
|
|
|
31.1
|
|
|
|
31.2
|
|
|
|
32.1
|
|
|
|
101
|
The following materials from Johnson Controls International plc's Quarterly Report on Form 10-Q for the quarter ended March 31, 2019, formatted in iXBRL (Inline Extensible Business Reporting Language): (i) the Consolidated Statements of Financial Position, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Comprehensive Income (Loss), (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Shareholders' Equity Attributable to Johnson Controls Ordinary Shareholders and (vi) Notes to Consolidated Financial Statements.
|
*
|
Management contract or compensatory plan.
|
•
|
the identity and the contact details of the controller (usually the administrator and/or the Company) and, where applicable, of the controller's representative;
|
•
|
the contact details of the data protection officer, where applicable;
|
•
|
that the purposes of the processing of personal data is for the grant, administration and vesting of the Award and the legal basis for the processing is that this is required for the performance of this Award Agreement and for compliance with its terms and the Award or to cover the legitimate interests of the data controller and the data processor;
|
•
|
the recipients or categories of recipients of the personal data, if any;
|
•
|
the controller intends to transfer personal data to a third country or international organization subject to the existence of an adequacy decision by the Commission, or reference to the appropriate or suitable safeguards (reliance on the US/EU Privacy Shield or adoption of the EU
|
•
|
the period for which the personal data will be stored, or if that is not possible, the criteria used to determine that period;
|
•
|
the right to request from the controller access to and rectification or erasure, in certain circumstances but this could impact the Award, of personal data or restriction of processing concerning the data subject or to object to processing as well as the right to data portability;
|
•
|
the right to lodge a complaint with a supervisory authority;
|
•
|
the provision of personal data is a requirement for the performance of this Award Agreement and the terms of the Award.
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Johnson Controls International plc;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a.
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b.
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c.
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d.
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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b.
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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/s/ George R. Oliver
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George R. Oliver
Chairman and Chief Executive Officer
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1.
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I have reviewed this quarterly report on Form 10-Q of Johnson Controls International plc;
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2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
/s/ Brian J. Stief
|
Brian J. Stief
Executive Vice President and
Chief Financial Officer
|
1.
|
the Quarterly Report on Form 10-Q for the quarter ended March 31, 2019 (Periodic Report) to which this statement is an exhibit fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)) and
|
2.
|
information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of Johnson Controls International plc.
|
|
/s/ George R. Oliver
|
George R. Oliver
Chairman and Chief Executive Officer
|
|
/s/ Brian J. Stief
|
Brian J. Stief
Executive Vice President and
Chief Financial Officer
|