X
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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—
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Ireland
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98-0626632
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer
Identification No.)
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Title of each class
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Name of each exchange on which registered
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Ordinary Shares,
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New York Stock Exchange
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Par Value $1.00 per Share
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Large accelerated filer
X
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Accelerated filer
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Non-accelerated filer
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Smaller reporting company
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(Do not check if a smaller reporting company)
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Page
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Part I
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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Part II
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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Part III
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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Part IV
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Item 15.
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•
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overall economic, political and business conditions in the markets in which we operate;
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•
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the demand for our products and services;
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•
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competitive factors in the industries in which we compete;
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•
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changes in tax requirements (including tax rate changes, new tax laws and revised tax law interpretations);
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•
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the outcome of any litigation, governmental investigations or proceedings;
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•
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the outcome of any income tax audits or settlements;
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•
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interest rate fluctuations and other changes in borrowing costs;
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•
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other capital market conditions, including availability of funding sources and currency exchange rate fluctuations;
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•
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availability of and fluctuations in the prices of key commodities and the impact of higher energy prices;
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•
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the ability to achieve cost savings in connection with our productivity programs;
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•
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potential further impairment of our goodwill, indefinite-lived intangible assets and/or our long-lived assets; and
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•
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the possible effects on us of future legislation in the U.S. that may limit or eliminate potential U.S. tax benefits resulting from our incorporation in a non-U.S. jurisdiction, such as Ireland, or deny U.S. government contracts to us based upon our incorporation in such non-U.S. jurisdiction.
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Climate Solutions
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Aftermarket parts and service
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Control systems
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Air cleaners
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Cryogenic temperature control systems
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Air conditioners
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Diesel-powered temperature control systems
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Air exchangers
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Furnaces
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Air handlers
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Heat pumps
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Airside and terminal devices
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Humidifiers
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Applied systems
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Installation contracting
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Auxiliary idle reduction
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Package heating and cooling systems
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Auxiliary temperature management
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Refrigerated containers
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Boilers
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Refrigeration and electrical houses
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Building management systems
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Surface and air sanitation
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Bus and rail HVAC systems
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Thermostats/controls
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Coils and condensers
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Unitary systems
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Containers and gensets
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Vehicle-powered truck refrigeration systems
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Residential Solutions
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Air cleaners
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Furnaces
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Air conditioners
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Heat pumps
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Air exchangers
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Humidifiers
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Air handlers
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Package heating and cooling systems
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Door locks, latches and locksets
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Portable security products
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Electrical security products
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Thermostats/controls
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Electronic access-control systems
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Unitary systems
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Security Technologies
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Biometric access control systems
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Electrical security products
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Door closers and controls
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Electronic access-control systems
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Door locks, latches and locksets
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Exit devices
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Doors and door frames (steel)
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Time, attendance, and personnel scheduling systems
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In millions
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2011
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2010
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Climate Solutions
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$
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1,395.8
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$
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1,653.0
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Residential Solutions
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42.8
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68.6
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Industrial Technologies
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489.5
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412.3
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Security Technologies
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135.1
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131.3
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Total
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$
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2,063.2
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$
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2,265.2
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•
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changes in local laws and regulations or imposition of currency restrictions and other restraints;
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•
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limitation of ownership rights, including expropriation of assets by a local government, and limitation on the ability to repatriate earnings;
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•
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imposition of burdensome tariffs and quotas;
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•
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difficulty in staffing and managing global operations;
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•
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difficulty of enforcing agreements, collecting receivables and protecting assets through non-U.S. legal systems;
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•
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national and international conflict, including war, civil disturbances and terrorist acts; and
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•
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economic downturns and social and political instability.
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Climate Solutions
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Americas
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Europe, Middle East, Africa
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Asia Pacific
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Curitiba, Brazil
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Kolin, Czech Republic
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Wujiang, China
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Arecibo, Puerto Rico
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Charmes, France
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Zhong Shan, China
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Fort Smith, Arkansas
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Golbey, France
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Taicang, China
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Pueblo, Colorado
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Galway, Ireland
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Penang, Malaysia
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Lynn Haven, Florida
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Barcelona, Spain
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Samuthprakarn, Thailand
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Louisville, Georgia
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Macon, Georgia
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Rushville, Indiana
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Lexington, Kentucky
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Minneapolis, Minnesota
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Hastings, Nebraska
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Charlotte, North Carolina
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Columbia, South Carolina
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Clarksville, Tennesse
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Waco, Texas
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La Crosse, Wisconsin
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Residential Solutions
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Americas
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Europe, Middle East, Africa
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Asia Pacific
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Ensenada, Mexico
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Monterrey, Mexico
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Tecate, Mexico
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Tijuana, Mexico
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Fort Smith, Arkansas
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Vidalia, Georgia
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Trenton, New Jersey
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Tyler, Texas
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Caracas, Venezuela
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Industrial Technologies
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Americas
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Europe, Middle East, Africa
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Asia Pacific
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Dorval, Canada
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Unicov, Czech Republic
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Changzhou, China
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Augusta, Georgia
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Douai, France
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Guilin, China
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Campbellsville, Kentucky
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Wasquehal, France
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Nanjing, China
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Madison Heights, Michigan
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Oberhausen, Germany
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Shanghai, China
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Mocksville, North Carolina
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Fogliano Redipuglia, Italy
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Ahmedabad, India
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Southern Pines, North Carolina
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Vignate, Italy
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Ghaziabad, India
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West Chester, Pennsylvania
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Seattle, Washington
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Security Technologies
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Americas
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Europe, Middle East, Africa
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Asia Pacific
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Ensenada, Mexico
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Feuquieres, France
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Shanghai, China
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Tecate, Mexico
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Renchen, Germany
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Auckland, New Zealand
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Tijuana, Mexico
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Faenza, Italy
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Security, Colorado
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Monsampolo, Italy
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Princeton, Illinois
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Duzce, Turkey
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Indianapolis, Indiana
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Cincinnati, Ohio
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Name and Age
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Date of
Service as
an Executive
Officer
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Principal Occupation and
Other Information for Past Five Years
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Michael W. Lamach (48)
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2/16/2004
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Chairman of the Board (since June 2010) and Chief Executive Officer and President (since February 2010); President and Chief Operating Officer (2009-2010); Senior Vice President and President, Trane Commercial (2008-2009); Senior Vice President and President, Security Technologies (2004-2008)
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Steven R. Shawley (59)
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8/1/2005
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Senior Vice President and Chief Financial Officer (since June 2008); Senior Vice President and President, Climate Control Technologies (2005-2008)
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Marcia J. Avedon (50)
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2/7/2007
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Senior Vice President, Human Resources and Communications (since February 2007); Merck & Co., Inc. (a global healthcare company), Senior Vice President, Human Resources (2003-2006)
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Paul A. Camuti (50)
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8/1/2011
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Senior Vice President, Innovation and Chief Technology Officer (since August 2011); President, Smart Grid Applications, Siemens Energy, Inc. (an energy technology subsidiary of Siemens Corporation) (2010 -2011); President, Research Division, Siemens Corporation (a diversified global technology company) (2009 - 2010); President and Chief Executive Officer, Siemens Corporate Research, Inc. (the research subsidiary of Siemens Corporation) (2005 - 2009)
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John W. Conover IV (57)
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7/1/2009
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Senior Vice President and President, Security Technologies (since July 2009); President, Trane Commercial Systems, Americas (2005-2009)
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Robert L. Katz (49)
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11/1/2010
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Senior Vice President and General Counsel (since November 2010); Federal- Mogul Corporation (a global automotive supplier), Senior Vice President, General Counsel and Corporate Secretary (2007-2010); Delphi Corporation, General Counsel - EMEA (1999-2006)
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Gary S. Michel (49)
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8/1/2011
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Senior Vice President and President, Residential Solutions (since August 2011); President and Chief Executive Officer, Club Car (2007 - 2011); Executive Director, Corporate Development (2007)
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Didier Teirlinck (55)
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6/4/2008
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Senior Vice President and President, Climate Solutions (since October 2009); President, Climate Control Technologies (since June 2008); President, Climate Control Europe (2005-2008)
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Todd D. Wyman (44)
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11/16/2009
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Senior Vice President, Global Operations and Integrated Supply Chain: (since November 2009); GE Transportation (a unit of General Electric Company), Vice President, Global Supply Chain (2007-2009); GE Transportation, General Manager, Global Supply Chain (2003-2007)
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Robert G. Zafari (53)
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7/1/2010
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Senior Vice President and President, Industrial Technologies (since July 2010); President, TCS and Climate Solutions EMEIA (2009-2010); President, Security Technologies ESA (2007-2008); President, Compact Vehicle Technologies ESA (2003-2006)
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Richard J. Weller (55)
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9/8/2008
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Vice President and Controller (since September 2008); Vice President, Finance (2008); Vice President, Finance, Security Technologies Sector (2005-2008)
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Ordinary shares
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||||||||||
2011
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High
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Low
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Dividend
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||||||
First quarter
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$
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49.07
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$
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43.97
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$
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0.07
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Second quarter
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52.33
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42.75
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0.12
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Third quarter
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47.22
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26.13
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0.12
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Fourth quarter *
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34.18
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26.48
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0.28
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2010
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High
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Low
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Dividend
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||||||
First quarter
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$
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37.51
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$
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31.26
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$
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0.07
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Second quarter
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40.01
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34.49
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0.07
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Third quarter
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38.15
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32.53
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0.07
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Fourth quarter
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47.36
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35.91
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0.07
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Period
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Total number of shares purchased (000's) (a) (b)
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Average price paid per share (a) (b)
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Total number of shares purchased as part of program (000's) (a)
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Approximate dollar value of shares still available to be purchased under the program ($000's)
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||||||
October 1 - October 31
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7,990.8
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$
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28.88
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7,990.5
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$
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1,193,957
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November 1 - November 30
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6,853.7
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31.19
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6,853.6
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980,174
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December 1 - December 31
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4,179.0
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32.76
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4,177.9
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843,295
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Total
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19,023.5
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$
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30.57
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19,022.0
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At and for the years ended December 31,
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2011
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2010
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2009
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2008
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2007
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Net revenues
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$
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14,782.0
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$
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14,001.1
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$
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13,009.1
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$
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12,927.9
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$
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8,401.5
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||||||||||
Net earnings (loss) attributable to Ingersoll-Rand plc ordinary shareholders:
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||||||||||
Continuing operations
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400.0
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759.7
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488.1
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(2,527.6
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)
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756.5
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|||||
Discontinued operations
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(56.8
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)
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(117.5
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)
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(36.8
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)
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(97.2
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)
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3,210.2
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|||||
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||||||||||
Total assets
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18,754.2
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19,990.9
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19,991.0
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20,924.5
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14,376.2
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|||||
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||||||||||
Total debt
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3,642.6
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3,683.9
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4,096.6
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5,124.1
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1,453.7
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|||||
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||||||||||
Total Ingersoll-Rand plc shareholders’ equity
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6,924.3
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|
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7,964.3
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|
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7,071.8
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6,661.4
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7,907.9
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|||||
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||||||||||
Earnings (loss) per share attributable to Ingersoll-Rand plc ordinary shareholders:
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||||||||||
Basic:
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||||||||||
Continuing operations
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$
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1.23
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$
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2.34
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|
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$
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1.52
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$
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(8.41
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)
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$
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2.60
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Discontinued operations
|
|
(0.17
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)
|
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(0.36
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)
|
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(0.11
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)
|
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(0.32
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)
|
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11.04
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|||||
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||||||||||
Diluted:
|
|
|
|
|
|
|
|
|
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|
||||||||||
Continuing operations
|
|
$
|
1.18
|
|
|
$
|
2.24
|
|
|
$
|
1.48
|
|
|
$
|
(8.41
|
)
|
|
$
|
2.56
|
|
Discontinued operations
|
|
(0.17
|
)
|
|
(0.35
|
)
|
|
(0.11
|
)
|
|
(0.32
|
)
|
|
10.87
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Dividends declared per ordinary share
|
|
$
|
0.59
|
|
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$
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0.28
|
|
|
$
|
0.50
|
|
|
$
|
0.72
|
|
|
$
|
0.72
|
|
1.
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2009-2007 amounts have been restated to reflect the KOXKA and Energy Systems businesses as discontinued operations. 2010-2007 amounts have been restated to reflect the Integrated Systems and Services business as discontinued operations.
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2.
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2008 amounts include the results of Trane subsequent to the acquisition date (June 5, 2008 through December 31, 2008).
|
3.
|
2008 Earnings (loss) from continuing operations include an after-tax, non-cash asset impairment charge of $3.4 billion that was recognized in the fourth quarter.
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4.
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2011 amounts represent the operating results of Hussmann Business and Branches through their respective divestiture and transaction dates of September 30, 2011 and November 30, 2011, respectively.
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5.
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2011 Earnings (loss) from continuing operations include an after-tax loss on sale and impairment charges related to the Hussmann divestiture of $
546 million
.
|
6.
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2011 Dividends declared per ordinary share includes a dividend of $
0.16
per ordinary share, declared in December 2011, and payable on March 30, 2012 to shareholders of record on March 12, 2012.
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Dollar amounts in millions, except per share data
|
|
2011
|
|
% of Revenues
|
|
2010
|
|
% of Revenues
|
|
2009
|
|
% of Revenues
|
||||||
Net revenues
|
|
$
|
14,782.0
|
|
|
|
|
$
|
14,001.1
|
|
|
|
|
$
|
13,009.1
|
|
|
|
Cost of goods sold
|
|
(10,493.6
|
)
|
|
71.0%
|
|
(10,059.9
|
)
|
|
71.9%
|
|
(9,437.1
|
)
|
|
72.5%
|
|||
Selling and administrative expenses
|
|
(2,781.2
|
)
|
|
18.8%
|
|
(2,679.8
|
)
|
|
19.1%
|
|
(2,686.8
|
)
|
|
20.7%
|
|||
Loss on sale/asset impairment
|
|
(646.9
|
)
|
|
4.4%
|
|
—
|
|
|
|
|
—
|
|
|
|
|||
Operating income
|
|
860.3
|
|
|
5.8%
|
|
1,261.4
|
|
|
9.0%
|
|
885.2
|
|
|
6.8%
|
|||
Interest expense
|
|
(280.0
|
)
|
|
|
|
(283.2
|
)
|
|
|
|
(301.6
|
)
|
|
|
|||
Other, net
|
|
33.0
|
|
|
|
|
32.5
|
|
|
|
|
10.7
|
|
|
|
|||
Earnings before income taxes
|
|
613.3
|
|
|
|
|
1,010.7
|
|
|
|
|
594.3
|
|
|
|
|||
Provision for income taxes
|
|
(187.2
|
)
|
|
|
|
(228.1
|
)
|
|
|
|
(81.5
|
)
|
|
|
|||
Earnings from continuing operations
|
|
426.1
|
|
|
|
|
782.6
|
|
|
|
|
512.8
|
|
|
|
|||
Discontinued operations, net of tax
|
|
(56.8
|
)
|
|
|
|
(117.5
|
)
|
|
|
|
(36.6
|
)
|
|
|
|||
Net earnings
|
|
369.3
|
|
|
|
|
665.1
|
|
|
|
|
476.2
|
|
|
|
|||
Less: Net earnings attributable to noncontrolling interests
|
|
(26.1
|
)
|
|
|
|
(22.9
|
)
|
|
|
|
(24.9
|
)
|
|
|
|||
Net earnings attributable to Ingersoll-Rand plc
|
|
$
|
343.2
|
|
|
|
|
$
|
642.2
|
|
|
|
|
$
|
451.3
|
|
|
|
Diluted net earnings (loss) per ordinary share attributable to Ingersoll-Rand plc ordinary shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Continuing operations
|
|
$
|
1.18
|
|
|
|
|
$
|
2.24
|
|
|
|
|
$
|
1.48
|
|
|
|
Discontinued operations
|
|
(0.17
|
)
|
|
|
|
(0.35
|
)
|
|
|
|
(0.11
|
)
|
|
|
|||
Net earnings
|
|
$
|
1.01
|
|
|
|
|
$
|
1.89
|
|
|
|
|
$
|
1.37
|
|
|
|
Volume/product mix
|
2.7
|
%
|
Pricing
|
2.7
|
%
|
Currency exchange rates
|
1.6
|
%
|
Acquisitions/Divestitures
|
0.1
|
%
|
Hussmann *
|
(1.5
|
)%
|
Total
|
5.6
|
%
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Interest income
|
|
$
|
25.9
|
|
|
$
|
15.2
|
|
|
$
|
12.6
|
|
Exchange gain (loss)
|
|
2.8
|
|
|
0.9
|
|
|
(36.2
|
)
|
|||
Earnings (loss) from equity investments
|
|
(3.5
|
)
|
|
—
|
|
|
—
|
|
|||
Other
|
|
7.8
|
|
|
16.4
|
|
|
34.3
|
|
|||
Other, net
|
|
$
|
33.0
|
|
|
$
|
32.5
|
|
|
$
|
10.7
|
|
In millions
|
2011
|
|
2010
|
|
2009
|
||||||
Net revenues
|
$
|
818.5
|
|
|
$
|
1,106.1
|
|
|
$
|
1,008.9
|
|
Segment operating income
|
$
|
58.6
|
|
|
$
|
84.4
|
|
|
$
|
19.4
|
|
Dollar amounts in millions
|
|
2011
|
|
% change
|
|
2010
|
|
% change
|
|
2009
|
||||||
Net revenues
|
|
$
|
8,284.6
|
|
|
6.2%
|
|
$
|
7,800.8
|
|
|
8.2%
|
|
$
|
7,211.2
|
|
Segment operating income
|
|
824.6
|
|
|
37.8%
|
|
598.3
|
|
|
38.7%
|
|
431.3
|
|
|||
Segment operating margin
|
|
10.0
|
%
|
|
|
|
7.7
|
%
|
|
|
|
6.0
|
%
|
Dollar amounts in millions
|
|
2011
|
|
% change
|
|
2010
|
|
% change
|
|
2009
|
||||||
Net revenues
|
|
$
|
2,012.7
|
|
|
(5.1)%
|
|
$
|
2,121.7
|
|
|
6.0%
|
|
$
|
2,001.5
|
|
Segment operating income
|
|
62.1
|
|
|
(67.5)%
|
|
191.3
|
|
|
46.5%
|
|
130.6
|
|
|||
Segment operating margin
|
|
3.1
|
%
|
|
|
|
9.0
|
%
|
|
|
|
6.5
|
%
|
Volume/product mix
|
(10.5
|
)%
|
Pricing
|
5.1
|
%
|
Currency exchange rates
|
0.3
|
%
|
Total
|
(5.1
|
)%
|
Volume/product mix
|
9.2
|
%
|
Pricing
|
(0.7
|
)%
|
Devaluation of the Venezuelan Bolivar
|
(2.5
|
)%
|
Total
|
6.0
|
%
|
Dollar amounts in millions
|
|
2011
|
|
% change
|
|
2010
|
|
% change
|
|
2009
|
||||||||
Net revenues
|
|
$
|
2,852.9
|
|
|
14.8
|
%
|
|
$
|
2,485.2
|
|
|
14.5
|
%
|
|
$
|
2,170.0
|
|
Segment operating income
|
|
415.5
|
|
|
33.9
|
%
|
|
310.4
|
|
|
73.9
|
%
|
|
178.5
|
|
|||
Segment operating margin
|
|
14.6
|
%
|
|
|
|
12.5
|
%
|
|
|
|
8.2
|
%
|
Volume/product mix
|
10.3
|
%
|
Pricing
|
2.7
|
%
|
Currency exchange rates
|
1.8
|
%
|
Total
|
14.8
|
%
|
Volume/product mix
|
13.6
|
%
|
Pricing
|
1.1
|
%
|
Currency exchange rates
|
(0.2
|
)%
|
Total
|
14.5
|
%
|
Dollar amounts in millions
|
|
2011
|
|
% change
|
|
2010
|
|
% change
|
|
2009
|
||||||
Net revenues
|
|
$
|
1,631.8
|
|
|
2.4%
|
|
$
|
1,593.4
|
|
|
(2.0)%
|
|
$
|
1,626.4
|
|
Segment operating income
|
|
331.6
|
|
|
1.0%
|
|
328.3
|
|
|
(0.1)%
|
|
328.6
|
|
|||
Segment operating margin
|
|
20.3
|
%
|
|
|
|
20.6
|
%
|
|
|
|
20.2
|
%
|
Volume/product mix
|
(2.4
|
)%
|
Pricing
|
0.8
|
%
|
Currency exchange rates
|
(0.4
|
)%
|
Total
|
(2.0
|
)%
|
In millions
|
2011*
|
|
2010
|
|
2009
|
||||||
Net revenues
|
$
|
818.5
|
|
|
$
|
1,106.1
|
|
|
$
|
1,008.9
|
|
Loss on sale/asset impairment
|
(646.9
|
)
|
**
|
—
|
|
|
—
|
|
|||
Net earnings (loss) attributable to Ingersoll-Rand plc
|
(513.1
|
)
|
|
55.7
|
|
|
13.1
|
|
|||
Diluted earnings (loss) per share attributable to Ingersoll-Rand plc ordinary shareholders:
|
(1.51
|
)
|
|
0.16
|
|
|
0.04
|
|
In millions
|
|
December 31,
2010 |
||
Assets
|
|
|
||
Current assets
|
|
$
|
225.0
|
|
Property, plant and equipment, net
|
|
107.4
|
|
|
Goodwill
|
|
407.4
|
|
|
Intangible assets, net
|
|
389.5
|
|
|
Other assets and deferred income taxes
|
|
5.5
|
|
|
Assets held for sale
|
|
$
|
1,134.8
|
|
Liabilities
|
|
|
||
Current liabilities
|
|
$
|
106.1
|
|
Noncurrent liabilities
|
|
61.0
|
|
|
Liabilities held for sale
|
|
$
|
167.1
|
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Net revenues
|
|
$
|
72.2
|
|
|
$
|
143.6
|
|
|
$
|
186.1
|
|
Pre-tax earnings (loss) from operations
|
|
(69.0
|
)
|
|
(173.4
|
)
|
|
(95.6
|
)
|
|||
Pre-tax gain (loss) on sale
|
|
(57.7
|
)
|
|
(5.4
|
)
|
|
(28.6
|
)
|
|||
Tax benefit (expense)
|
|
69.9
|
|
|
61.3
|
|
|
87.6
|
|
|||
Discontinued operations, net of tax
|
|
$
|
(56.8
|
)
|
|
$
|
(117.5
|
)
|
|
$
|
(36.6
|
)
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Integrated Systems and Services, net of tax
|
|
$
|
(6.3
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
(3.0
|
)
|
Energy Systems, net of tax
|
|
0.2
|
|
|
(17.6
|
)
|
|
(4.3
|
)
|
|||
KOXKA, net of tax
|
|
(3.3
|
)
|
|
(54.0
|
)
|
|
(17.7
|
)
|
|||
Other discontinued operations, net of tax
|
|
(47.4
|
)
|
|
(45.1
|
)
|
|
(11.6
|
)
|
|||
Discontinued operations, net of tax
|
|
$
|
(56.8
|
)
|
|
$
|
(117.5
|
)
|
|
$
|
(36.6
|
)
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Net revenues
|
|
$
|
72.2
|
|
|
$
|
78.0
|
|
|
$
|
92.7
|
|
After-tax earnings (loss) from operations
|
|
$
|
(1.3
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
(3.0
|
)
|
Gain (loss) on sale, net of tax
|
|
(5.0
|
)
|
|
—
|
|
|
—
|
|
|||
Discontinued operations, net of tax
|
|
$
|
(6.3
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
(3.0
|
)
|
In millions
|
December 31,
2010 |
||
Assets
|
|
||
Current assets
|
$
|
25.3
|
|
Goodwill
|
2.5
|
|
|
Intangible assets, net
|
4.4
|
|
|
Assets held for sale
|
$
|
32.2
|
|
Liabilities
|
|
||
Current liabilities
|
$
|
9.1
|
|
Liabilities held for sale
|
$
|
9.1
|
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Net revenues
|
|
$
|
—
|
|
|
$
|
8.9
|
|
|
$
|
10.9
|
|
After-tax earnings (loss) from operations
|
|
$
|
(0.4
|
)
|
|
$
|
(14.4
|
)
|
*
|
$
|
(4.3
|
)
|
Gain (loss) on sale, net of tax
|
|
0.6
|
|
|
(3.2
|
)
|
|
—
|
|
|||
Discontinued operations, net of tax
|
|
$
|
0.2
|
|
|
$
|
(17.6
|
)
|
|
$
|
(4.3
|
)
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Net revenues
|
|
$
|
—
|
|
|
$
|
56.7
|
|
|
$
|
82.5
|
|
After-tax earnings (loss) from operations
|
|
$
|
(3.3
|
)
|
|
$
|
(53.1
|
)
|
*
|
$
|
(17.7
|
)
|
Gain (loss) on sale, net of tax
|
|
—
|
|
|
(0.9
|
)
|
|
—
|
|
|||
Discontinued operations, net of tax
|
|
$
|
(3.3
|
)
|
|
$
|
(54.0
|
)
|
|
$
|
(17.7
|
)
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Retained costs, net of tax
|
|
$
|
(31.8
|
)
|
|
$
|
(45.0
|
)
|
|
$
|
12.4
|
|
Net gain (loss) on disposals, net of tax
|
|
(15.6
|
)
|
|
(0.1
|
)
|
|
(24.0
|
)
|
|||
Discontinued operations, net of tax
|
|
$
|
(47.4
|
)
|
|
$
|
(45.1
|
)
|
|
$
|
(11.6
|
)
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Cash and cash equivalents
|
|
$
|
1,160.7
|
|
|
$
|
1,014.3
|
|
|
$
|
876.7
|
|
Short-term borrowings and current maturities of long-term debt
|
|
763.3
|
|
|
761.6
|
|
|
1,191.7
|
|
|||
Long-term debt
|
|
2,879.3
|
|
|
2,922.3
|
|
|
2,904.9
|
|
|||
Total debt
|
|
3,642.6
|
|
|
3,683.9
|
|
|
4,096.6
|
|
|||
Total Ingersoll-Rand plc shareholders’ equity
|
|
6,924.3
|
|
|
7,964.3
|
|
|
7,071.8
|
|
|||
Total equity
|
|
7,012.4
|
|
|
8,059.1
|
|
|
7,175.7
|
|
|||
Debt-to-total capital ratio
|
|
34.2
|
%
|
|
31.3
|
%
|
|
36.2
|
%
|
In millions
|
|
2011
|
|
2010
|
||||
Debentures with put feature
|
|
$
|
343.6
|
|
|
$
|
343.6
|
|
Exchangeable Senior Notes
|
|
341.2
|
|
|
328.3
|
|
||
Current maturities of long-term debt
|
|
12.5
|
|
|
13.3
|
|
||
Other short-term borrowings
|
|
66.0
|
|
|
76.4
|
|
||
Total
|
|
$
|
763.3
|
|
|
$
|
761.6
|
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Operating cash flow provided by (used in) continuing operations
|
|
$
|
1,230.2
|
|
|
$
|
756.4
|
|
|
$
|
1,756.9
|
|
Investing cash flow provided by (used in) continuing operations
|
|
163.1
|
|
|
(179.0
|
)
|
|
(183.1
|
)
|
|||
Financing cash flow provided by (used in) continuing operations
|
|
(1,246.4
|
)
|
|
(403.7
|
)
|
|
(1,208.1
|
)
|
|
|
Short-term
|
|
Long-term
|
Moody’s
|
|
P-2
|
|
Baa1
|
Standard and Poor’s
|
|
A-2
|
|
BBB+
|
|
|
Less than
1 year
|
|
1 - 3
years
|
|
3 - 5
years
|
|
More than
5 years
|
|
Total
|
||||||||||
Short-term debt
|
|
$
|
66.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
66.0
|
|
Long-term debt
|
|
700.6
|
|
*
|
1,270.2
|
|
|
517.7
|
|
|
1,092.8
|
|
|
3,581.3
|
|
|||||
Interest payments on long-term debt
|
|
231.3
|
|
|
363.4
|
|
|
209.6
|
|
|
1,067.5
|
|
|
1,871.8
|
|
|||||
Purchase obligations
|
|
901.3
|
|
|
1.9
|
|
|
—
|
|
|
—
|
|
|
903.2
|
|
|||||
Operating leases
|
|
123.5
|
|
|
181.5
|
|
|
99.1
|
|
|
64.9
|
|
|
469.0
|
|
|||||
Total contractual cash obligations
|
|
$
|
2,022.7
|
|
|
$
|
1,817.0
|
|
|
$
|
826.4
|
|
|
$
|
2,225.2
|
|
|
$
|
6,891.3
|
|
•
|
Allowance for doubtful accounts – We have provided an allowance for doubtful accounts receivable which represents our best estimate of probable loss inherent in our accounts receivable portfolio. This estimate is based upon our policy, derived from our knowledge of our end markets, customer base and products.
|
•
|
Goodwill and indefinite-lived intangible assets – We have significant goodwill and indefinite-lived intangible assets on our balance sheet related to acquisitions. Our goodwill and other indefinite-lived intangible assets are tested and reviewed annually during the fourth quarter for impairment or when there is a significant change in events or circumstances that indicate that the fair value of an asset is more likely than not less than the carrying amount of the asset.
|
•
|
Long-lived assets and finite-lived intangibles – Long-lived assets and finite-lived intangibles are reviewed for impairment whenever events or changes in business circumstances indicate that the carrying amount of an asset may not be fully recoverable. Assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows can be generated. Impairment in the carrying value of an asset would be recognized whenever anticipated future undiscounted cash flows from an asset are less than its carrying value. The impairment is measured as the amount by which the carrying value exceeds the fair value of the asset as determined by an estimate of discounted cash flows. We believe that our use of estimates and assumptions are reasonable and comply with generally accepted accounting principles. Changes in business conditions could potentially require future adjustments to these valuations.
|
•
|
Loss contingencies – Liabilities are recorded for various contingencies arising in the normal course of business, including litigation and administrative proceedings, environmental and asbestos matters and product liability, product warranty, worker’s compensation and other claims. We have recorded reserves in the financial statements related to these matters, which are developed using input derived from actuarial estimates and historical and anticipated experience data depending
|
•
|
Asbestos matters – Certain of our wholly-owned subsidiaries are named as defendants in asbestos-related lawsuits in state and federal courts. We record a liability for our actual and anticipated future claims as well as an asset for anticipated insurance settlements. Although we were neither a manufacturer nor producer of asbestos, some of our formerly manufactured components from third party suppliers utilized asbestos-related components. As a result, we record certain income and expenses associated with our asbestos liabilities and corresponding insurance recoveries within discontinued operations, net of tax, as they relate to previously divested businesses. Income and expenses associated with Trane’s asbestos liabilities and corresponding insurance recoveries are recorded within continuing operations. Refer to Note 19 to the Consolidated Financial Statements for further details of asbestos-related matters.
|
•
|
Revenue recognition – Revenue is recognized and earned when all of the following criteria are satisfied: (a) persuasive evidence of a sales arrangement exists; (b) price is fixed or determinable; (c) collectability is reasonably assured; and (d) delivery has occurred or service has been rendered. Delivery generally occurs when the title and the risks and rewards of ownership have substantially transferred to the customer. Revenue from maintenance contracts or extended warranties is recognized on a straight-line basis over the life of the contract, unless another method is more representative of the costs incurred. We enter into agreements that contain multiple elements, such as equipment, installation and service revenue. For multiple-element arrangements, the revenue relating to undelivered elements is deferred until delivery of the deferred elements. We recognize revenue for delivered elements when the delivered item has stand-alone value to the customer, customer acceptance has occurred, and there are only customary refund or return rights related to the delivered elements. Revenues from certain of our equipment and the related installation sold under construction-type contracts are recorded using the percentage-of-completion method in accordance with GAAP.
|
•
|
Income taxes – Deferred tax assets and liabilities are determined based on temporary differences between financial reporting and tax bases of assets and liabilities, applying enacted tax rates expected to be in effect for the year in which the differences are expected to reverse. We recognize future tax benefits, such as net operating losses and non-U.S. tax credits, to the extent that realizing these benefits is considered in our judgment to be more likely than not. We regularly review the recoverability of our deferred tax assets considering our historic profitability, projected future taxable income, timing of the reversals of existing temporary differences and the feasibility of our tax planning strategies. Where appropriate, we record a valuation allowance with respect to a future tax benefit.
|
•
|
Employee benefit plans – We provide a range of benefits to eligible employees and retired employees, including pensions, postretirement and postemployment benefits. Determining the cost associated with such benefits is dependent on various actuarial assumptions including discount rates, expected return on plan assets, compensation increases, employee mortality, turnover rates and healthcare cost trend rates. Actuarial valuations are performed to determine expense in accordance with GAAP. Actual results may differ from the actuarial assumptions and are generally accumulated and amortized into earnings over future periods. We review our actuarial assumptions at each measurement date and make modifications to the assumptions based on current rates and trends, if appropriate. The discount rate, the rate of compensation increase and the expected long-term rates of return on plan assets are determined as of each measurement date. A discount rate reflects a rate at which pension benefits could be effectively settled. Discount rates for all plans are established using hypothetical yield curves based on the yields of corporate bonds rated AA quality. Spot rates are developed from the yield curve and used to discount future benefit payments. Prior to 2010, for non-U.S. plans the discount rates were based upon a review of the current yields reported on AA corporate bonds or the yields of high-quality fixed-income investments available and expected to be available during the life of the plans. The rate of compensation increase is dependent on expected future compensation levels. The expected long-term rate of return on plan assets reflects the average rate of returns expected on the funds invested or to be invested to provide for the benefits included in the projected benefit obligation. The expected long-term rate of return on plan assets is based on what is achievable given the plan’s investment policy, the types of assets
|
(a)
|
The following Consolidated Financial Statements and Financial Statement Schedules and the report thereon of PricewaterhouseCoopers LLP dated
February 21, 2012
, are presented following Item 15 of this Annual Report on Form 10-K.
|
(b)
|
The unaudited selected quarterly financial data for the two years ended
December 31,
is as follows:
|
In millions, except per share amounts
|
|
2011
|
||||||||||||||
|
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
||||||||
Net revenues
|
|
$
|
3,273.8
|
|
|
$
|
4,091.4
|
|
|
$
|
3,910.1
|
|
|
$
|
3,506.7
|
|
Cost of goods sold
|
|
(2,368.6
|
)
|
|
(2,862.9
|
)
|
|
(2,756.2
|
)
|
|
(2,505.9
|
)
|
||||
Operating income
|
|
41.9
|
|
|
298.7
|
|
|
180.5
|
|
|
339.2
|
|
||||
Net earnings
|
|
(71.5
|
)
|
|
99.3
|
|
|
93.5
|
|
|
248.0
|
|
||||
Net earnings attributable to Ingersoll-Rand plc
|
|
(77.6
|
)
|
|
92.3
|
|
|
86.2
|
|
|
242.2
|
|
||||
Earnings per share attributable to Ingersoll-Rand plc ordinary shareholders:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
(0.2
|
)
|
|
$
|
0.28
|
|
|
$
|
0.26
|
|
|
$
|
0.79
|
|
Diluted
|
|
$
|
(0.2
|
)
|
|
$
|
0.26
|
|
|
$
|
0.25
|
|
|
$
|
0.76
|
|
|
|
2010
|
||||||||||||||
|
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
||||||||
Net revenues
|
|
$
|
2,915.4
|
|
|
$
|
3,682.0
|
|
|
$
|
3,710.6
|
|
|
$
|
3,693.1
|
|
Cost of goods sold
|
|
(2,131.1
|
)
|
|
(2,626.9
|
)
|
|
(2,626.9
|
)
|
|
(2,674.9
|
)
|
||||
Operating income
|
|
145.4
|
|
|
389.0
|
|
|
411.8
|
|
|
315.2
|
|
||||
Net earnings
|
|
6.0
|
|
|
201.9
|
|
|
237.6
|
|
|
219.6
|
|
||||
Net earnings attributable to Ingersoll-Rand plc
|
|
1.4
|
|
|
196.4
|
|
|
232.2
|
|
|
212.1
|
|
||||
Earnings per share attributable to Ingersoll-Rand plc ordinary shareholders:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
—
|
|
|
$
|
0.61
|
|
|
$
|
0.72
|
|
|
$
|
0.65
|
|
Diluted
|
|
$
|
—
|
|
|
$
|
0.58
|
|
|
$
|
0.68
|
|
|
$
|
0.62
|
|
1.
|
In the first, second, third and fourth quarters of 2011, Operating income includes a $186 million, $201 million, $265 million and ($5) million pre-tax charge (benefit), respectively, for Loss on sale/asset impairment related to the divestiture of the Hussmann Business and Branches.
|
2.
|
In the first quarter of 2010, Net earnings includes a $40.5 million non-cash charge related to the enactment of the Patient Protection and Affordable Care Act.
|
(a) 1. and 2.
|
Financial statements and financial statement schedule
See Item 8.
|
|
|
3.
|
Exhibits
|
|
The exhibits listed on the accompanying index to exhibits are filed as part of this Annual Report on Form 10-K.
|
Exhibit No.
|
|
Description
|
|
Method of Filing
|
|
|
|
|
|
|
|
2.1
|
|
Asset and Stock Purchase Agreement, dated as of July 29, 2007, among Ingersoll-Rand Company Limited, on behalf of itself and certain of its subsidiaries, and Doosan Infracore Co., Ltd. and Doosan Engine Co., Ltd., on behalf of themselves and certain of their subsidiaries
|
|
Incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K (File No. 001-16831) filed with the SEC on July 31, 2007.
|
|
|
|
|
|
|
|
2.2
|
|
Separation and Distribution Agreement, dated as of July 16, 2007, by and between Trane Inc. (formerly American Standard Companies Inc.) and WABCO Holdings Inc.
|
|
Incorporated by reference to Exhibit 2.1 to Trane Inc.’s Form 8-K (File No. 001-11415) filed with the SEC on July 20, 2007.
|
|
|
|
|
|
|
|
3.1
|
|
Memorandum of Association of Ingersoll-Rand plc
|
|
Incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
3.2
|
|
Articles of Association of Ingersoll-Rand plc
|
|
Incorporated by reference to Exhibit 3.2 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
3.3
|
|
Certificate of Incorporation of Ingersoll-Rand plc
|
|
Incorporated by reference to Exhibit 3.3 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
|
|
The Company and its subsidiaries are parties to several long-term debt instruments under which, in each case, the total amount of securities authorized does not exceed 10% of the total assets of the Company and its subsidiaries on a consolidated basis.
|
|
Pursuant to paragraph 4 (iii)(A) of Item 601 (b) of Regulation S-K, the Company agrees to furnish a copy of such instruments to the Securities and Exchange Commission upon request.
|
|
|
|
|
|
|
|
Exhibit No.
|
|
Description
|
|
Method of Filing
|
|
4.1
|
|
Indenture, dated as of August 12, 2008, among the Company, Ingersoll-Rand Global Holding Company Limited and Wells Fargo Bank, N.A., as Trustee (replacing the Indenture originally filed as Exhibit 4.1 to the Company’s Form 10-Q (File No. 001-16831) for the period ended September 30, 2008 as filed with the SEC on 11/07/2008)
|
|
Incorporated by reference to Exhibit 4.4 to the Company’s Form 10-K for the fiscal year ended 2008 (File No. 001-16831) filed with the SEC on March 2, 2009.
|
|
|
|
|
|
|
|
4.2
|
|
First Supplemental Indenture, dated as of August 15, 2008, among the Company, Ingersoll-Rand Global Holding Company Limited and Wells Fargo Bank, N.A., as trustee, to that certain Indenture, dated as of August 12, 2008, among the Company, Ingersoll-Rand Global Holding Company Limited and Wells Fargo Bank, N.A., as trustee
|
|
Incorporated by reference to Exhibit 1.1 to the Company’s Form 8-K (File No. 001-16831) filed with the SEC on August 18, 2008.
|
|
|
|
|
|
|
|
4.3
|
|
Second Supplemental Indenture, dated as of April 3, 2009, among the Company, Ingersoll-Rand Global Holding Company Limited and Wells Fargo Bank, N.A., as trustee, to that certain Indenture, dated as of August 12, 2008, among the Company, Ingersoll-Rand Global Holding Company Limited and Wells Fargo Bank, N.A., as trustee
|
|
Incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K (File No. 001-16831) filed with the SEC on April 6, 2009.
|
|
|
|
|
|
|
|
4.4
|
|
Third Supplemental Indenture, dated as of April 6, 2009, among the Company, Ingersoll-Rand Global Holding Company Limited and Wells Fargo Bank, N.A., as trustee, to that certain Indenture, dated as of August 12, 2008, among the Company, Ingersoll-Rand Global Holding Company Limited and Wells Fargo Bank, N.A., as trustee
|
|
Incorporated by reference to Exhibit 4.2 to the Company’s Form 8-K (File No. 001-16831) filed with the SEC on April 6, 2009.
|
|
|
|
|
|
|
|
4.5
|
|
Fourth Supplemental Indenture, dated as of June 29, 2009, among Ingersoll-Rand Global Holding Company Limited, a Bermuda exempted company, Ingersoll-Rand Company Limited, a Bermuda exempted company, Ingersoll-Rand International Holding Limited, a Bermuda exempted company, Ingersoll-Rand plc, an Irish public limited company, and Wells Fargo Bank, N.A., as Trustee, to the Indenture dated as of August 12, 2008
|
|
Incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
Exhibit No.
|
|
Description
|
|
Method of Filing
|
|
4.6
|
|
Fifth Supplemental Indenture, dated as of June 29, 2009, among Ingersoll-Rand Company, a New Jersey corporation, Ingersoll-Rand plc, an Irish public limited company, Ingersoll-Rand International Holding Limited, a Bermuda exempted company, and The Bank of New York Mellon, as Trustee, to the Indenture dated as of August 1, 1986
|
|
Incorporated by reference to Exhibit 4.3 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
4.7
|
|
Indenture, dated as of May 24. 2005, among Ingersoll-Rand Company Limited, Ingersoll-Rand Company and Wells Fargo Bank, N.A., as trustee
|
|
Incorporated by reference to Exhibit 10.2 to the Company’s 8-K (File No. 001-16831) filed with the SEC on May 27, 2005.
|
|
|
|
|
|
|
|
4.8
|
|
First Supplemental Indenture, dated as of June 29, 2009, among Ingersoll-Rand Company Limited, a Bermuda exempted company, Ingersoll-Rand Company, a New Jersey corporation, Ingersoll-Rand International Holding Limited, a Bermuda exempted company, Ingersoll-Rand plc, an Irish public limited company, and Wells Fargo Bank, N.A., as Trustee, to the Indenture dated as of May 24, 2005
|
|
Incorporated by reference to Exhibit 4.2 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
4.9
|
|
Indenture, dated as of April 1, 2005, among the American Standard Inc., Trane Inc. (formerly American Standard Companies Inc.), American Standard International Inc. and The Bank of New York Trust Company, N.A., as trustee
|
|
Incorporated by reference to Exhibit 4.1 to Trane, Inc.’s 8-K (File No. 001-11415) filed with the SEC on April 1, 2005.
|
|
|
|
|
|
|
|
4.10
|
|
Form of Ordinary Share Certificate of Ingersoll-Rand plc
|
|
Incorporated by reference to Exhibit 4.6 to the Company’s Form S-3 (File No. 333-161334) filed with the SEC on August 13, 2009.
|
|
|
|
|
|
|
|
10.1
|
|
Form of IR Stock Option Grant Agreement (February 2012)
|
|
Filed herewith.
|
|
|
|
|
|
|
|
10.2
|
|
Form of IR Restricted Stock Unit Grant Agreement (February 2012)
|
|
Filed herewith.
|
|
|
|
|
|
|
|
10.3
|
|
Form of IR Performance Stock Unit Grant Agreement (February 2012)
|
|
Filed herewith.
|
|
|
|
|
|
|
|
Exhibit No.
|
|
Description
|
|
Method of Filing
|
|
10.4
|
|
Credit Agreement dated as of May 26, 2010 among the Company, Ingersoll-Rand Global Holding Company Limited, Ingersoll-Rand Company Limited, Ingersoll-Rand International Holding Limited, J.P. Morgan Chase Bank, N.A., as Administrative Agent, Citibank, N.A., as Syndication Agent, Bank of America, N.A., BNP Paribas, Deutsche Bank Securities Inc., Goldman Sachs Bank US and Morgan Stanley MUFG Loan Partners, LLC, as Documentation Agents, and J.P. Morgan Securities Inc. and Citigroup Global Markets Inc., as joint lead arrangers and joint bookrunners; and certain lending institutions from time to time parties thereto
|
|
Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on June 2, 2010.
|
|
|
|
|
|
|
|
10.5
|
|
Credit Agreement dated as of May 20, 2011 among the Company; Ingersoll-Rand Global Holding Company Limited; J.P. Morgan Chase Bank, N.A., as Administrative Agent, Citibank, N.A., as Syndication Agent, Bank of America, N.A., BNP Paribas, Deutsche Bank Securities Inc., Goldman Sachs Bank USA and Morgan Stanley MUFG Loan Parties, LLC , as Documentation Agents, and J.P. Morgan Securities Inc. and Citigroup Global Markets Inc., as joint lead arrangers and joint bookrunners; and certain lending institutions from time to time parties thereto
|
|
Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on May 24, 2010.
|
|
|
|
|
|
|
|
10.6
|
|
Issuing and Paying Agency Agreement by and among Ingersoll-Rand Global Holding Company Limited, Ingersoll-Rand plc, Ingersoll-Rand Company Limited, Ingersoll-Rand International Holding Limited and JPMorgan Chase Bank, National Association, dated as of July 1, 2009
|
|
Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 6, 2009.
|
|
|
|
|
|
|
|
10.7
|
|
Amended and Restated Commercial Paper Dealer Agreement among Ingersoll-Rand Global Holding Company Limited, Ingersoll-Rand Company Limited, Ingersoll-Rand plc, Ingersoll-Rand International Holding Limited and J.P. Morgan Securities Inc., dated as of July 1, 2009
|
|
Incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 6, 2009.
|
|
|
|
|
|
|
|
Exhibit No.
|
|
Description
|
|
Method of Filing
|
|
10.8
|
|
Amended and Restated Commercial Paper Dealer Agreement among Ingersoll-Rand Global Holding Company Limited, Ingersoll-Rand Company Limited, Ingersoll-Rand plc, Ingersoll-Rand International Holding Limited and Banc of America Securities LLC, dated as of July 1, 2009
|
|
Incorporated by reference to Exhibit 10.3 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 6, 2009.
|
|
|
|
|
|
|
|
10.9
|
|
Amended and Restated Commercial Paper Dealer Agreement among Ingersoll-Rand Global Holding Company Limited, Ingersoll-Rand Company Limited, Ingersoll-Rand plc, Ingersoll-Rand International Holding Limited and Citigroup Global Markets Inc., dated as of July 1, 2009
|
|
Incorporated by reference to Exhibit 10.4 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 6, 2009.
|
|
|
|
|
|
|
|
10.10
|
|
Amended and Restated Commercial Paper Dealer Agreement among Ingersoll-Rand Global Holding Company Limited, Ingersoll-Rand Company Limited, Ingersoll-Rand plc, Ingersoll-Rand International Holding Limited and Deutsche Bank Securities Inc., dated as of July 1, 2009
|
|
Incorporated by reference to Exhibit 10.5 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 6, 2009.
|
|
|
|
|
|
|
|
10.11
|
|
Deed Poll Indemnity of Ingersoll-Rand plc, an Irish public limited company, as to the directors, secretary and officers and senior executives of Ingersoll-Rand plc and the directors and officers of Ingersoll-Rand plc’s subsidiaries
|
|
Incorporated by reference to Exhibit 10.5 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.12
|
|
Deed Poll Indemnity of Ingersoll-Rand Company Limited, a Bermuda company, as to the directors, secretary and officers and senior executives of Ingersoll-Rand plc and the directors and officers of Ingersoll-Rand plc’s subsidiaries
|
|
Incorporated by reference to Exhibit 10.6 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.13
|
|
Tax Sharing Agreement, dated as of July 16, 2007, by and among American Standard Companies Inc. and certain of its subsidiaries and WABCO Holdings Inc. and certain of its subsidiaries
|
|
Incorporated by reference to Exhibit 10.1 to Trane Inc.’s Form 8-K (File No. 001-11415) filed with the SEC on July 20, 2007.
|
|
|
|
|
|
|
|
10.14
|
|
Ingersoll-Rand plc Incentive Stock Plan of 2007 (amended and restated as of December 1, 2010)
|
|
Incorporated by reference to Exhibit 10.18 to the Company’s Form 10-K for the fiscal year ended 2010 (File No. 001-34400) filed with the SEC on February 22, 2011.
|
|
|
|
|
|
|
|
10.15
|
|
Ingersoll-Rand plc Incentive Stock Plan of 1998 (amended and restated as of July 1, 2009)
|
|
Incorporated by reference to Exhibit 10.8 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
Exhibit No.
|
|
Description
|
|
Method of Filing
|
|
10.16
|
|
Ingersoll-Rand Company Incentive Stock Plan of 1995 (amended and restated effective July 1, 2009)
|
|
Incorporated by reference to Exhibit 10.7 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.17
|
|
IR Executive Deferred Compensation Plan (as amended and restated effective July 1, 2009)
|
|
Incorporated by reference to Exhibit 10.9 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.18
|
|
IR Executive Deferred Compensation Plan II (as amended and restated effective July 1, 2009)
|
|
Incorporated by reference to Exhibit 10.10 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.19
|
|
First Amendment to IR Executive Deferred Compensation Plan II (dated December 22, 2009)
|
|
Filed herewith.
|
|
|
|
|
|
|
|
10.20
|
|
Second Amendment to IR Executive Deferred Compensation Plan II (dated December 23, 2010)
|
|
Filed herewith.
|
|
|
|
|
|
|
|
10.21
|
|
IR-plc Director Deferred Compensation and Stock Award Plan (as amended and restated effective July 1, 2009)
|
|
Incorporated by reference to Exhibit 10.11 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.22
|
|
IR-plc Director Deferred Compensation and Stock Award Plan II (as amended and restated effective July 1, 2009)
|
|
Incorporated by reference to Exhibit 10.12 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.23
|
|
Ingersoll-Rand Company Supplemental Employee Savings Plan (amended and restated effective July 1, 2009)
|
|
Incorporated by reference to Exhibit 10.13 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.24
|
|
Ingersoll-Rand Company Supplemental Employee Savings Plan II (effective January 1, 2005 and amended and restated through July 1, 2009)
|
|
Incorporated by reference to Exhibit 10.14 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.25
|
|
First Amendment to Ingersoll-Rand Company Supplemental Employee Savings Plan II (dated January 1, 2010)
|
|
Filed herewith.
|
|
|
|
|
|
|
|
10.26
|
|
Second Amendment to Ingersoll-Rand Company Supplemental Employee Savings Plan II (dated December 23, 2010)
|
|
Filed herewith.
|
|
|
|
|
|
|
|
10.27
|
|
Trane Inc. 2002 Omnibus Incentive Plan (restated to include all amendments through July 1, 2009)
|
|
Incorporated by reference to Exhibit 10.17 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.28
|
|
Trane Inc. Stock Incentive Plan (restated to include all amendments through July 1, 2009)
|
|
Incorporated by reference to Exhibit 10.18 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.29
|
|
Trane Inc. Deferred Compensation Plan (as amended and restated as of July 1, 2009, except where otherwise stated)
|
|
Incorporated by reference to Exhibit 10.19 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
Exhibit No.
|
|
Description
|
|
Method of Filing
|
|
10.30
|
|
Trane Inc. Supplemental Savings Plan (restated to include all amendments through July 1, 2009)
|
|
Incorporated by reference to Exhibit 10.20 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.31
|
|
First Amendment to Trane Inc. Supplemental Savings Plan (January 1, 2010)
|
|
Filed herewith.
|
|
|
|
|
|
|
|
10.32
|
|
Ingersoll-Rand Company Supplemental Pension Plan (Amended and Restated Effective January 1, 2005)
|
|
Incorporated by reference to Exhibit 10.28 to the Company’s Form 10-K for the fiscal year ended 2008 (File No. 001-16831) filed with the SEC on March 2, 2009.
|
|
|
|
|
|
|
|
10.33
|
|
First Amendment to the Ingersoll-Rand Company Supplemental Pension Plan, dated as of July 1, 2009
|
|
Incorporated by reference to Exhibit 10.21 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.34
|
|
Ingersoll-Rand Company Supplemental Pension Plan II (Effective January 1, 2005)
|
|
Incorporated by reference to Exhibit 10.29 to the Company’s Form 10-K for the fiscal year ended 2008 (File No. 001-16831) filed with the SEC on March 2, 2009.
|
|
|
|
|
|
|
|
10.35
|
|
First Amendment to the Ingersoll-Rand Company Supplemental Pension Plan II, dated as of July 1, 2009
|
|
Incorporated by reference to Exhibit 10.22 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.36
|
|
Ingersoll-Rand Company Elected Officers Supplemental Plan II (Effective January 1, 2005 and Amended and Restated through January 1, 2009)
|
|
Incorporated by reference to Exhibit 10.36 to the Company’s Form 10-K for the fiscal year ended 2008 (File No. 001-16831) filed with the SEC on March 2, 2009.
|
|
|
|
|
|
|
|
10.37
|
|
First Amendment to the Ingersoll-Rand Company Elected Officer Supplemental Program II through July 1, 2009
|
|
Incorporated by reference to Exhibit 10.25 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009.
|
|
|
|
|
|
|
|
10.38
|
|
Second Amendment to the Ingersoll-Rand Company Elected Officer Supplemental Program II dated July 2, 2010
|
|
Incorporated by reference to Exhibit 10.43 to the Company’s Form 10-K for the fiscal year ended 2010 (File No. 001-34400) filed with the SEC on February 22, 2011.
|
|
|
|
|
|
|
|
10.39
|
|
Senior Executive Performance Plan
|
|
Filed herewith.
|
|
|
|
|
|
|
|
10.40
|
|
Description of Annual Incentive Matrix Program
|
|
Filed herewith.
|
|
|
|
|
|
|
|
10.41
|
|
Form of Tier 1 Change in Control Agreement (Officers before May 19, 2009)
|
|
Incorporated by reference to Exhibit 99.1 to the Company’s Form 8-K (File No. 001-16831) filed with the SEC on December 4, 2006.
|
|
|
|
|
|
|
|
10.42
|
|
Form of Tier 2 Change in Control Agreement (Officers before May 19, 2009)
|
|
Incorporated by reference to Exhibit 99.2 to the Company’s Form 8-K (File No. 001-16831) filed with the SEC on December 4, 2006.
|
|
|
|
|
|
|
|
Exhibit No.
|
|
Description
|
|
Method of Filing
|
|
10.43
|
|
Form of Tier 1 Change in Control Agreement (New Officers on or after May 19, 2009)
|
|
Incorporated by reference to Exhibit 10.32 to the Company’s Form 10-Q for the period ended June 30, 2009 (File No. 001-34400) filed with the SEC on August 6, 2009.
|
|
|
|
|
|
|
|
10.44
|
|
Form of Tier 2 Change in Control Agreement (New Officers on or after May 19, 2009)
|
|
Incorporated by reference to Exhibit 10.33 to the Company’s Form 10-Q for the period ended June 30, 2009 (File No. 001-34400) filed with the SEC on August 6, 2009.
|
|
|
|
|
|
|
|
10.45
|
|
Steven B. Hochhauser Offer Letter, dated June 6, 2008 (as revised on June 10, 2008)
|
|
Incorporated by reference to Exhibit 10.14 to the Company’s Form 10-Q for the period ended June 30, 2008 (File No. 001-16831) filed with the SEC on August 8, 2008.
|
|
|
|
|
|
|
|
10.46
|
|
Steven R. Shawley Offer Letter, dated June 5, 2008
|
|
Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-16831) filed with the SEC on June 10, 2008.
|
|
|
|
|
|
|
|
10.47
|
|
Addendum to Steven R. Shawley Offer Letter, dated August 7, 2008
|
|
Incorporated by reference to Exhibit 10.9 to the Company’s Form 10-Q for the period ended June 30, 2008 (File No. 001-16831) filed with the SEC on August 8, 2008.
|
|
|
|
|
|
|
|
10.48
|
|
Didier Teirlinck Offer Letter, dated June 5, 2008
|
|
Incorporated by reference to Exhibit 10.4 to the Company’s Form 8-K (File No. 001-16831) filed with the SEC on June 10, 2008.
|
|
|
|
|
|
|
|
10.49
|
|
Addendum to Didier Teirlinck Offer Letter, dated July 17, 2008
|
|
Incorporated by reference to Exhibit 10.13 to the Company’s Form 10-Q for the period ended June 30, 2008 (File No. 001-16831) filed with the SEC on August 8, 2008.
|
|
|
|
|
|
|
|
10.50
|
|
Michael W. Lamach Letter, dated December 24, 2003
|
|
Incorporated by reference to Exhibit 10.23 to the Company’s Form 10-K for the fiscal year ended 2003 (File No. 001-16831) filed with the SEC on February 27, 2004.
|
|
|
|
|
|
|
|
10.51
|
|
Michael W. Lamach Letter, dated June 4, 2008
|
|
Incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No. 001-16831) filed with the SEC on June 10, 2008.
|
|
|
|
|
|
|
|
10.52
|
|
Michael W. Lamach Letter, dated February 4, 2009
|
|
Incorporated by reference to Exhibit 10.43 to the Company’s Form 10-K for the fiscal year ended 2008 (File No. 001-16831) filed with the SEC on March 2, 2009.
|
|
|
|
|
|
|
|
Exhibit No.
|
|
Description
|
|
Method of Filing
|
|
10.53
|
|
Michael W. Lamach Letter, dated February 3, 2010
|
|
Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on February 5, 2010.
|
|
|
|
|
|
|
|
10.54
|
|
Robert Zafari Letter and Addendum, dated as of August 25, 2010
|
|
Incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q for the period ended September 30, 2010 (File No. 001-34400) filed with the SEC on November 1, 2010.
|
|
|
|
|
|
|
|
10.55
|
|
Robert L. Katz Letter
|
|
Incorporated by reference to Exhibit 10.65 to the Company’s Form 10-K for the fiscal year ended 2010 (File No. 001-34400) filed with the SEC on February 22, 2011.
|
|
|
|
|
|
|
|
10.56
|
|
Employment Agreement with Marcia J. Avedon, Senior Vice President, dated January 8, 2007
|
|
Incorporated by reference to Exhibit 10.45 to the Company's Form 10-K for the fiscal year ended December 31, 2006 (File No. 001-16831) filed with the SEC on March 1, 2007.
|
|
|
|
|
|
|
|
12
|
|
Computations of Ratios of Earnings to Fixed Charges
|
|
Filed herewith.
|
|
|
|
|
|
|
|
21
|
|
List of Subsidiaries of Ingersoll-Rand plc
|
|
Filed herewith.
|
|
|
|
|
|
|
|
23.1
|
|
Consent of Independent Registered Public Accounting Firm
|
|
Filed herewith.
|
|
|
|
|
|
|
|
31.1
|
|
Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) or Rule 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
Filed herewith.
|
|
|
|
|
|
|
|
31.2
|
|
Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) or Rule 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
Filed herewith.
|
|
|
|
|
|
|
|
32
|
|
Certifications of Chief Executive Officer and Chief Financial Officer Pursuant to Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
Furnished herewith.
|
|
|
|
|
|
|
|
Exhibit No.
|
|
Description
|
|
Method of Filing
|
|
101
|
|
The following materials from the Company’s Annual Report on Form 10-K for the year ended December 31, 2011, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Income Statement, (ii) the Consolidated Balance Sheet, (iii) the Consolidated Statement of Equity, (iv) the Consolidated Statement of Cash Flows, and (v) Notes to Consolidated Financial Statements.
|
|
Furnished herewith.
|
|
By:
|
|
/s/ Michael W. Lamach
|
|
|
Michael W. Lamach
|
|
|
Chief Executive Officer
|
Date:
|
|
February 21, 2012
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ Michael W. Lamach
|
|
Chairman of the Board, Chief Executive Officer and President (Principal Executive Officer)
|
|
February 21, 2012
|
(Michael W. Lamach)
|
|
|
|
|
|
|
|
|
|
/s/ Steven R. Shawley
|
|
Senior Vice President and Chief Financial Officer (Principal Financial Officer)
|
|
February 21, 2012
|
(Steven R. Shawley)
|
|
|
|
|
|
|
|
|
|
/s/ Richard J. Weller
|
|
Vice President and Controller (Principal Accounting Officer)
|
|
February 21, 2012
|
(Richard J. Weller)
|
|
|
|
|
|
|
|
|
|
/s/ Ann C. Berzin
|
|
Director
|
|
February 21, 2012
|
(Ann C. Berzin)
|
|
|
|
|
|
|
|
|
|
/s/ John Bruton
|
|
Director
|
|
February 21, 2012
|
(John Bruton)
|
|
|
|
|
|
|
|
|
|
/s/ Jared L. Cohon
|
|
Director
|
|
February 21, 2012
|
(Jared L. Cohon)
|
|
|
|
|
|
|
|
|
|
/s/ Gary D. Forsee
|
|
Director
|
|
February 21, 2012
|
(Gary D. Forsee)
|
|
|
|
|
|
|
|
|
|
/s/ Peter C. Godsoe
|
|
Director
|
|
February 21, 2012
|
(Peter C. Godsoe)
|
|
|
|
|
|
|
|
|
|
/s/ Edward E. Hagenlocker
|
|
Director
|
|
February 21, 2012
|
(Edward E. Hagenlocker)
|
|
|
|
|
|
|
|
|
|
/s/ Constance J. Horner
|
|
Director
|
|
February 21, 2012
|
(Constance J. Horner)
|
|
|
|
|
|
|
|
|
|
/s/ Theodore E. Martin
|
|
Director
|
|
February 21, 2012
|
(Theodore E. Martin)
|
|
|
|
|
|
|
|
|
|
/s/ Richard J. Swift
|
|
Director
|
|
February 21, 2012
|
(Richard J. Swift)
|
|
|
|
|
|
|
|
|
|
/s/ Tony L. White
|
|
Director
|
|
February 21, 2012
|
(Tony L. White)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the years ended December 31,
|
|
2011
|
|
2010
|
|
2009
|
||||||
Net revenues
|
|
$
|
14,782.0
|
|
|
$
|
14,001.1
|
|
|
$
|
13,009.1
|
|
Cost of goods sold
|
|
(10,493.6
|
)
|
|
(10,059.9
|
)
|
|
(9,437.1
|
)
|
|||
Selling and administrative expenses
|
|
(2,781.2
|
)
|
|
(2,679.8
|
)
|
|
(2,686.8
|
)
|
|||
Loss on sale/asset impairment
|
|
(646.9
|
)
|
|
—
|
|
|
—
|
|
|||
Operating income
|
|
860.3
|
|
|
1,261.4
|
|
|
885.2
|
|
|||
Interest expense
|
|
(280.0
|
)
|
|
(283.2
|
)
|
|
(301.6
|
)
|
|||
Other, net
|
|
33.0
|
|
|
32.5
|
|
|
10.7
|
|
|||
Earnings before income taxes
|
|
613.3
|
|
|
1,010.7
|
|
|
594.3
|
|
|||
Provision for income taxes
|
|
(187.2
|
)
|
|
(228.1
|
)
|
|
(81.5
|
)
|
|||
Earnings from continuing operations
|
|
426.1
|
|
|
782.6
|
|
|
512.8
|
|
|||
Discontinued operations, net of tax
|
|
(56.8
|
)
|
|
(117.5
|
)
|
|
(36.6
|
)
|
|||
Net earnings
|
|
369.3
|
|
|
665.1
|
|
|
476.2
|
|
|||
Less: Net earnings attributable to noncontrolling interests
|
|
(26.1
|
)
|
|
(22.9
|
)
|
|
(24.9
|
)
|
|||
Net earnings attributable to Ingersoll-Rand plc
|
|
$
|
343.2
|
|
|
$
|
642.2
|
|
|
$
|
451.3
|
|
Amounts attributable to Ingersoll-Rand plc ordinary shareholders:
|
|
|
|
|
|
|
||||||
Continuing operations
|
|
$
|
400.0
|
|
|
$
|
759.7
|
|
|
$
|
488.1
|
|
Discontinued operations
|
|
(56.8
|
)
|
|
(117.5
|
)
|
|
(36.8
|
)
|
|||
Net earnings
|
|
$
|
343.2
|
|
|
$
|
642.2
|
|
|
$
|
451.3
|
|
Earnings (loss) per share attributable to Ingersoll-Rand plc ordinary shareholders:
|
|
|
|
|
|
|
||||||
Basic:
|
|
|
|
|
|
|
||||||
Continuing operations
|
|
$
|
1.23
|
|
|
$
|
2.34
|
|
|
$
|
1.52
|
|
Discontinued operations
|
|
(0.17
|
)
|
|
(0.36
|
)
|
|
(0.11
|
)
|
|||
Net earnings
|
|
$
|
1.06
|
|
|
$
|
1.98
|
|
|
$
|
1.41
|
|
Diluted:
|
|
|
|
|
|
|
||||||
Continuing operations
|
|
$
|
1.18
|
|
|
$
|
2.24
|
|
|
$
|
1.48
|
|
Discontinued operations
|
|
(0.17
|
)
|
|
(0.35
|
)
|
|
(0.11
|
)
|
|||
Net earnings
|
|
$
|
1.01
|
|
|
$
|
1.89
|
|
|
$
|
1.37
|
|
December 31,
|
|
2011
|
|
2010
|
||||
ASSETS
|
|
|
|
|
||||
Current assets:
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
1,160.7
|
|
|
$
|
1,014.3
|
|
Accounts and notes receivable, net
|
|
2,145.8
|
|
|
2,224.2
|
|
||
Inventories
|
|
1,282.0
|
|
|
1,288.5
|
|
||
Prepaid expenses
|
|
334.1
|
|
|
336.6
|
|
||
Deferred taxes and current tax receivable
|
|
259.1
|
|
|
255.6
|
|
||
Assets held for sale
|
|
0.9
|
|
|
1,168.2
|
|
||
Total current assets
|
|
5,182.6
|
|
|
6,287.4
|
|
||
Property, plant and equipment, net
|
|
1,640.6
|
|
|
1,669.0
|
|
||
Goodwill
|
|
6,105.1
|
|
|
6,150.3
|
|
||
Intangible assets, net
|
|
4,337.1
|
|
|
4,479.1
|
|
||
Other noncurrent assets
|
|
1,488.8
|
|
|
1,405.1
|
|
||
Total assets
|
|
$
|
18,754.2
|
|
|
$
|
19,990.9
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
||||
Current liabilities:
|
|
|
|
|
||||
Accounts payable
|
|
$
|
1,225.2
|
|
|
$
|
1,255.9
|
|
Accrued compensation and benefits
|
|
528.2
|
|
|
545.3
|
|
||
Accrued expenses and other current liabilities
|
|
1,607.8
|
|
|
1,546.9
|
|
||
Short-term borrowings and current maturities of long-term debt
|
|
763.3
|
|
|
761.6
|
|
||
Liabilities held for sale
|
|
—
|
|
|
176.2
|
|
||
Total current liabilities
|
|
4,124.5
|
|
|
4,285.9
|
|
||
Long-term debt
|
|
2,879.3
|
|
|
2,922.3
|
|
||
Postemployment and other benefit liabilities
|
|
1,709.9
|
|
|
1,439.1
|
|
||
Deferred and noncurrent income taxes
|
|
1,530.3
|
|
|
1,675.2
|
|
||
Other noncurrent liabilities
|
|
1,494.5
|
|
|
1,592.6
|
|
||
Total liabilities
|
|
11,738.5
|
|
|
11,915.1
|
|
||
Temporary Equity
|
|
3.3
|
|
|
16.7
|
|
||
Equity:
|
|
|
|
|
||||
Ingersoll-Rand plc shareholders’ equity
|
|
|
|
|
||||
Ordinary shares, $1 par value (297,140,982 and 328,190,352 shares issued at December 31, 2011 and 2010, respectively, and net of 23,985 and 25,429 shares owned by subsidiary at December 31, 2011 and 2010, respectively)
|
|
297.1
|
|
|
328.2
|
|
||
Capital in excess of par value
|
|
1,633.0
|
|
|
2,571.7
|
|
||
Retained earnings
|
|
5,547.8
|
|
|
5,389.4
|
|
||
Accumulated other comprehensive income (loss)
|
|
(553.6
|
)
|
|
(325.0
|
)
|
||
Total Ingersoll-Rand plc shareholders’ equity
|
|
6,924.3
|
|
|
7,964.3
|
|
||
Noncontrolling interest
|
|
88.1
|
|
|
94.8
|
|
||
Total equity
|
|
7,012.4
|
|
|
8,059.1
|
|
||
Total liabilities and equity
|
|
$
|
18,754.2
|
|
|
$
|
19,990.9
|
|
Ingersoll-Rand plc
Consolidated Statements of Equity
|
|||||||||||||||||||||||||||||||
|
|
|
|
Ingersoll-Rand plc shareholders’ equity
|
|
|
|
|
|||||||||||||||||||||||
In millions, except per share amounts
|
|
Total
equity
|
|
Ordinary Shares
|
|
Capital in
excess of
par value
|
|
Retained
earnings
|
|
Accumulated other
comprehensive
income (loss)
|
|
Noncontrolling Interest
|
|
Comprehensive
income
|
|||||||||||||||||
|
|
Amount
|
|
Shares
|
|
|
|
|
|
||||||||||||||||||||||
Balance at December 31, 2008
|
|
6,762.1
|
|
|
318.8
|
|
|
318.8
|
|
|
2,246.0
|
|
|
4,547.4
|
|
|
(450.8
|
)
|
|
100.7
|
|
|
|
||||||||
Net earnings
|
|
476.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
451.3
|
|
|
—
|
|
|
24.9
|
|
|
$
|
476.2
|
|
||||||
Currency translation
|
|
67.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
67.3
|
|
|
—
|
|
|
67.3
|
|
|||||||
Change in value of marketable securities and cash flow hedges, net of tax of $0.8
|
|
(0.8
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.8
|
)
|
|
—
|
|
|
(0.8
|
)
|
|||||||
Pension and OPEB adjustments, net of tax of ($4.6)
|
|
(50.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(50.0
|
)
|
|
—
|
|
|
(50.0
|
)
|
|||||||
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
492.7
|
|
|||||||||||||
Shares issued under incentive stock plans
|
|
27.9
|
|
|
1.8
|
|
|
1.8
|
|
|
26.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
||||||||
Accretion of Exchangeable Senior Notes
|
|
10.0
|
|
|
—
|
|
|
—
|
|
|
10.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
||||||||
Share-based compensation
|
|
68.2
|
|
|
—
|
|
|
—
|
|
|
68.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
||||||||
Acquisition of noncontrolling interest
|
|
(1.5
|
)
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
(1.4
|
)
|
|
|
||||||||
Dividends to noncontrolling interest
|
|
(20.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(20.2
|
)
|
|
|
||||||||
Cash dividends, declared and paid ($0.50 per share)
|
|
(160.8
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(160.8
|
)
|
|
—
|
|
|
—
|
|
|
|
||||||||
Other
|
|
(2.7
|
)
|
|
—
|
|
|
—
|
|
|
(2.6
|
)
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
|
||||||||
Balance at December 31, 2009
|
|
7,175.7
|
|
|
320.6
|
|
|
320.6
|
|
|
2,347.6
|
|
|
4,837.9
|
|
|
(434.3
|
)
|
|
103.9
|
|
|
|
||||||||
Net earnings
|
|
665.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
642.2
|
|
|
—
|
|
|
22.9
|
|
|
$
|
665.1
|
|
||||||
Currency translation
|
|
1.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.8
|
|
|
—
|
|
|
1.8
|
|
|||||||
Change in value of marketable securities and cash flow hedges, net of tax of $(0.1)
|
|
7.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7.9
|
|
|
—
|
|
|
7.9
|
|
|||||||
Pension and OPEB adjustments, net of tax of $(11.4)
|
|
98.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
99.6
|
|
|
(0.8
|
)
|
|
98.8
|
|
|||||||
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
773.6
|
|
|||||||||||||
Shares issued under incentive stock plans
|
|
149.4
|
|
|
7.6
|
|
|
7.6
|
|
|
141.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
||||||||
Accretion of Exchangeable Senior Notes from Temporary Equity
|
|
13.3
|
|
|
—
|
|
|
—
|
|
|
13.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
||||||||
Share-based compensation
|
|
73.5
|
|
|
—
|
|
|
—
|
|
|
73.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
||||||||
Acquisition/divestiture of noncontrolling interest
|
|
(8.4
|
)
|
|
—
|
|
|
—
|
|
|
(4.5
|
)
|
|
—
|
|
|
—
|
|
|
(3.9
|
)
|
|
|
||||||||
Dividends to noncontrolling interest
|
|
(20.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(20.2
|
)
|
|
|
||||||||
Cash dividends, declared and paid ($0.28 per share)
|
|
(90.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(90.7
|
)
|
|
—
|
|
|
—
|
|
|
|
||||||||
Other
|
|
(7.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7.1
|
)
|
|
|
||||||||
Balance at December 31, 2010
|
|
$
|
8,059.1
|
|
|
$
|
328.2
|
|
|
328.2
|
|
|
$
|
2,571.7
|
|
|
$
|
5,389.4
|
|
|
$
|
(325.0
|
)
|
|
$
|
94.8
|
|
|
|
Ingersoll-Rand plc
Consolidated Statements of Equity - (Continued)
|
|||||||||||||||||||||||||||||||
|
|
|
|
Ingersoll-Rand plc shareholders’ equity
|
|
|
|
|
|||||||||||||||||||||||
In millions, except per share amounts
|
|
Total
equity
|
|
Ordinary Shares
|
|
Capital in
excess of
par value
|
|
Retained
earnings
|
|
Accumulated other
comprehensive
income (loss)
|
|
Noncontrolling Interest
|
|
Comprehensive
income
|
|||||||||||||||||
|
|
Amount
|
|
Shares
|
|
|
|
|
|
||||||||||||||||||||||
Net earnings
|
|
369.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
343.2
|
|
|
—
|
|
|
26.1
|
|
|
$
|
369.3
|
|
||||||
Currency translation
|
|
(158.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(158.1
|
)
|
|
—
|
|
|
(158.1
|
)
|
|||||||
Change in value of marketable securities and cash flow hedges, net of tax of $(0.6)
|
|
0.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.9
|
|
|
—
|
|
|
0.9
|
|
|||||||
Pension and OPEB adjustments, net of tax of $60.7
|
|
(72.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(71.4
|
)
|
|
(0.6
|
)
|
|
(72.0
|
)
|
|||||||
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
140.1
|
|
|||||||||||||
Shares issued under incentive stock plans
|
|
133.6
|
|
|
5.2
|
|
|
5.2
|
|
|
128.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
||||||||
Repurchase of ordinary shares
|
|
(1,157.5
|
)
|
|
(36.3
|
)
|
|
(36.3
|
)
|
|
(1,121.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
||||||||
Accretion of Exchangeable Senior Notes from Temporary Equity
|
|
13.3
|
|
|
—
|
|
|
—
|
|
|
13.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
||||||||
Share-based compensation
|
|
42.6
|
|
|
—
|
|
|
—
|
|
|
42.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
||||||||
Acquisition/divestiture of noncontrolling interest
|
|
(2.4
|
)
|
|
—
|
|
|
—
|
|
|
(1.3
|
)
|
|
—
|
|
|
—
|
|
|
(1.1
|
)
|
|
|
||||||||
Dividends to noncontrolling interest
|
|
(30.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(30.1
|
)
|
|
|
||||||||
Cash dividends declared ($0.59 per share)
|
|
(184.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(184.7
|
)
|
|
—
|
|
|
—
|
|
|
|
||||||||
Other
|
|
(1.6
|
)
|
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
(1.0
|
)
|
|
|
||||||||
Balance at December 31, 2011
|
|
$
|
7,012.4
|
|
|
$
|
297.1
|
|
|
297.1
|
|
|
$
|
1,633.0
|
|
|
$
|
5,547.8
|
|
|
$
|
(553.6
|
)
|
|
$
|
88.1
|
|
|
|
Ingersoll-Rand plc
Consolidated Statements of Cash Flows
In millions
|
||||||||||||
For the years ended December 31,
|
|
2011
|
|
2010
|
|
2009
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
||||||
Net earnings
|
|
$
|
369.3
|
|
|
$
|
665.1
|
|
|
$
|
476.2
|
|
(Income) loss from discontinued operations, net of tax
|
|
56.8
|
|
|
117.5
|
|
|
36.6
|
|
|||
Adjustments to arrive at net cash provided by (used in) operating activities:
|
|
|
|
|
|
|
||||||
Loss on sale/asset impairment
|
|
646.9
|
|
|
—
|
|
|
—
|
|
|||
Depreciation and amortization
|
|
402.7
|
|
|
436.8
|
|
|
421.5
|
|
|||
Stock settled share-based compensation
|
|
42.6
|
|
|
73.5
|
|
|
68.3
|
|
|||
Loss (gain) on sale of property, plant and equipment
|
|
(22.6
|
)
|
|
4.6
|
|
|
2.4
|
|
|||
Equity earnings, net of dividends
|
|
5.4
|
|
|
0.8
|
|
|
3.2
|
|
|||
Deferred income taxes
|
|
(74.6
|
)
|
|
82.6
|
|
|
(36.9
|
)
|
|||
Other items
|
|
15.6
|
|
|
101.2
|
|
|
161.5
|
|
|||
Changes in other assets and liabilities
|
|
|
|
|
|
|
||||||
(Increase) decrease in:
|
|
|
|
|
|
|
||||||
Accounts and notes receivable
|
|
8.1
|
|
|
(238.9
|
)
|
|
319.7
|
|
|||
Inventories
|
|
(14.3
|
)
|
|
(213.0
|
)
|
|
392.2
|
|
|||
Other current and noncurrent assets
|
|
(55.0
|
)
|
|
159.8
|
|
|
362.1
|
|
|||
Increase (decrease) in:
|
|
|
|
|
|
|
||||||
Accounts payable
|
|
(29.0
|
)
|
|
246.9
|
|
|
52.9
|
|
|||
Other current and noncurrent liabilities
|
|
(121.7
|
)
|
|
(680.5
|
)
|
|
(502.8
|
)
|
|||
Net cash (used in) provided by continuing operating activities
|
|
1,230.2
|
|
|
756.4
|
|
|
1,756.9
|
|
|||
Net cash (used in) provided by discontinued operating activities
|
|
(43.4
|
)
|
|
(61.0
|
)
|
|
(22.3
|
)
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
|
||||||
Capital expenditures
|
|
(242.9
|
)
|
|
(179.5
|
)
|
|
(204.1
|
)
|
|||
Acquisition of businesses, net of cash acquired
|
|
(1.9
|
)
|
|
(14.0
|
)
|
|
—
|
|
|||
Proceeds from sale of property, plant and equipment
|
|
52.0
|
|
|
14.5
|
|
|
21.6
|
|
|||
Proceeds from business dispositions, net of cash sold
|
|
355.9
|
|
|
—
|
|
|
—
|
|
|||
Other
|
|
—
|
|
|
—
|
|
|
(0.6
|
)
|
|||
Net cash (used in) provided by continuing investing activities
|
|
163.1
|
|
|
(179.0
|
)
|
|
(183.1
|
)
|
|||
Net cash (used in) provided by discontinued investing activities
|
|
44.4
|
|
|
0.4
|
|
|
0.4
|
|
Ingersoll-Rand plc
Consolidated Statements of Cash Flows - (Continued)
In millions
|
||||||||||||
For the years ended December 31,
|
|
2011
|
|
2010
|
|
2009
|
||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
||||||
Proceeds from bridge loan
|
|
—
|
|
|
—
|
|
|
196.0
|
|
|||
Payments of bridge loan
|
|
—
|
|
|
—
|
|
|
(950.0
|
)
|
|||
Commercial paper program, net
|
|
—
|
|
|
—
|
|
|
(998.7
|
)
|
|||
Other short-term borrowings, net
|
|
35.5
|
|
|
33.1
|
|
|
(57.6
|
)
|
|||
Proceeds from long-term debt
|
|
3.6
|
|
|
62.9
|
|
|
1,010.3
|
|
|||
Payments of long-term debt
|
|
(93.1
|
)
|
|
(524.8
|
)
|
|
(210.5
|
)
|
|||
Net proceeds (repayments) in debt
|
|
(54.0
|
)
|
|
(428.8
|
)
|
|
(1,010.5
|
)
|
|||
Settlement of cross currency swap
|
|
—
|
|
|
—
|
|
|
(26.9
|
)
|
|||
Debt issuance costs
|
|
(2.3
|
)
|
|
(5.5
|
)
|
|
(16.1
|
)
|
|||
Excess tax benefit from share based compensation
|
|
24.6
|
|
|
4.2
|
|
|
0.7
|
|
|||
Dividends paid to ordinary shareholders
|
|
(137.3
|
)
|
|
(90.7
|
)
|
|
(160.8
|
)
|
|||
Dividends paid to noncontrolling interests
|
|
(26.2
|
)
|
|
(20.2
|
)
|
|
(20.2
|
)
|
|||
Acquisition/divestiture of noncontrolling interest
|
|
(1.3
|
)
|
|
(8.0
|
)
|
|
(1.5
|
)
|
|||
Proceeds from shares issued under incentive plans
|
|
109.0
|
|
|
145.3
|
|
|
27.2
|
|
|||
Repurchase of ordinary shares
|
|
(1,157.5
|
)
|
|
—
|
|
|
—
|
|
|||
Other, net
|
|
(1.4
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash (used in) provided by continuing financing activities
|
|
(1,246.4
|
)
|
|
(403.7
|
)
|
|
(1,208.1
|
)
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
|
(1.5
|
)
|
|
24.5
|
|
|
(17.3
|
)
|
|||
Net increase (decrease) in cash and cash equivalents
|
|
146.4
|
|
|
137.6
|
|
|
326.5
|
|
|||
Cash and cash equivalents – beginning of period
|
|
1,014.3
|
|
|
876.7
|
|
|
550.2
|
|
|||
Cash and cash equivalents – end of period
|
|
$
|
1,160.7
|
|
|
$
|
1,014.3
|
|
|
$
|
876.7
|
|
Cash paid during the year for:
|
|
|
|
|
|
|
||||||
Interest, net of amounts capitalized
|
|
$
|
232.5
|
|
|
$
|
225.7
|
|
|
$
|
209.8
|
|
Income taxes, net of refunds
|
|
$
|
189.7
|
|
|
$
|
117.4
|
|
|
$
|
71.5
|
|
Buildings
|
10
|
|
to
|
50
|
years
|
Machinery and equipment
|
2
|
|
to
|
12
|
years
|
Software
|
2
|
|
to
|
7
|
years
|
Customer relationships
|
20
|
|
years
|
Trademarks
|
25
|
|
years
|
Completed technology/patents
|
10
|
|
years
|
Other
|
15
|
|
years
|
|
|
2011
|
|
2010
|
||||||||||||||||||||
In millions
|
|
Amortized cost or cost
|
|
Unrealized
gains
|
|
Fair
value
|
|
Amortized cost or cost
|
|
Unrealized
gains
|
|
Fair
value
|
||||||||||||
Equity securities
|
|
$
|
5.7
|
|
|
$
|
4.7
|
|
|
$
|
10.4
|
|
|
$
|
6.9
|
|
|
$
|
8.6
|
|
|
$
|
15.5
|
|
In millions
|
|
2011
|
|
2010
|
||||
Raw materials
|
|
$
|
479.2
|
|
|
$
|
356.8
|
|
Work-in-process
|
|
114.4
|
|
|
215.3
|
|
||
Finished goods
|
|
791.1
|
|
|
802.3
|
|
||
|
|
1,384.7
|
|
|
1,374.4
|
|
||
LIFO reserve
|
|
(102.7
|
)
|
|
(85.9
|
)
|
||
Total
|
|
$
|
1,282.0
|
|
|
$
|
1,288.5
|
|
In millions
|
|
2011
|
|
2010
|
||||
Land
|
|
$
|
86.5
|
|
|
$
|
97.9
|
|
Buildings
|
|
693.4
|
|
|
679.8
|
|
||
Machinery and equipment
|
|
1,786.4
|
|
|
1,713.5
|
|
||
Software
|
|
538.0
|
|
|
480.1
|
|
||
|
|
3,104.3
|
|
|
2,971.3
|
|
||
Accumulated depreciation
|
|
(1,463.7
|
)
|
|
(1,302.3
|
)
|
||
Total
|
|
$
|
1,640.6
|
|
|
$
|
1,669.0
|
|
In millions
|
|
Climate
Solutions
|
|
Residential
Solutions
|
|
Industrial
Technologies
|
|
Security
Technologies
|
|
Total
|
||||||||||
December 31, 2009 (gross)
|
|
$
|
5,410.7
|
|
|
$
|
2,338.5
|
|
|
$
|
372.9
|
|
|
$
|
914.0
|
|
|
$
|
9,036.1
|
|
Acquisitions and adjustments
|
|
1.2
|
|
|
(3.1
|
)
|
|
5.2
|
|
|
1.2
|
|
|
4.5
|
|
|||||
Currency translation
|
|
(30.1
|
)
|
|
—
|
|
|
(10.0
|
)
|
|
(10.2
|
)
|
|
(50.3
|
)
|
|||||
December 31, 2010 (gross)
|
|
5,381.8
|
|
|
2,335.4
|
|
|
368.1
|
|
|
905.0
|
|
|
8,990.3
|
|
|||||
Acquisitions and adjustments *
|
|
(6.9
|
)
|
|
(7.4
|
)
|
|
(0.3
|
)
|
|
2.9
|
|
|
(11.7
|
)
|
|||||
Currency translation
|
|
(31.0
|
)
|
|
—
|
|
|
(1.0
|
)
|
|
(1.5
|
)
|
|
(33.5
|
)
|
|||||
December 31, 2011 (gross)
|
|
5,343.9
|
|
|
2,328.0
|
|
|
366.8
|
|
|
906.4
|
|
|
8,945.1
|
|
|||||
Accumulated impairment **
|
|
(839.8
|
)
|
|
(1,656.2
|
)
|
|
—
|
|
|
(344.0
|
)
|
|
(2,840.0
|
)
|
|||||
Goodwill (net)
|
|
$
|
4,504.1
|
|
|
$
|
671.8
|
|
|
$
|
366.8
|
|
|
$
|
562.4
|
|
|
$
|
6,105.1
|
|
|
|
2011
|
|
2010
|
||||||||||||||||||||
In millions
|
|
Gross carrying amount
|
|
Accumulated amortization
|
|
Net carrying amount
|
|
Gross carrying amount
|
|
Accumulated amortization
|
|
Net carrying amount
|
||||||||||||
Completed technologies/patents
|
|
$
|
207.1
|
|
|
$
|
(112.6
|
)
|
|
$
|
94.5
|
|
|
$
|
199.4
|
|
|
$
|
(81.7
|
)
|
|
$
|
117.7
|
|
Customer relationships
|
|
1,962.0
|
|
|
(412.7
|
)
|
|
1,549.3
|
|
|
1,960.4
|
|
|
(300.2
|
)
|
|
1,660.2
|
|
||||||
Trademarks (finite-lived)
|
|
96.1
|
|
|
(27.6
|
)
|
|
68.5
|
|
|
98.6
|
|
|
(24.3
|
)
|
|
74.3
|
|
||||||
Other
|
|
70.0
|
|
|
(56.2
|
)
|
|
13.8
|
|
|
177.0
|
|
|
(161.1
|
)
|
|
15.9
|
|
||||||
Total finite-lived intangible assets
|
|
2,335.2
|
|
|
$
|
(609.1
|
)
|
|
1,726.1
|
|
|
2,435.4
|
|
|
$
|
(567.3
|
)
|
|
1,868.1
|
|
||||
Trademarks (indefinite-lived)
|
|
2,611.0
|
|
|
|
|
2,611.0
|
|
|
2,611.0
|
|
|
|
|
2,611.0
|
|
||||||||
Total
|
|
$
|
4,946.2
|
|
|
|
|
$
|
4,337.1
|
|
|
$
|
5,046.4
|
|
|
|
|
$
|
4,479.1
|
|
In millions
|
|
2011
|
|
2010
|
||||
Debentures with put feature
|
|
$
|
343.6
|
|
|
$
|
343.6
|
|
Exchangeable Senior Notes
|
|
341.2
|
|
|
328.3
|
|
||
Current maturities of long-term debt
|
|
12.5
|
|
|
13.3
|
|
||
Other short-term borrowings
|
|
66.0
|
|
|
76.4
|
|
||
Total
|
|
$
|
763.3
|
|
|
$
|
761.6
|
|
In millions
|
|
2011
|
|
2010
|
||||
6.000% Senior notes due 2013
|
|
$
|
599.9
|
|
|
$
|
599.9
|
|
9.500% Senior notes due 2014
|
|
655.0
|
|
|
655.0
|
|
||
5.50% Senior notes due 2015
|
|
199.8
|
|
|
199.7
|
|
||
4.75% Senior notes due 2015
|
|
299.6
|
|
|
299.4
|
|
||
6.875% Senior notes due 2018
|
|
749.3
|
|
|
749.2
|
|
||
9.00% Debentures due 2021
|
|
125.0
|
|
|
125.0
|
|
||
7.20% Debentures due 2013-2025
|
|
97.5
|
|
|
105.0
|
|
||
6.48% Debentures due 2025
|
|
149.7
|
|
|
149.7
|
|
||
Other loans and notes, at end-of-year average interest rates of 7.22% in 2011 and
5.55% in 2010, maturing in various amounts to 2019
|
|
3.5
|
|
|
39.4
|
|
||
Total
|
|
$
|
2,879.3
|
|
|
$
|
2,922.3
|
|
In millions
|
|
||
2012
|
$
|
697.3
|
|
2013
|
608.0
|
|
|
2014
|
662.1
|
|
|
2015
|
508.3
|
|
|
2016
|
8.8
|
|
|
Thereafter
|
1,092.1
|
|
|
Total
|
$
|
3,576.6
|
|
|
|
Asset derivatives
|
|
Liability derivatives
|
||||||||||||
In millions
|
|
2011
|
|
2010
|
|
2011
|
|
2010
|
||||||||
Derivatives designated as hedges:
|
|
|
|
|
|
|
|
|
||||||||
Currency derivatives
|
|
$
|
3.1
|
|
|
$
|
1.9
|
|
|
$
|
0.3
|
|
|
$
|
1.7
|
|
Derivatives not designated as hedges:
|
|
|
|
|
|
|
|
|
||||||||
Currency derivatives
|
|
6.2
|
|
|
19.6
|
|
|
21.9
|
|
|
0.9
|
|
||||
Total derivatives
|
|
$
|
9.3
|
|
|
$
|
21.5
|
|
|
$
|
22.2
|
|
|
$
|
2.6
|
|
|
|
Amount of gain (loss)
recognized in AOCI
|
|
Location of gain (loss) reclassified from AOCI and recognized into earnings
|
|
Amount of gain (loss) reclassified from AOCI and recognized into earnings
|
||||||||||||||||||||
In millions
|
|
2011
|
|
2010
|
|
2009
|
|
|
2011
|
|
2010
|
|
2009
|
|||||||||||||
Currency derivatives
|
|
$
|
2.4
|
|
|
$
|
2.2
|
|
|
$
|
(7.1
|
)
|
|
Other, net
|
|
$
|
0.1
|
|
|
$
|
(0.4
|
)
|
|
$
|
5.3
|
|
Interest rate locks
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Interest expense
|
|
(2.9
|
)
|
|
(2.8
|
)
|
|
(2.8
|
)
|
||||||
Total
|
|
$
|
2.4
|
|
|
$
|
2.2
|
|
|
$
|
(7.1
|
)
|
|
|
|
$
|
(2.8
|
)
|
|
$
|
(3.2
|
)
|
|
$
|
2.5
|
|
In millions
|
|
Location of gain (loss) recognized in earnings
|
|
Amount of gain (loss) recognized in earnings
|
||||||||||
2011
|
|
2010
|
|
2009
|
||||||||||
Currency derivatives
|
|
Other, net
|
|
$
|
(7.4
|
)
|
|
$
|
56.4
|
|
|
$
|
64.2
|
|
Commodity derivatives
|
|
Other, net
|
|
—
|
|
|
—
|
|
|
1.8
|
|
|||
Total
|
|
|
|
$
|
(7.4
|
)
|
|
$
|
56.4
|
|
|
$
|
66.0
|
|
In millions
|
|
2011
|
|
2010
|
||||
Change in benefit obligations:
|
|
|
|
|
||||
Benefit obligation at beginning of year
|
|
$
|
3,799.5
|
|
|
$
|
3,598.9
|
|
Service cost
|
|
93.5
|
|
|
87.1
|
|
||
Interest cost
|
|
185.5
|
|
|
194.5
|
|
||
Employee contributions
|
|
1.9
|
|
|
1.8
|
|
||
Amendments
|
|
0.9
|
|
|
4.7
|
|
||
Actuarial (gains) losses
|
|
273.4
|
|
|
184.7
|
|
||
Benefits paid
|
|
(244.4
|
)
|
|
(231.2
|
)
|
||
Currency translation
|
|
(6.0
|
)
|
|
(34.6
|
)
|
||
Curtailments and settlements
|
|
(254.8
|
)
|
|
(1.6
|
)
|
||
Other, including expenses paid
|
|
(8.4
|
)
|
|
(4.8
|
)
|
||
Benefit obligation at end of year
|
|
$
|
3,841.1
|
|
|
$
|
3,799.5
|
|
Change in plan assets:
|
|
|
|
|
||||
Fair value at beginning of year
|
|
$
|
3,248.6
|
|
|
$
|
2,695.9
|
|
Actual return on assets
|
|
270.3
|
|
|
316.9
|
|
||
Company contributions
|
|
57.3
|
|
|
499.2
|
|
||
Employee contributions
|
|
1.9
|
|
|
1.8
|
|
||
Benefits paid
|
|
(244.4
|
)
|
|
(231.2
|
)
|
||
Currency translation
|
|
(3.8
|
)
|
|
(25.4
|
)
|
||
Settlements
|
|
(221.1
|
)
|
|
(3.8
|
)
|
||
Other, including expenses paid
|
|
(8.4
|
)
|
|
(4.8
|
)
|
||
Fair value of assets end of year
|
|
$
|
3,100.4
|
|
|
$
|
3,248.6
|
|
Funded status:
|
|
|
|
|
||||
Plan assets less than the benefit obligations
|
|
$
|
(740.7
|
)
|
|
$
|
(550.9
|
)
|
Amounts included in the balance sheet:
|
|
|
|
|
||||
Other noncurrent assets
|
|
$
|
4.7
|
|
|
$
|
5.1
|
|
Accrued compensation and benefits
|
|
(14.8
|
)
|
|
(40.3
|
)
|
||
Postemployment and other benefit liabilities
|
|
(730.6
|
)
|
|
(477.9
|
)
|
||
Liabilities held for sale
|
|
—
|
|
|
(37.8
|
)
|
||
Net amount recognized
|
|
$
|
(740.7
|
)
|
|
$
|
(550.9
|
)
|
In millions
|
|
Prior service cost
|
|
Net actuarial losses
|
|
Total
|
||||||
December 31, 2010
|
|
$
|
(38.2
|
)
|
|
$
|
(1,121.0
|
)
|
|
$
|
(1,159.2
|
)
|
Current year changes recorded to Accumulated other comprehensive income (loss)
|
|
(0.9
|
)
|
|
(219.7
|
)
|
|
(220.6
|
)
|
|||
Amortization reclassified to earnings
|
|
5.6
|
|
|
51.1
|
|
|
56.7
|
|
|||
Settlements/curtailments reclassified to earnings
|
|
3.1
|
|
|
90.2
|
|
|
93.3
|
|
|||
Currency translation and other
|
|
—
|
|
|
(0.6
|
)
|
|
(0.6
|
)
|
|||
December 31, 2011
|
|
$
|
(30.4
|
)
|
|
$
|
(1,200.0
|
)
|
|
$
|
(1,230.4
|
)
|
Benefit obligations at December 31,
|
|
2011
|
|
2010
|
||
Discount rate:
|
|
|
|
|
||
U.S. plans
|
|
4.25
|
%
|
|
5.00
|
%
|
Non-U.S. plans
|
|
5.00
|
%
|
|
5.50
|
%
|
Rate of compensation increase:
|
|
|
|
|
||
U.S. plans
|
|
4.00
|
%
|
|
4.00
|
%
|
Non-U.S. plans
|
|
4.00
|
%
|
|
4.50
|
%
|
In millions
|
|
||
2012
|
$
|
215.0
|
|
2013
|
211.4
|
|
|
2014
|
214.1
|
|
|
2015
|
230.2
|
|
|
2016
|
227.8
|
|
|
2017 - 2021
|
1,258.2
|
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Service cost
|
|
$
|
93.5
|
|
|
$
|
87.1
|
|
|
$
|
65.4
|
|
Interest cost
|
|
185.5
|
|
|
194.5
|
|
|
197.2
|
|
|||
Expected return on plan assets
|
|
(219.6
|
)
|
|
(196.3
|
)
|
|
(178.4
|
)
|
|||
Net amortization of:
|
|
|
|
|
|
|
||||||
Prior service costs
|
|
5.6
|
|
|
8.2
|
|
|
8.5
|
|
|||
Transition amount
|
|
—
|
|
|
0.1
|
|
|
0.2
|
|
|||
Plan net actuarial losses
|
|
51.1
|
|
|
55.5
|
|
|
59.4
|
|
|||
Net periodic pension benefit cost
|
|
116.1
|
|
|
149.1
|
|
|
152.3
|
|
|||
Net curtailment and settlement (gains) losses
|
|
62.5
|
|
|
6.2
|
|
|
2.0
|
|
|||
Net periodic pension benefit cost after net curtailment and settlement (gains) losses
|
|
$
|
178.6
|
|
|
$
|
155.3
|
|
|
$
|
154.3
|
|
Amounts recorded in continuing operations
|
|
$
|
177.2
|
|
|
$
|
148.4
|
|
|
$
|
142.9
|
|
Amounts recorded in discontinued operations
|
|
1.4
|
|
|
6.9
|
|
|
11.4
|
|
|||
Total
|
|
$
|
178.6
|
|
|
$
|
155.3
|
|
|
$
|
154.3
|
|
Net periodic pension cost for the year ended December 31,
|
|
2011
|
|
2010
|
|
2009
|
|||
Discount rate:
|
|
|
|
|
|
|
|||
U.S. plans
|
|
5.00
|
%
|
|
5.75
|
%
|
|
6.25
|
%
|
Non-U.S. plans
|
|
5.50
|
%
|
|
5.50
|
%
|
|
6.50
|
%
|
Rate of compensation increase:
|
|
|
|
|
|
|
|||
U.S. plans
|
|
4.00
|
%
|
|
4.00
|
%
|
|
4.00
|
%
|
Non-U.S. plans
|
|
4.50
|
%
|
|
4.50
|
%
|
|
4.50
|
%
|
Expected return on plan assets:
|
|
|
|
|
|
|
|||
U.S. plans
|
|
7.25
|
%
|
|
7.75
|
%
|
|
7.75
|
%
|
Non-U.S. plans
|
|
6.25
|
%
|
|
7.00
|
%
|
|
7.25
|
%
|
|
|
Fair value measurements
|
|
Total
fair value
|
||||||||||||
In millions
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
|||||||||
Cash and cash equivalents
|
|
$
|
1.5
|
|
|
$
|
29.0
|
|
|
$
|
—
|
|
|
$
|
30.5
|
|
Equity investments:
|
|
|
|
|
|
|
|
|
||||||||
Commingled funds – equity specialty
(a)
|
|
—
|
|
|
863.8
|
|
|
—
|
|
|
863.8
|
|
||||
|
|
—
|
|
|
863.8
|
|
|
—
|
|
|
863.8
|
|
||||
Fixed income investments:
|
|
|
|
|
|
|
|
|
||||||||
U.S. government and agency obligations
(b)
|
|
—
|
|
|
866.6
|
|
|
—
|
|
|
866.6
|
|
||||
Corporate and non-U.S. bonds
|
|
—
|
|
|
781.9
|
|
|
—
|
|
|
781.9
|
|
||||
Asset-backed and mortgage-backed securities
|
|
—
|
|
|
33.6
|
|
|
—
|
|
|
33.6
|
|
||||
Commingled funds – fixed income specialty
(c)
|
|
25.2
|
|
|
410.8
|
|
|
—
|
|
|
436.0
|
|
||||
Other fixed income
(d)
|
|
—
|
|
|
—
|
|
|
21.0
|
|
|
21.0
|
|
||||
|
|
25.2
|
|
|
2,092.9
|
|
|
21.0
|
|
|
2,139.1
|
|
||||
Derivatives
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
||||
Real estate
(e)
|
|
—
|
|
|
—
|
|
|
33.6
|
|
|
33.6
|
|
||||
Other
(f)
|
|
—
|
|
|
—
|
|
|
42.6
|
|
|
42.6
|
|
||||
Total assets at fair value
|
|
$
|
26.7
|
|
|
$
|
2,985.8
|
|
|
$
|
97.2
|
|
|
$
|
3,109.7
|
|
Receivables and payables, net
|
|
|
|
|
|
|
|
(9.3
|
)
|
|||||||
Net assets available for benefits
|
|
|
|
|
|
|
|
$
|
3,100.4
|
|
(a)
|
This class includes commingled funds that focus on equity investments. It includes both indexed and actively managed funds.
|
(b)
|
This class represents U.S. treasuries and state and municipal bonds.
|
(c)
|
This class comprises commingled funds that focus on fixed income securities.
|
(d)
|
This class includes group annuity and guaranteed interest contracts as well as other miscellaneous fixed income securities.
|
(e)
|
This class includes several private equity funds that invest in real estate. It includes both direct investment funds and funds-of-funds.
|
(f)
|
This investment comprises the Company’s non-significant, non-U.S. pension plan assets. It mostly includes insurance contracts.
|
|
|
Fair value measurements
|
|
Total
fair value
|
||||||||||||
In millions
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
|||||||||
Cash and cash equivalents
|
|
$
|
40.6
|
|
|
$
|
169.6
|
|
|
$
|
—
|
|
|
$
|
210.2
|
|
Equity investments:
|
|
|
|
|
|
|
|
|
||||||||
Commingled funds – equity specialty
(a)
|
|
—
|
|
|
1,381.4
|
|
|
—
|
|
|
1,381.4
|
|
||||
|
|
—
|
|
|
1,381.4
|
|
|
—
|
|
|
1,381.4
|
|
||||
Fixed income investments:
|
|
|
|
|
|
|
|
|
||||||||
U.S. government and agency obligations
(b)
|
|
—
|
|
|
449.0
|
|
|
—
|
|
|
449.0
|
|
||||
Corporate and non-U.S. bonds
|
|
—
|
|
|
532.3
|
|
|
—
|
|
|
532.3
|
|
||||
Asset-backed and mortgage-backed securities
|
|
—
|
|
|
202.6
|
|
|
—
|
|
|
202.6
|
|
||||
Commingled funds – fixed income specialty
(c)
|
|
25.4
|
|
|
369.8
|
|
|
—
|
|
|
395.2
|
|
||||
Other fixed income
(d)
|
|
—
|
|
|
—
|
|
|
22.2
|
|
|
22.2
|
|
||||
|
|
25.4
|
|
|
1,553.7
|
|
|
22.2
|
|
|
1,601.3
|
|
||||
Derivatives
|
|
—
|
|
|
(0.4
|
)
|
|
—
|
|
|
(0.4
|
)
|
||||
Real estate
(e)
|
|
—
|
|
|
—
|
|
|
28.5
|
|
|
28.5
|
|
||||
Other
(f)
|
|
—
|
|
|
—
|
|
|
45.4
|
|
|
45.4
|
|
||||
Total assets at fair value
|
|
$
|
66.0
|
|
|
$
|
3,104.3
|
|
|
$
|
96.1
|
|
|
$
|
3,266.4
|
|
Receivables and payables, net
|
|
|
|
|
|
|
|
(17.8
|
)
|
|||||||
Net assets available for benefits
|
|
|
|
|
|
|
|
$
|
3,248.6
|
|
(a)
|
This class includes commingled funds that focus on equity investments. It includes both indexed and actively managed funds.
|
(b)
|
This class represents U.S. treasuries and state and municipal bonds.
|
(c)
|
This class comprises commingled funds that focus on fixed income securities.
|
(d)
|
This class includes group annuity and guaranteed interest contracts as well as other miscellaneous fixed income securities.
|
(e)
|
This class includes several private equity funds that invest in real estate. It includes both direct investment funds and funds-of-funds.
|
(f)
|
This investment comprises the Company’s non-significant, non-U.S. pension plan assets. It mostly includes insurance contracts.
|
1.
|
The Company's contributions to multiemployer plans may be used to provide benefits to all participating employees of the program, including employees of other employers.
|
2.
|
In the event that another participating employer ceases contributions to a plan, the Company may be responsible for any unfunded obligations along with the remaining participating employers.
|
3.
|
If the Company chooses to withdraw from any of the multiemployer plans, the Company may be required to pay a withdrawal liability, based on the underfunded status of the plan.
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Total contributions
|
|
$
|
5.2
|
|
|
$
|
4.8
|
|
|
$
|
4.1
|
|
In millions
|
|
2011
|
|
2010
|
||||
Change in benefit obligations:
|
|
|
|
|
||||
Benefit obligation at beginning of year
|
|
$
|
883.0
|
|
|
$
|
979.4
|
|
Service cost
|
|
8.4
|
|
|
8.9
|
|
||
Interest cost
|
|
42.0
|
|
|
48.1
|
|
||
Plan participants’ contributions
|
|
20.5
|
|
|
20.7
|
|
||
Actuarial (gains) losses
|
|
63.3
|
|
|
(86.2
|
)
|
||
Benefits paid, net of Medicare Part D subsidy *
|
|
(81.2
|
)
|
|
(83.4
|
)
|
||
Settlements/curtailments
|
|
(12.7
|
)
|
|
—
|
|
||
Amendments
|
|
(2.2
|
)
|
|
(5.5
|
)
|
||
Other
|
|
(1.2
|
)
|
|
1.0
|
|
||
Benefit obligations at end of year
|
|
$
|
919.9
|
|
|
$
|
883.0
|
|
Funded status:
|
|
|
|
|
||||
Plan assets less than benefit obligations
|
|
$
|
(919.9
|
)
|
|
$
|
(883.0
|
)
|
Amounts included in the balance sheet:
|
|
|
|
|
||||
Accrued compensation and benefits
|
|
$
|
(71.8
|
)
|
|
$
|
(75.3
|
)
|
Postemployment and other benefit liabilities
|
|
(848.1
|
)
|
|
(794.3
|
)
|
||
Liabilities held for sale
|
|
—
|
|
|
(13.4
|
)
|
||
Total
|
|
$
|
(919.9
|
)
|
|
$
|
(883.0
|
)
|
In millions
|
|
Prior service gains
|
|
Net actuarial losses
|
|
Total
|
||||||
Balance at December 31, 2010
|
|
$
|
6.3
|
|
|
$
|
(113.0
|
)
|
|
$
|
(106.7
|
)
|
Current year changes recorded to Accumulated other comprehensive income (loss)
|
|
2.2
|
|
|
(63.3
|
)
|
|
(61.1
|
)
|
|||
Amortization reclassified to earnings
|
|
(3.5
|
)
|
|
1.6
|
|
|
(1.9
|
)
|
|||
Settlements/curtailments reclassified to earnings
|
|
—
|
|
|
2.6
|
|
|
2.6
|
|
|||
Currency translation and other
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|||
Balance at December 31, 2011
|
|
$
|
5.0
|
|
|
$
|
(172.2
|
)
|
|
$
|
(167.2
|
)
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Service cost
|
|
$
|
8.4
|
|
|
$
|
8.9
|
|
|
$
|
9.0
|
|
Interest cost
|
|
42.0
|
|
|
48.1
|
|
|
55.8
|
|
|||
Net amortization of:
|
|
|
|
|
|
|
||||||
Prior service gains
|
|
(3.5
|
)
|
|
(3.4
|
)
|
|
(3.2
|
)
|
|||
Net actuarial losses
|
|
1.6
|
|
|
11.0
|
|
|
11.6
|
|
|||
Net periodic postretirement benefit cost
|
|
48.5
|
|
|
64.6
|
|
|
73.2
|
|
|||
Net curtailment and settlement (gains) losses
|
|
(10.1
|
)
|
|
—
|
|
|
(0.5
|
)
|
|||
Net periodic postretirement benefit (income) cost after net curtailment and settlement (gains) losses
|
|
$
|
38.4
|
|
|
$
|
64.6
|
|
|
$
|
72.7
|
|
Amounts recorded in continuing operations
|
|
$
|
20.9
|
|
|
$
|
39.4
|
|
|
$
|
43.9
|
|
Amounts recorded in discontinued operations
|
|
17.5
|
|
|
25.2
|
|
|
28.8
|
|
|||
Total
|
|
$
|
38.4
|
|
|
$
|
64.6
|
|
|
$
|
72.7
|
|
Assumptions:
|
|
2011
|
|
2010
|
|
2009
|
|||
Weighted-average discount rate assumption to determine:
|
|
|
|
|
|
|
|||
Benefit obligations at December 31
|
|
4.00
|
%
|
|
5.00
|
%
|
|
5.50
|
%
|
Net periodic benefit cost
|
|
5.00
|
%
|
|
5.50
|
%
|
|
6.25
|
%
|
Assumed health-care cost trend rates at December 31:
|
|
|
|
|
|
|
|||
Current year medical inflation
|
|
8.45
|
%
|
|
8.85
|
%
|
|
9.25
|
%
|
Ultimate inflation rate
|
|
5.00
|
%
|
|
5.00
|
%
|
|
5.00
|
%
|
Year that the rate reaches the ultimate trend rate
|
|
2021
|
|
|
2021
|
|
|
2021
|
|
In millions
|
|
1%
Increase
|
|
1%
Decrease
|
||||
Effect on total of service and interest cost components
|
|
$
|
1.8
|
|
|
$
|
(1.7
|
)
|
Effect on postretirement benefit obligation
|
|
42.5
|
|
|
(37.1
|
)
|
In millions
|
|
||
2012
|
$
|
73.2
|
|
2013
|
72.5
|
|
|
2014
|
70.1
|
|
|
2015
|
69.1
|
|
|
2016
|
68.5
|
|
|
2017 - 2021
|
321.1
|
|
•
|
Level 1 – Inputs based on quoted prices in active markets for identical assets or liabilities.
|
•
|
Level 2 – Inputs other than Level 1 quoted prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the asset or liability.
|
•
|
Level 3 – Unobservable inputs based on little or no market activity and that are significant to the fair value of the assets and liabilities.
|
|
|
Fair value measurements
|
|
Total
fair value
|
||||||||||||
In millions
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
|||||||||
Assets:
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
|
$
|
1,160.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,160.7
|
|
Marketable securities
|
|
10.4
|
|
|
—
|
|
|
—
|
|
|
10.4
|
|
||||
Derivative instruments
|
|
—
|
|
|
9.3
|
|
|
—
|
|
|
9.3
|
|
||||
Benefit trust assets
|
|
13.3
|
|
|
156.2
|
|
|
—
|
|
|
169.5
|
|
||||
Total
|
|
$
|
1,184.4
|
|
|
$
|
165.5
|
|
|
$
|
—
|
|
|
$
|
1,349.9
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Derivative instruments
|
|
$
|
—
|
|
|
$
|
22.2
|
|
|
$
|
—
|
|
|
$
|
22.2
|
|
Benefit trust liabilities
|
|
15.9
|
|
|
162.4
|
|
|
—
|
|
|
178.3
|
|
||||
Total
|
|
$
|
15.9
|
|
|
$
|
184.6
|
|
|
$
|
—
|
|
|
$
|
200.5
|
|
|
|
Fair value measurements
|
|
Total
fair value
|
||||||||||||
In millions
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
|||||||||
Assets:
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
|
$
|
1,014.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,014.3
|
|
Marketable securities
|
|
15.5
|
|
|
—
|
|
|
—
|
|
|
15.5
|
|
||||
Derivative instruments
|
|
—
|
|
|
21.5
|
|
|
—
|
|
|
21.5
|
|
||||
Benefit trust assets
|
|
17.3
|
|
|
155.2
|
|
|
—
|
|
|
172.5
|
|
||||
Total
|
|
$
|
1,047.1
|
|
|
$
|
176.7
|
|
|
$
|
—
|
|
|
$
|
1,223.8
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Derivative instruments
|
|
$
|
—
|
|
|
$
|
2.6
|
|
|
$
|
—
|
|
|
$
|
2.6
|
|
Benefit trust liabilities
|
|
17.4
|
|
|
178.4
|
|
|
—
|
|
|
195.8
|
|
||||
Total
|
|
$
|
17.4
|
|
|
$
|
181.0
|
|
|
$
|
—
|
|
|
$
|
198.4
|
|
•
|
Cash and cash equivalents
– These amounts include cash on hand, demand deposits and all highly liquid investments with original maturities at the time of purchase of three months or less and are held in U.S and non-U.S. currencies.
|
•
|
Marketable securities
– These securities include investments in publicly traded stock of non-U.S. companies held by non-U.S. subsidiaries of the Company. The fair value is obtained for the securities based on observable market prices quoted on public stock exchanges.
|
•
|
Derivative instruments
– These instruments include forward contracts related to non-U.S. currencies. The fair value of the derivative instruments are determined based on a pricing model that uses inputs from actively quoted currency markets that are readily accessible and observable.
|
•
|
Benefit trust assets
– These assets include money market funds and insurance contracts that are the underlying for the benefit assets. The fair value of the assets is based on observable market prices quoted in a readily accessible and observable market.
|
•
|
Benefit trust liabilities
– These liabilities include deferred compensation and executive death benefits. The fair value is based on the underlying investment portfolio of the deferred compensation and the specific benefits guaranteed in a death benefit contract with each executive.
|
In millions
|
Total
|
|
December 31, 2010
|
328.2
|
|
Shares issued under incentive plans
|
5.2
|
|
Repurchase of ordinary shares
|
(36.3
|
)
|
December 31, 2011
|
297.1
|
|
In millions
|
|
2011
|
|
2010
|
||||
Foreign currency translation adjustment
|
|
$
|
348.0
|
|
|
$
|
506.1
|
|
Change in fair value of derivatives qualifying as cash flow hedges, net of tax
|
|
0.7
|
|
|
(4.1
|
)
|
||
Unrealized loss on marketable securities, net of tax
|
|
(5.2
|
)
|
|
(1.3
|
)
|
||
Pension and postretirement obligation adjustments, net of tax
|
|
(897.1
|
)
|
|
(825.7
|
)
|
||
Accumulated other comprehensive income (loss)
|
|
$
|
(553.6
|
)
|
|
$
|
(325.0
|
)
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Stock options
|
|
$
|
22.3
|
|
|
$
|
30.8
|
|
|
$
|
36.8
|
|
RSUs
|
|
21.1
|
|
|
13.7
|
|
|
6.6
|
|
|||
Performance shares
|
|
(0.5
|
)
|
|
28.6
|
|
|
22.4
|
|
|||
Deferred compensation
|
|
1.1
|
|
|
1.5
|
|
|
2.7
|
|
|||
SARs and other
|
|
(0.9
|
)
|
|
1.3
|
|
|
2.4
|
|
|||
Pre-tax expense
|
|
43.1
|
|
|
75.9
|
|
|
70.9
|
|
|||
Tax benefit
|
|
16.5
|
|
|
29.0
|
|
|
27.1
|
|
|||
After tax expense
|
|
$
|
26.6
|
|
|
$
|
46.9
|
|
|
$
|
43.8
|
|
Amounts recorded in continuing operations
|
|
$
|
26.6
|
|
|
$
|
46.8
|
|
|
$
|
43.8
|
|
Amounts recorded in discontinued operations
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|||
Total
|
|
$
|
26.6
|
|
|
$
|
46.9
|
|
|
$
|
43.8
|
|
|
|
2011
|
|
2010
|
||
Dividend yield
|
|
1.33
|
%
|
|
1.43
|
%
|
Volatility
|
|
34.81
|
%
|
|
37.38
|
%
|
Risk-free rate of return
|
|
2.45
|
%
|
|
2.36
|
%
|
Expected life (in years)
|
|
5.3
|
|
|
5.1
|
|
|
|
Shares
subject
to option
|
|
Weighted-
average
exercise price
|
|
Aggregate
intrinsic
value (millions)
|
|
Weighted-
average
remaining life
|
||||||
December 31, 2008
|
|
27,215,227
|
|
|
$
|
31.11
|
|
|
|
|
|
|||
Granted
|
|
4,165,032
|
|
|
17.34
|
|
|
|
|
|
||||
Exercised
|
|
(1,543,323
|
)
|
|
21.45
|
|
|
|
|
|
||||
Cancelled
|
|
(1,978,853
|
)
|
|
31.99
|
|
|
|
|
|
||||
December 31, 2009
|
|
27,858,083
|
|
|
29.54
|
|
|
|
|
|
||||
Granted
|
|
2,631,467
|
|
|
31.72
|
|
|
|
|
|
||||
Exercised
|
|
(7,255,729
|
)
|
|
20.81
|
|
|
|
|
|
||||
Cancelled
|
|
(1,527,593
|
)
|
|
35.63
|
|
|
|
|
|
||||
December 31, 2010
|
|
21,706,228
|
|
|
32.30
|
|
|
|
|
|
||||
Granted
|
|
1,834,564
|
|
|
44.99
|
|
|
|
|
|
||||
Exercised
|
|
(4,275,088
|
)
|
|
30.00
|
|
|
|
|
|
||||
Cancelled
|
|
(650,428
|
)
|
|
35.36
|
|
|
|
|
|
||||
Outstanding December 31, 2011
|
|
18,615,276
|
|
|
$
|
33.97
|
|
|
$
|
52.3
|
|
|
4.8
|
|
Exercisable December 31, 2011
|
|
14,007,462
|
|
|
$
|
33.99
|
|
|
$
|
37.8
|
|
|
3.9
|
|
|
|
|
|
|
|
Options outstanding
|
|
Options exercisable
|
||||||||||||||||||||
Range of
exercise price
|
|
Number
outstanding at
December 31,
2011
|
|
Weighted-
average
remaining
life
|
|
Weighted-
average
exercise
price
|
|
Number
outstanding at
December 31,
2011
|
|
Weighted-
average
remaining
life
|
|
Weighted-
average
exercise
price
|
||||||||||||||||
$
|
—
|
|
|
—
|
|
$
|
10.00
|
|
|
112
|
|
|
0.1
|
|
|
$
|
9.98
|
|
|
112
|
|
|
0.1
|
|
|
$
|
9.98
|
|
10.01
|
|
|
—
|
|
20.00
|
|
|
3,351,200
|
|
|
4.7
|
|
|
16.95
|
|
|
2,293,386
|
|
|
4.0
|
|
|
17.03
|
|
||||
20.01
|
|
|
—
|
|
30.00
|
|
|
1,198,010
|
|
|
3.3
|
|
|
24.64
|
|
|
1,190,010
|
|
|
3.3
|
|
|
24.62
|
|
||||
30.01
|
|
|
—
|
|
40.00
|
|
|
9,303,154
|
|
|
4.4
|
|
|
35.83
|
|
|
7,464,759
|
|
|
3.8
|
|
|
36.84
|
|
||||
40.01
|
|
|
—
|
|
50.00
|
|
|
4,634,428
|
|
|
5.9
|
|
|
44.46
|
|
|
2,994,195
|
|
|
4.4
|
|
|
43.19
|
|
||||
50.01
|
|
|
—
|
|
60.00
|
|
|
128,372
|
|
|
6.0
|
|
|
52.26
|
|
|
65,000
|
|
|
5.8
|
|
|
53.82
|
|
||||
$
|
9.98
|
|
|
—
|
|
$
|
55.22
|
|
|
18,615,276
|
|
|
4.8
|
|
|
$
|
33.97
|
|
|
14,007,462
|
|
|
3.9
|
|
|
$
|
33.99
|
|
|
|
RSUs
|
|
Weighted-
average grant
date fair value
|
|||
Outstanding and unvested at December 31, 2008
|
|
—
|
|
|
$
|
—
|
|
Granted
|
|
921,182
|
|
|
16.85
|
|
|
Vested
|
|
(6,521
|
)
|
|
16.85
|
|
|
Cancelled
|
|
(49,905
|
)
|
|
16.85
|
|
|
Outstanding and unvested at December 31, 2009
|
|
864,756
|
|
|
$
|
16.85
|
|
Granted
|
|
839,865
|
|
|
32.22
|
|
|
Vested
|
|
(290,868
|
)
|
|
16.95
|
|
|
Cancelled
|
|
(113,579
|
)
|
|
23.71
|
|
|
Outstanding and unvested at December 31, 2010
|
|
1,300,174
|
|
|
$
|
26.14
|
|
Granted
|
|
672,185
|
|
|
43.87
|
|
|
Vested
|
|
(512,614
|
)
|
|
24.20
|
|
|
Cancelled
|
|
(152,572
|
)
|
|
34.87
|
|
|
Outstanding and unvested at December 31, 2011
|
|
1,307,173
|
|
|
$
|
35.00
|
|
|
|
Performance shares
|
|
Weighted-average grant date fair value
|
|||
Outstanding and unvested at December 31, 2008
|
|
830,790
|
|
|
$
|
40.56
|
|
Granted
|
|
3,764,964
|
|
|
16.85
|
|
|
Vested
|
|
(286,790
|
)
|
|
43.52
|
|
|
Forfeited
|
|
(637,590
|
)
|
|
30.85
|
|
|
Outstanding and unvested at December 31, 2009
|
|
3,671,374
|
|
|
$
|
17.70
|
|
Granted
|
|
937,788
|
|
|
32.39
|
|
|
Vested
|
|
(140,904
|
)
|
|
39.00
|
|
|
Forfeited
|
|
(699,552
|
)
|
|
18.74
|
|
|
Outstanding and unvested at December 31, 2010
|
|
3,768,706
|
|
|
$
|
20.36
|
|
Granted
|
|
614,006
|
|
|
46.66
|
|
|
Vested
|
|
(633,504
|
)
|
|
16.95
|
|
|
Forfeited
|
|
(1,116,212
|
)
|
|
19.31
|
|
|
Outstanding and unvested at December 31, 2011
|
|
2,632,996
|
|
|
$
|
27.76
|
|
|
|
Shares
subject
to exercise
|
|
Weighted-
average
exercise price
|
|
Aggregate
intrinsic
value (millions)
|
|
Weighted-
average
remaining life
|
||||||
Outstanding at December 31, 2008
|
|
1,073,472
|
|
|
$
|
34.02
|
|
|
|
|
|
|||
Granted
|
|
—
|
|
|
—
|
|
|
|
|
|
||||
Exercised
|
|
(29,038
|
)
|
|
22.73
|
|
|
|
|
|
||||
Cancelled
|
|
(73,662
|
)
|
|
36.18
|
|
|
|
|
|
||||
Outstanding at December 31, 2009
|
|
970,772
|
|
|
34.19
|
|
|
|
|
|
||||
Granted
|
|
—
|
|
|
—
|
|
|
|
|
|
||||
Exercised
|
|
(273,724
|
)
|
|
31.44
|
|
|
|
|
|
||||
Cancelled
|
|
(86,066
|
)
|
|
35.38
|
|
|
|
|
|
||||
Outstanding at December 31, 2010
|
|
610,982
|
|
|
35.31
|
|
|
|
|
|
||||
Granted
|
|
—
|
|
|
—
|
|
|
|
|
|
||||
Exercised
|
|
(115,419
|
)
|
|
32.40
|
|
|
|
|
|
||||
Cancelled
|
|
(17,184
|
)
|
|
28.98
|
|
|
|
|
|
||||
Outstanding at December 31, 2011
|
|
478,379
|
|
|
$
|
36.24
|
|
|
$
|
0.3
|
|
|
2.6
|
|
Exercisable at December 31, 2011
|
|
478,379
|
|
|
$
|
36.24
|
|
|
$
|
0.3
|
|
|
2.6
|
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Climate Solutions
|
|
$
|
14.9
|
|
|
$
|
23.7
|
|
|
$
|
35.9
|
|
Residential Solutions
|
|
2.7
|
|
|
0.6
|
|
|
8.9
|
|
|||
Industrial Technologies
|
|
6.7
|
|
*
|
17.9
|
|
|
27.1
|
|
|||
Security Technologies
|
|
(0.3
|
)
|
**
|
3.1
|
|
|
23.9
|
|
|||
Corporate and Other
|
|
0.3
|
|
|
—
|
|
|
13.2
|
|
|||
Total
|
|
$
|
24.3
|
|
|
$
|
45.3
|
|
|
$
|
109.0
|
|
Cost of goods sold
|
|
$
|
6.8
|
|
|
$
|
29.1
|
|
|
$
|
56.4
|
|
Selling and administrative expenses
|
|
17.5
|
|
|
16.2
|
|
|
52.6
|
|
|||
Total
|
|
$
|
24.3
|
|
|
$
|
45.3
|
|
|
$
|
109.0
|
|
In millions
|
|
Climate
Solutions
|
|
Residential
Solutions
|
|
Industrial
Technologies
|
|
Security
Technologies
|
|
Corporate
and Other
|
|
Total
|
||||||||||||
December 31, 2009
|
|
$
|
14.5
|
|
|
$
|
7.8
|
|
|
$
|
4.3
|
|
|
$
|
18.2
|
|
|
$
|
8.3
|
|
|
$
|
53.1
|
|
Additions, net of reversals
|
|
23.7
|
|
|
0.6
|
|
|
17.9
|
|
|
3.1
|
|
|
—
|
|
|
45.3
|
|
||||||
Cash and non-cash uses
|
|
(33.6
|
)
|
|
(5.2
|
)
|
|
(11.6
|
)
|
|
(12.3
|
)
|
|
(4.9
|
)
|
|
(67.6
|
)
|
||||||
Currency translation
|
|
(1.4
|
)
|
|
—
|
|
|
(0.5
|
)
|
|
(0.9
|
)
|
|
—
|
|
|
(2.8
|
)
|
||||||
December 31, 2010
|
|
3.2
|
|
|
3.2
|
|
|
10.1
|
|
|
8.1
|
|
|
3.4
|
|
|
28.0
|
|
||||||
Additions, net of reversals
|
|
14.9
|
|
|
2.7
|
|
|
6.7
|
|
*
|
(0.3
|
)
|
**
|
0.3
|
|
|
24.3
|
|
||||||
Cash and non-cash uses
|
|
(14.2
|
)
|
|
(4.3
|
)
|
|
(12.6
|
)
|
|
(6.2
|
)
|
|
(2.0
|
)
|
|
(39.3
|
)
|
||||||
Currency translation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
||||||
December 31, 2011
|
|
$
|
3.9
|
|
|
$
|
1.6
|
|
|
$
|
4.2
|
|
|
$
|
1.7
|
|
|
$
|
1.7
|
|
|
$
|
13.1
|
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Interest income
|
|
$
|
25.9
|
|
|
$
|
15.2
|
|
|
$
|
12.6
|
|
Exchange gain (loss)
|
|
2.8
|
|
|
0.9
|
|
|
(36.2
|
)
|
|||
Earnings (loss) from equity investments
|
|
(3.5
|
)
|
|
—
|
|
|
—
|
|
|||
Other
|
|
7.8
|
|
|
16.4
|
|
|
34.3
|
|
|||
Other, net
|
|
$
|
33.0
|
|
|
$
|
32.5
|
|
|
$
|
10.7
|
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
United States
|
|
$
|
(718.0
|
)
|
|
$
|
(38.7
|
)
|
|
$
|
(293.9
|
)
|
Non-U.S.
|
|
1,331.3
|
|
|
1,049.4
|
|
|
888.2
|
|
|||
Total
|
|
$
|
613.3
|
|
|
$
|
1,010.7
|
|
|
$
|
594.3
|
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Current tax expense (benefit):
|
|
|
|
|
|
|
||||||
United States
|
|
$
|
59.2
|
|
|
$
|
31.0
|
|
|
$
|
(22.7
|
)
|
Non-U.S.
|
|
202.6
|
|
|
114.5
|
|
|
141.1
|
|
|||
Total:
|
|
261.8
|
|
|
145.5
|
|
|
118.4
|
|
|||
Deferred tax expense (benefit):
|
|
|
|
|
|
|
||||||
United States
|
|
(120.0
|
)
|
|
84.9
|
|
|
10.8
|
|
|||
Non-U.S.
|
|
45.4
|
|
|
(2.3
|
)
|
|
(47.7
|
)
|
|||
Total:
|
|
(74.6
|
)
|
|
82.6
|
|
|
(36.9
|
)
|
|||
Total tax expense (benefit):
|
|
|
|
|
|
|
||||||
United States
|
|
(60.8
|
)
|
|
115.9
|
|
|
(11.9
|
)
|
|||
Non-U.S.
|
|
248.0
|
|
|
112.2
|
|
|
93.4
|
|
|||
Total
|
|
$
|
187.2
|
|
|
$
|
228.1
|
|
|
$
|
81.5
|
|
|
|
Percent of pretax income
|
|||||||
|
|
2011
|
|
2010
|
|
2009
|
|||
Statutory U.S. rate
|
|
35.0
|
%
|
|
35.0
|
%
|
|
35.0
|
%
|
Increase (decrease) in rates resulting from:
|
|
|
|
|
|
|
|||
Subsidiaries results subject to non-U.S. tax rates
(1)
|
|
(32.7
|
)
|
|
(17.7
|
)
|
|
(30.2
|
)
|
U.S. tax on non-U.S. earnings
(1)
|
|
4.8
|
|
|
2.4
|
|
|
9.6
|
|
State and local income taxes
(1)
|
|
(4.7
|
)
|
|
—
|
|
|
9.2
|
|
Non-deductible goodwill write-off - Hussmann
|
|
23.2
|
|
|
—
|
|
|
—
|
|
Reserves for uncertain tax positions
|
|
5.8
|
|
|
0.1
|
|
|
(3.3
|
)
|
Impact of change in taxation of retiree drugs subsidy
|
|
—
|
|
|
4.0
|
|
|
—
|
|
Provision to return and other true-up adjustments
|
|
0.5
|
|
|
(0.2
|
)
|
|
(6.0
|
)
|
Other adjustments
|
|
(1.4
|
)
|
|
(1.0
|
)
|
|
(0.6
|
)
|
Effective tax rate
|
|
30.5
|
%
|
|
22.6
|
%
|
|
13.7
|
%
|
(1)
|
Net of changes in valuation allowances
|
In millions
|
|
2011
|
|
2010
|
||||
Deferred tax assets:
|
|
|
|
|
||||
Inventory and accounts receivable
|
|
$
|
26.8
|
|
|
$
|
34.9
|
|
Fixed assets and intangibles
|
|
4.0
|
|
|
2.6
|
|
||
Postemployment and other benefit liabilities
|
|
814.3
|
|
|
750.2
|
|
||
Product liability
|
|
258.7
|
|
|
282.7
|
|
||
Other reserves and accruals
|
|
213.8
|
|
|
210.9
|
|
||
Net operating losses and credit carryforwards
|
|
1,002.9
|
|
|
1,075.4
|
|
||
Other
|
|
148.7
|
|
|
169.7
|
|
||
Gross deferred tax assets
|
|
2,469.2
|
|
|
2,526.4
|
|
||
Less: deferred tax valuation allowances
|
|
(333.8
|
)
|
|
(378.7
|
)
|
||
Deferred tax assets net of valuation allowances
|
|
$
|
2,135.4
|
|
|
$
|
2,147.7
|
|
Deferred tax liabilities:
|
|
|
|
|
||||
Inventory and accounts receivable
|
|
$
|
(44.9
|
)
|
|
$
|
(48.5
|
)
|
Fixed assets and intangibles
|
|
(2,149.3
|
)
|
|
(2,324.1
|
)
|
||
Postemployment and other benefit liabilities
|
|
(4.6
|
)
|
|
(2.9
|
)
|
||
Other reserves and accruals
|
|
(6.6
|
)
|
|
(12.5
|
)
|
||
Other
|
|
(74.3
|
)
|
|
(85.0
|
)
|
||
Gross deferred tax liabilities
|
|
(2,279.7
|
)
|
|
(2,473.0
|
)
|
||
Net deferred tax assets (liabilities)
|
|
$
|
(144.3
|
)
|
|
$
|
(325.3
|
)
|
In millions
|
|
Amount
|
|
Expiration
Period
|
||
U.S. Federal net operating loss carryforwards
|
|
$
|
1,613.1
|
|
|
2012-2031
|
U.S. Federal credit carryforwards
|
|
85.4
|
|
|
2014-2031
|
|
U.S. State net operating loss carryforwards
|
|
3,342.1
|
|
|
2012-2031
|
|
Non-U.S. net operating loss carryforwards
|
|
1,124.7
|
|
|
2012-Unlimited
|
|
Non-U.S. credit carryforwards
|
|
8.9
|
|
|
Unlimited
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Beginning balance
|
|
$
|
378.7
|
|
|
$
|
352.6
|
|
|
$
|
247.8
|
|
Increase to valuation allowance
|
|
17.0
|
|
|
106.9
|
|
|
166.0
|
|
|||
Decrease to valuation allowance
|
|
(52.2
|
)
|
|
(45.9
|
)
|
|
(17.8
|
)
|
|||
Other deductions
|
|
(1.5
|
)
|
|
(1.5
|
)
|
|
(4.9
|
)
|
|||
Write off against valuation allowance
|
|
—
|
|
|
—
|
|
|
(41.3
|
)
|
|||
Acquisition and purchase accounting
|
|
—
|
|
|
—
|
|
|
(38.9
|
)
|
|||
Accumulated other comprehensive income (loss)
|
|
(8.2
|
)
|
|
(33.4
|
)
|
|
41.7
|
|
|||
Ending balance
|
|
$
|
333.8
|
|
|
$
|
378.7
|
|
|
$
|
352.6
|
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Beginning balance
|
|
$
|
534.1
|
|
|
$
|
525.1
|
|
|
$
|
589.6
|
|
Additions based on tax positions related to the current year
|
|
16.7
|
|
|
14.1
|
|
|
25.2
|
|
|||
Additions based on tax positions related to acquisitions
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Additions based on tax positions related to prior years
|
|
64.9
|
|
|
116.3
|
|
|
80.5
|
|
|||
Reductions based on tax positions related to prior years
|
|
(63.6
|
)
|
|
(101.4
|
)
|
|
(121.8
|
)
|
|||
Reductions related to settlements with tax authorities
|
|
(3.7
|
)
|
|
(11.9
|
)
|
|
(33.4
|
)
|
|||
Reductions related to lapses of statute of limitations
|
|
(10.4
|
)
|
|
(6.0
|
)
|
|
(18.9
|
)
|
|||
Translation (gain)/loss
|
|
(1.1
|
)
|
|
(2.1
|
)
|
|
3.9
|
|
|||
Ending balance
|
|
$
|
536.9
|
|
|
$
|
534.1
|
|
|
$
|
525.1
|
|
In millions
|
2011*
|
|
2010
|
|
2009
|
||||||
Net revenues
|
$
|
818.5
|
|
|
$
|
1,106.1
|
|
|
$
|
1,008.9
|
|
Loss on sale/asset impairment
|
(646.9
|
)
|
**
|
—
|
|
|
—
|
|
|||
Net earnings (loss) attributable to Ingersoll-Rand plc
|
(513.1
|
)
|
|
55.7
|
|
|
13.1
|
|
|||
Diluted earnings (loss) per share attributable to Ingersoll-Rand plc ordinary shareholders:
|
(1.51
|
)
|
|
0.16
|
|
|
0.04
|
|
In millions
|
|
December 31,
2010 |
||
Assets
|
|
|
||
Current assets
|
|
$
|
225.0
|
|
Property, plant and equipment, net
|
|
107.4
|
|
|
Goodwill
|
|
407.4
|
|
|
Intangible assets, net
|
|
389.5
|
|
|
Other assets and deferred income taxes
|
|
5.5
|
|
|
Assets held for sale
|
|
$
|
1,134.8
|
|
Liabilities
|
|
|
||
Current liabilities
|
|
$
|
106.1
|
|
Noncurrent liabilities
|
|
61.0
|
|
|
Liabilities held for sale
|
|
$
|
167.1
|
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Net revenues
|
|
$
|
72.2
|
|
|
$
|
143.6
|
|
|
$
|
186.1
|
|
Pre-tax earnings (loss) from operations
|
|
(69.0
|
)
|
|
(173.4
|
)
|
|
(95.6
|
)
|
|||
Pre-tax gain (loss) on sale
|
|
(57.7
|
)
|
|
(5.4
|
)
|
|
(28.6
|
)
|
|||
Tax benefit (expense)
|
|
69.9
|
|
|
61.3
|
|
|
87.6
|
|
|||
Discontinued operations, net of tax
|
|
$
|
(56.8
|
)
|
|
$
|
(117.5
|
)
|
|
$
|
(36.6
|
)
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Integrated Systems and Services, net of tax
|
|
$
|
(6.3
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
(3.0
|
)
|
Energy Systems, net of tax
|
|
0.2
|
|
|
(17.6
|
)
|
|
(4.3
|
)
|
|||
KOXKA, net of tax
|
|
(3.3
|
)
|
|
(54.0
|
)
|
|
(17.7
|
)
|
|||
Other discontinued operations, net of tax
|
|
(47.4
|
)
|
|
(45.1
|
)
|
|
(11.6
|
)
|
|||
Discontinued operations, net of tax
|
|
$
|
(56.8
|
)
|
|
$
|
(117.5
|
)
|
|
$
|
(36.6
|
)
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Net revenues
|
|
$
|
72.2
|
|
|
$
|
78.0
|
|
|
$
|
92.7
|
|
After-tax earnings (loss) from operations
|
|
$
|
(1.3
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
(3.0
|
)
|
Gain (loss) on sale, net of tax
|
|
(5.0
|
)
|
|
—
|
|
|
—
|
|
|||
Discontinued operations, net of tax
|
|
$
|
(6.3
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
(3.0
|
)
|
In millions
|
December 31,
2010 |
||
Assets
|
|
||
Current assets
|
$
|
25.3
|
|
Goodwill
|
2.5
|
|
|
Intangible assets, net
|
4.4
|
|
|
Assets held for sale
|
$
|
32.2
|
|
Liabilities
|
|
||
Current liabilities
|
$
|
9.1
|
|
Liabilities held for sale
|
$
|
9.1
|
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Net revenues
|
|
$
|
—
|
|
|
$
|
8.9
|
|
|
$
|
10.9
|
|
After-tax earnings (loss) from operations
|
|
$
|
(0.4
|
)
|
|
$
|
(14.4
|
)
|
*
|
$
|
(4.3
|
)
|
Gain (loss) on sale, net of tax
|
|
0.6
|
|
|
(3.2
|
)
|
|
—
|
|
|||
Discontinued operations, net of tax
|
|
$
|
0.2
|
|
|
$
|
(17.6
|
)
|
|
$
|
(4.3
|
)
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Net revenues
|
|
$
|
—
|
|
|
$
|
56.7
|
|
|
$
|
82.5
|
|
After-tax earnings (loss) from operations
|
|
$
|
(3.3
|
)
|
|
$
|
(53.1
|
)
|
*
|
$
|
(17.7
|
)
|
Gain (loss) on sale, net of tax
|
|
—
|
|
|
(0.9
|
)
|
|
—
|
|
|||
Discontinued operations, net of tax
|
|
$
|
(3.3
|
)
|
|
$
|
(54.0
|
)
|
|
$
|
(17.7
|
)
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Retained costs, net of tax
|
|
$
|
(31.8
|
)
|
|
$
|
(45.0
|
)
|
|
$
|
12.4
|
|
Net gain (loss) on disposals, net of tax
|
|
(15.6
|
)
|
|
(0.1
|
)
|
|
(24.0
|
)
|
|||
Discontinued operations, net of tax
|
|
$
|
(47.4
|
)
|
|
$
|
(45.1
|
)
|
|
$
|
(11.6
|
)
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
|||
Weighted-average number of basic shares
|
|
324.8
|
|
|
324.7
|
|
|
321.1
|
|
Shares issuable under incentive stock plans
|
|
3.8
|
|
|
5.1
|
|
|
2.9
|
|
Exchangeable Senior Notes
|
|
10.7
|
|
|
10.0
|
|
|
5.1
|
|
Weighted-average number of diluted shares
|
|
339.3
|
|
|
339.8
|
|
|
329.1
|
|
Anti-dilutive shares
|
|
5.0
|
|
|
12.4
|
|
|
17.6
|
|
•
|
the outside expert’s interpretation of a widely accepted forecast of the population likely to have been occupationally exposed to asbestos;
|
•
|
epidemiological studies estimating the number of people likely to develop asbestos-related diseases such as mesothelioma and lung cancer;
|
•
|
the Company’s historical experience with the filing of non-malignancy claims against it and the historical ratio between the numbers of non-malignancy and lung cancer claims filed against the Company;
|
•
|
the outside expert’s analysis of the number of people likely to file an asbestos-related personal injury claim against the Company based on such epidemiological and historical data and the Company’s most recent three-year claims history;
|
•
|
an analysis of the Company’s pending cases, by type of disease claimed;
|
•
|
an analysis of the Company’s most recent three-year history to determine the average settlement and resolution value of claims, by type of disease claimed;
|
•
|
an adjustment for inflation in the future average settlement value of claims, at a
2.5%
annual inflation rate, adjusted downward to
1.5%
to take account of the declining value of claims resulting from the aging of the claimant population; and
|
•
|
an analysis of the period over which the Company has and is likely to resolve asbestos-related claims against it in the future.
|
In millions
|
December 31,
2011 |
|
December 31,
2010 |
||||
Accrued expenses and other current liabilities
|
$
|
69.7
|
|
|
$
|
75.5
|
|
Other noncurrent liabilities
|
868.6
|
|
|
945.0
|
|
||
Total asbestos-related liabilities
|
$
|
938.3
|
|
|
$
|
1,020.5
|
|
Other current assets
|
$
|
23.5
|
|
|
$
|
26.3
|
|
Other noncurrent assets
|
298.9
|
|
|
319.9
|
|
||
Total asset for probable asbestos-related insurance recoveries
|
$
|
322.4
|
|
|
$
|
346.2
|
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Continuing operations
|
|
$
|
(1.2
|
)
|
|
$
|
(1.4
|
)
|
|
$
|
13.8
|
|
Discontinued operations
|
|
(8.9
|
)
|
|
(17.4
|
)
|
|
(1.5
|
)
|
|||
Total
|
|
$
|
(10.1
|
)
|
|
$
|
(18.8
|
)
|
|
$
|
12.3
|
|
In millions
|
|
2011
|
|
2010
|
||||
Balance at beginning of year
|
|
$
|
631.4
|
|
|
$
|
619.4
|
|
Reductions for payments
|
|
(200.8
|
)
|
|
(244.4
|
)
|
||
Accruals for warranties issued during the current period
|
|
209.5
|
|
|
242.5
|
|
||
Changes for accruals related to preexisting warranties
|
|
(2.8
|
)
|
|
15.0
|
|
||
Divestitures
|
|
—
|
|
|
(0.3
|
)
|
||
Translation
|
|
(0.9
|
)
|
|
(0.8
|
)
|
||
Balance at end of the year
|
|
$
|
636.4
|
|
|
$
|
631.4
|
|
In millions
|
2011
|
|
2010
|
|
2009
|
||||||
Net revenues
|
$
|
818.5
|
|
|
$
|
1,106.1
|
|
|
$
|
1,008.9
|
|
Segment operating income
|
$
|
58.6
|
|
|
$
|
84.4
|
|
|
$
|
19.4
|
|
Dollar amounts in millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Climate Solutions
|
|
|
|
|
|
|
||||||
Net revenues
|
|
$
|
8,284.6
|
|
|
$
|
7,800.8
|
|
|
$
|
7,211.2
|
|
Segment operating income
|
|
824.6
|
|
*
|
598.3
|
|
|
431.3
|
|
|||
Segment operating income as a percentage of revenues
|
|
10.0
|
%
|
|
7.7
|
%
|
|
6.0
|
%
|
|||
Depreciation and amortization
|
|
171.4
|
|
|
206.0
|
|
|
208.3
|
|
|||
Capital expenditures
|
|
81.6
|
|
|
67.0
|
|
|
93.5
|
|
|||
|
|
|
|
|
|
|
||||||
Residential Solutions
|
|
|
|
|
|
|
||||||
Net revenues
|
|
2,012.7
|
|
|
2,121.7
|
|
|
2,001.5
|
|
|||
Segment operating income
|
|
62.1
|
|
|
191.3
|
|
|
130.6
|
|
|||
Segment operating income as a percentage of revenues
|
|
3.1
|
%
|
|
9.0
|
%
|
|
6.5
|
%
|
|||
Depreciation and amortization
|
|
110.1
|
|
|
107.4
|
|
|
108.4
|
|
|||
Capital expenditures
|
|
27.7
|
|
|
35.9
|
|
|
43.5
|
|
|||
|
|
|
|
|
|
|
||||||
Industrial Technologies
|
|
|
|
|
|
|
||||||
Net revenues
|
|
2,852.9
|
|
|
2,485.2
|
|
|
2,170.0
|
|
|||
Segment operating income
|
|
415.5
|
|
|
310.4
|
|
|
178.5
|
|
|||
Segment operating income as a percentage of revenues
|
|
14.6
|
%
|
|
12.5
|
%
|
|
8.2
|
%
|
|||
Depreciation and amortization
|
|
40.3
|
|
|
41.5
|
|
|
42.9
|
|
|||
Capital expenditures
|
|
57.2
|
|
|
31.3
|
|
|
23.0
|
|
|||
|
|
|
|
|
|
|
||||||
Security Technologies
|
|
|
|
|
|
|
||||||
Net revenues
|
|
1,631.8
|
|
|
1,593.4
|
|
|
1,626.4
|
|
|||
Segment operating income
|
|
331.6
|
|
|
328.3
|
|
|
328.6
|
|
|||
Segment operating income as a percentage of revenues
|
|
20.3
|
%
|
|
20.6
|
%
|
|
20.2
|
%
|
|||
Depreciation and amortization
|
|
37.2
|
|
|
38.7
|
|
|
39.0
|
|
|||
Capital expenditures
|
|
22.8
|
|
|
14.6
|
|
|
25.9
|
|
|||
|
|
|
|
|
|
|
||||||
Total net revenues
|
|
$
|
14,782.0
|
|
|
$
|
14,001.1
|
|
|
$
|
13,009.1
|
|
|
|
|
|
|
|
|
||||||
Reconciliation to Operating Income
|
|
|
|
|
|
|
||||||
Segment operating income from reportable segments
|
|
1,633.8
|
|
|
1,428.3
|
|
|
1,069.0
|
|
|||
Loss on sale/asset impairment
|
|
(646.9
|
)
|
*
|
—
|
|
|
—
|
|
|||
Unallocated corporate expense
|
|
(126.6
|
)
|
|
(166.9
|
)
|
|
(183.8
|
)
|
|||
Total operating income
|
|
$
|
860.3
|
|
|
$
|
1,261.4
|
|
|
$
|
885.2
|
|
Total operating income as a percentage of revenues
|
|
5.8
|
%
|
|
9.0
|
%
|
|
6.8
|
%
|
|||
|
|
|
|
|
|
|
||||||
Depreciation and amortization from reportable segments
|
|
359.0
|
|
|
393.6
|
|
|
398.6
|
|
|||
Unallocated depreciation and amortization
|
|
43.7
|
|
|
43.2
|
|
|
22.9
|
|
|||
Total depreciation and amortization
|
|
$
|
402.7
|
|
|
$
|
436.8
|
|
|
$
|
421.5
|
|
|
|
|
|
|
|
|
||||||
Capital expenditures from reportable segments
|
|
189.3
|
|
|
148.8
|
|
|
185.9
|
|
|||
Corporate capital expenditures
|
|
53.6
|
|
|
30.7
|
|
|
18.2
|
|
|||
Total capital expenditures
|
|
$
|
242.9
|
|
|
$
|
179.5
|
|
|
$
|
204.1
|
|
In millions
|
|
2011
|
|
2010
|
|
2009
|
||||||
Revenues
|
|
|
|
|
|
|
||||||
United States
|
|
$
|
8,683.7
|
|
|
$
|
8,585.9
|
|
|
$
|
8,128.3
|
|
Non-U.S.
|
|
6,098.3
|
|
|
5,415.2
|
|
|
4,880.8
|
|
|||
Total
|
|
$
|
14,782.0
|
|
|
$
|
14,001.1
|
|
|
$
|
13,009.1
|
|
In millions
|
|
2011
|
|
2010
|
||||
Long-lived assets
|
|
|
|
|
||||
United States
|
|
$
|
2,583.2
|
|
|
$
|
2,698.3
|
|
Non-U.S.
|
|
783.5
|
|
|
838.8
|
|
||
Total
|
|
$
|
3,366.7
|
|
|
$
|
3,537.1
|
|
In millions
|
|
IR
Ireland
|
|
IR
Limited
|
|
IR
International
|
|
IR Global
Holding
|
|
IR New
Jersey
|
|
Other
Subsidiaries
|
|
Consolidating
Adjustments
|
|
IR Ireland
Consolidated
|
||||||||||||||||
Net revenues
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
867.8
|
|
|
$
|
13,914.2
|
|
|
$
|
—
|
|
|
$
|
14,782.0
|
|
Cost of goods sold
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(584.8
|
)
|
|
(9,908.8
|
)
|
|
—
|
|
|
(10,493.6
|
)
|
||||||||
Selling and administrative expenses
|
|
(9.2
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
(0.4
|
)
|
|
(277.0
|
)
|
|
(2,494.5
|
)
|
|
—
|
|
|
(2,781.2
|
)
|
||||||||
Loss on sale/asset impairment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(646.9
|
)
|
|
—
|
|
|
(646.9
|
)
|
||||||||
Operating income
|
|
(9.2
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
(0.4
|
)
|
|
6.0
|
|
|
864.0
|
|
|
—
|
|
|
860.3
|
|
||||||||
Equity earnings in affiliates, net of tax
|
|
358.8
|
|
|
614.8
|
|
|
816.5
|
|
|
711.1
|
|
|
117.4
|
|
|
655.6
|
|
|
(3,274.2
|
)
|
|
—
|
|
||||||||
Interest expense
|
|
—
|
|
|
—
|
|
|
(15.7
|
)
|
|
(193.2
|
)
|
|
(50.7
|
)
|
|
(20.4
|
)
|
|
—
|
|
|
(280.0
|
)
|
||||||||
Intercompany interest and fees
|
|
(2.5
|
)
|
|
—
|
|
|
(129.4
|
)
|
|
52.5
|
|
|
(117.9
|
)
|
|
197.3
|
|
|
—
|
|
|
—
|
|
||||||||
Other, net
|
|
(3.9
|
)
|
|
(5.2
|
)
|
|
1.7
|
|
|
251.5
|
|
|
77.9
|
|
|
(28.9
|
)
|
|
(260.1
|
)
|
|
33.0
|
|
||||||||
Earnings (loss) before income taxes
|
|
343.2
|
|
|
609.5
|
|
|
673.1
|
|
|
821.5
|
|
|
32.7
|
|
|
1,667.6
|
|
|
(3,534.3
|
)
|
|
613.3
|
|
||||||||
Benefit (provision) for income taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29.0
|
|
|
(216.2
|
)
|
|
—
|
|
|
(187.2
|
)
|
||||||||
Earnings (loss) from continuing operations
|
|
343.2
|
|
|
609.5
|
|
|
673.1
|
|
|
821.5
|
|
|
61.7
|
|
|
1,451.4
|
|
|
(3,534.3
|
)
|
|
426.1
|
|
||||||||
Discontinued operations, net of tax
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(79.1
|
)
|
|
22.3
|
|
|
—
|
|
|
(56.8
|
)
|
||||||||
Net earnings (loss)
|
|
343.2
|
|
|
609.5
|
|
|
673.1
|
|
|
821.5
|
|
|
(17.4
|
)
|
|
1,473.7
|
|
|
(3,534.3
|
)
|
|
369.3
|
|
||||||||
Less: Net earnings attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(35.5
|
)
|
|
9.4
|
|
|
(26.1
|
)
|
||||||||
Net earnings (loss) attributable to Ingersoll-Rand plc
|
|
$
|
343.2
|
|
|
$
|
609.5
|
|
|
$
|
673.1
|
|
|
$
|
821.5
|
|
|
$
|
(17.4
|
)
|
|
$
|
1,438.2
|
|
|
$
|
(3,524.9
|
)
|
|
$
|
343.2
|
|
In millions
|
|
IR
Ireland
|
|
IR
Limited
|
|
IR
International
|
|
IR Global
Holding
|
|
IR New
Jersey
|
|
Other
Subsidiaries
|
|
Consolidating
Adjustments
|
|
IR Ireland
Consolidated
|
||||||||||||||||
Net revenues
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
741.3
|
|
|
$
|
13,259.8
|
|
|
$
|
—
|
|
|
$
|
14,001.1
|
|
Cost of goods sold
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(578.1
|
)
|
|
(9,481.8
|
)
|
|
—
|
|
|
(10,059.9
|
)
|
||||||||
Selling and administrative expenses
|
|
(8.4
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
(0.6
|
)
|
|
(223.8
|
)
|
|
(2,446.9
|
)
|
|
—
|
|
|
(2,679.8
|
)
|
||||||||
Operating income (loss)
|
|
(8.4
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
(0.6
|
)
|
|
(60.6
|
)
|
|
1,331.1
|
|
|
—
|
|
|
1,261.4
|
|
||||||||
Equity earnings in affiliates, net of tax
|
|
659.8
|
|
|
470.4
|
|
|
615.2
|
|
|
1,050.5
|
|
|
168.3
|
|
|
526.6
|
|
|
(3,490.8
|
)
|
|
—
|
|
||||||||
Interest expense
|
|
—
|
|
|
—
|
|
|
(15.6
|
)
|
|
(194.2
|
)
|
|
(51.9
|
)
|
|
(21.5
|
)
|
|
—
|
|
|
(283.2
|
)
|
||||||||
Intercompany interest and fees
|
|
—
|
|
|
(0.1
|
)
|
|
(135.0
|
)
|
|
(33.3
|
)
|
|
(122.2
|
)
|
|
290.6
|
|
|
—
|
|
|
—
|
|
||||||||
Other, net
|
|
(8.6
|
)
|
|
(0.3
|
)
|
|
0.6
|
|
|
(189.7
|
)
|
|
51.4
|
|
|
6.0
|
|
|
173.1
|
|
|
32.5
|
|
||||||||
Earnings (loss) before income taxes
|
|
642.8
|
|
|
469.9
|
|
|
465.2
|
|
|
632.7
|
|
|
(15.0
|
)
|
|
2,132.8
|
|
|
(3,317.7
|
)
|
|
1,010.7
|
|
||||||||
Benefit (provision) for income taxes
|
|
(0.6
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
93.1
|
|
|
(320.6
|
)
|
|
—
|
|
|
(228.1
|
)
|
||||||||
Earnings (loss) from continuing operations
|
|
642.2
|
|
|
469.9
|
|
|
465.2
|
|
|
632.7
|
|
|
78.1
|
|
|
1,812.2
|
|
|
(3,317.7
|
)
|
|
782.6
|
|
||||||||
Discontinued operations, net of tax
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16.8
|
)
|
|
(100.7
|
)
|
|
—
|
|
|
(117.5
|
)
|
||||||||
Net earnings (loss)
|
|
642.2
|
|
|
469.9
|
|
|
465.2
|
|
|
632.7
|
|
|
61.3
|
|
|
1,711.5
|
|
|
(3,317.7
|
)
|
|
665.1
|
|
||||||||
Less: Net earnings attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(39.6
|
)
|
|
16.7
|
|
|
(22.9
|
)
|
||||||||
Net earnings (loss) attributable to Ingersoll-Rand plc
|
|
$
|
642.2
|
|
|
$
|
469.9
|
|
|
$
|
465.2
|
|
|
$
|
632.7
|
|
|
$
|
61.3
|
|
|
$
|
1,671.9
|
|
|
$
|
(3,301.0
|
)
|
|
$
|
642.2
|
|
In millions
|
|
IR
Ireland
|
|
IR
Limited
|
|
IR
International
|
|
IR Global
Holding
|
|
IR New
Jersey
|
|
Other
Subsidiaries
|
|
Consolidating
Adjustments
|
|
IR Ireland
Consolidated
|
||||||||||||||||
Net revenues
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
643.7
|
|
|
$
|
12,365.4
|
|
|
$
|
—
|
|
|
$
|
13,009.1
|
|
Cost of goods sold
|
|
—
|
|
|
(0.7
|
)
|
|
—
|
|
|
—
|
|
|
(534.0
|
)
|
|
(8,902.4
|
)
|
|
—
|
|
|
(9,437.1
|
)
|
||||||||
Selling and administrative expenses
|
|
(6.3
|
)
|
|
(35.5
|
)
|
|
—
|
|
|
(1.3
|
)
|
|
(288.3
|
)
|
|
(2,355.4
|
)
|
|
—
|
|
|
(2,686.8
|
)
|
||||||||
Operating income (loss)
|
|
(6.3
|
)
|
|
(36.2
|
)
|
|
—
|
|
|
(1.3
|
)
|
|
(178.6
|
)
|
|
1,107.6
|
|
|
—
|
|
|
885.2
|
|
||||||||
Equity earnings in affiliates, net of tax
|
|
361.8
|
|
|
223.4
|
|
|
203.7
|
|
|
903.2
|
|
|
107.2
|
|
|
(11.4
|
)
|
|
(1,787.9
|
)
|
|
—
|
|
||||||||
Interest expense
|
|
—
|
|
|
(7.8
|
)
|
|
(7.8
|
)
|
|
(186.7
|
)
|
|
(53.4
|
)
|
|
(45.9
|
)
|
|
—
|
|
|
(301.6
|
)
|
||||||||
Intercompany interest and fees
|
|
—
|
|
|
(18.7
|
)
|
|
(126.5
|
)
|
|
(69.8
|
)
|
|
(126.8
|
)
|
|
341.8
|
|
|
—
|
|
|
—
|
|
||||||||
Other, net
|
|
—
|
|
|
(4.3
|
)
|
|
1.0
|
|
|
(299.5
|
)
|
|
152.1
|
|
|
(101.0
|
)
|
|
262.4
|
|
|
10.7
|
|
||||||||
Earnings (loss) before income taxes
|
|
355.5
|
|
|
156.4
|
|
|
70.4
|
|
|
345.9
|
|
|
(99.5
|
)
|
|
1,291.1
|
|
|
(1,525.5
|
)
|
|
594.3
|
|
||||||||
Benefit (provision) for income taxes
|
|
0.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
68.0
|
|
|
(150.1
|
)
|
|
—
|
|
|
(81.5
|
)
|
||||||||
Earnings (loss) from continuing operations
|
|
356.1
|
|
|
156.4
|
|
|
70.4
|
|
|
345.9
|
|
|
(31.5
|
)
|
|
1,141.0
|
|
|
(1,525.5
|
)
|
|
512.8
|
|
||||||||
Discontinued operations, net of tax
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(50.5
|
)
|
|
13.9
|
|
|
—
|
|
|
(36.6
|
)
|
||||||||
Net earnings (loss)
|
|
356.1
|
|
|
156.4
|
|
|
70.4
|
|
|
345.9
|
|
|
(82.0
|
)
|
|
1,154.9
|
|
|
(1,525.5
|
)
|
|
476.2
|
|
||||||||
Less: Net earnings attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(63.4
|
)
|
|
38.5
|
|
|
(24.9
|
)
|
||||||||
Net earnings (loss) attributable to Ingersoll-Rand plc
|
|
$
|
356.1
|
|
|
$
|
156.4
|
|
|
$
|
70.4
|
|
|
$
|
345.9
|
|
|
$
|
(82.0
|
)
|
|
$
|
1,091.5
|
|
|
$
|
(1,487.0
|
)
|
|
$
|
451.3
|
|
In millions
|
|
IR
Ireland
|
|
IR
Limited
|
|
IR
International
|
|
IR Global
Holding
|
|
IR New
Jersey
|
|
Other
Subsidiaries
|
|
Consolidating
Adjustments
|
|
IR Ireland
Consolidated
|
||||||||||||||||
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Cash and cash equivalents
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
241.8
|
|
|
$
|
77.8
|
|
|
$
|
841.1
|
|
|
$
|
—
|
|
|
$
|
1,160.7
|
|
Accounts and notes receivable, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
166.7
|
|
|
1,979.1
|
|
|
—
|
|
|
2,145.8
|
|
||||||||
Inventories
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
73.3
|
|
|
1,208.7
|
|
|
—
|
|
|
1,282.0
|
|
||||||||
Other current assets
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|
0.5
|
|
|
176.0
|
|
|
416.5
|
|
|
—
|
|
|
593.2
|
|
||||||||
Assets held for sale
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.9
|
|
|
—
|
|
|
0.9
|
|
||||||||
Accounts and notes receivable affiliates
|
|
137.5
|
|
|
3,013.3
|
|
|
17.0
|
|
|
2,465.4
|
|
|
4,829.9
|
|
|
21,001.7
|
|
|
(31,464.8
|
)
|
|
—
|
|
||||||||
Total current assets
|
|
137.6
|
|
|
3,013.3
|
|
|
17.1
|
|
|
2,707.7
|
|
|
5,323.7
|
|
|
25,448.0
|
|
|
(31,464.8
|
)
|
|
5,182.6
|
|
||||||||
Investment in affiliates
|
|
8,179.9
|
|
|
6,254.6
|
|
|
20,265.3
|
|
|
17,420.3
|
|
|
7,922.5
|
|
|
84,841.3
|
|
|
(144,883.9
|
)
|
|
—
|
|
||||||||
Property, plant and equipment, net
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
0.2
|
|
|
217.0
|
|
|
1,423.3
|
|
|
—
|
|
|
1,640.6
|
|
||||||||
Intangible assets, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
83.9
|
|
|
10,358.3
|
|
|
—
|
|
|
10,442.2
|
|
||||||||
Other noncurrent assets
|
|
—
|
|
|
—
|
|
|
0.7
|
|
|
12.7
|
|
|
906.4
|
|
|
569.0
|
|
|
—
|
|
|
1,488.8
|
|
||||||||
Total assets
|
|
$
|
8,317.6
|
|
|
$
|
9,267.9
|
|
|
$
|
20,283.1
|
|
|
$
|
20,140.9
|
|
|
$
|
14,453.5
|
|
|
$
|
122,639.9
|
|
|
$
|
(176,348.7
|
)
|
|
$
|
18,754.2
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Accounts payable and accruals
|
|
$
|
51.7
|
|
|
$
|
—
|
|
|
$
|
3.9
|
|
|
$
|
50.8
|
|
|
$
|
433.1
|
|
|
$
|
2,821.7
|
|
|
$
|
—
|
|
|
$
|
3,361.2
|
|
Short-term borrowings and current maturities of long-term debt
|
|
—
|
|
|
—
|
|
|
—
|
|
|
581.0
|
|
|
351.9
|
|
|
70.2
|
|
|
(239.8
|
)
|
|
763.3
|
|
||||||||
Liabilities held for sale
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Accounts and note payable affiliates
|
|
1,250.2
|
|
|
40.3
|
|
|
4,812.5
|
|
|
7,352.8
|
|
|
9,455.3
|
|
|
8,140.2
|
|
|
(31,051.3
|
)
|
|
—
|
|
||||||||
Total current liabilities
|
|
1,301.9
|
|
|
40.3
|
|
|
4,816.4
|
|
|
7,984.6
|
|
|
10,240.3
|
|
|
11,032.1
|
|
|
(31,291.1
|
)
|
|
4,124.5
|
|
||||||||
Long-term debt
|
|
—
|
|
|
—
|
|
|
299.6
|
|
|
2,004.2
|
|
|
372.6
|
|
|
202.9
|
|
|
—
|
|
|
2,879.3
|
|
||||||||
Note payable affiliate
|
|
—
|
|
|
—
|
|
|
10,789.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10,789.4
|
)
|
|
—
|
|
||||||||
Other noncurrent liabilities
|
|
—
|
|
|
—
|
|
|
3.8
|
|
|
—
|
|
|
1,894.4
|
|
|
2,836.5
|
|
|
—
|
|
|
4,734.7
|
|
||||||||
Total liabilities
|
|
1,301.9
|
|
|
40.3
|
|
|
15,909.2
|
|
|
9,988.8
|
|
|
12,507.3
|
|
|
14,071.5
|
|
|
(42,080.5
|
)
|
|
11,738.5
|
|
||||||||
Temporary equity
|
|
3.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3.3
|
|
||||||||
Equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Total equity
|
|
7,012.4
|
|
|
9,227.6
|
|
|
4,373.9
|
|
|
10,152.1
|
|
|
1,946.2
|
|
|
108,568.4
|
|
|
(134,268.2
|
)
|
|
7,012.4
|
|
||||||||
Total liabilities and equity
|
|
$
|
8,317.6
|
|
|
$
|
9,267.9
|
|
|
$
|
20,283.1
|
|
|
$
|
20,140.9
|
|
|
$
|
14,453.5
|
|
|
$
|
122,639.9
|
|
|
$
|
(176,348.7
|
)
|
|
$
|
18,754.2
|
|
In millions
|
|
IR
Ireland
|
|
IR
Limited
|
|
IR
International
|
|
IR Global
Holding
|
|
IR New
Jersey
|
|
Other
Subsidiaries
|
|
Consolidating
Adjustments
|
|
IR Ireland
Consolidated
|
||||||||||||||||
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Cash and cash equivalents
|
|
$
|
0.4
|
|
|
$
|
—
|
|
|
$
|
12.0
|
|
|
$
|
99.9
|
|
|
$
|
135.5
|
|
|
$
|
766.5
|
|
|
$
|
—
|
|
|
$
|
1,014.3
|
|
Accounts and notes receivable, net
|
|
0.2
|
|
|
1.1
|
|
|
—
|
|
|
—
|
|
|
202.8
|
|
|
2,020.1
|
|
|
—
|
|
|
2,224.2
|
|
||||||||
Inventories
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
79.8
|
|
|
1,208.7
|
|
|
—
|
|
|
1,288.5
|
|
||||||||
Other current assets
|
|
0.1
|
|
|
—
|
|
|
4.0
|
|
|
0.4
|
|
|
203.9
|
|
|
383.8
|
|
|
—
|
|
|
592.2
|
|
||||||||
Assets held for sale
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3.3
|
|
|
1,164.9
|
|
|
—
|
|
|
1,168.2
|
|
||||||||
Accounts and notes receivable affiliates
|
|
93.4
|
|
|
2,987.3
|
|
|
17.0
|
|
|
3,611.4
|
|
|
589.7
|
|
|
14,247.0
|
|
|
(21,545.8
|
)
|
|
—
|
|
||||||||
Total current assets
|
|
94.1
|
|
|
2,988.4
|
|
|
33.0
|
|
|
3,711.7
|
|
|
1,215.0
|
|
|
19,791.0
|
|
|
(21,545.8
|
)
|
|
6,287.4
|
|
||||||||
Investment in affiliates
|
|
7,992.3
|
|
|
5,877.9
|
|
|
19,131.2
|
|
|
15,278.0
|
|
|
8,769.2
|
|
|
77,272.1
|
|
|
(134,320.7
|
)
|
|
—
|
|
||||||||
Property, plant and equipment, net
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
0.2
|
|
|
210.2
|
|
|
1,458.5
|
|
|
—
|
|
|
1,669.0
|
|
||||||||
Intangible assets, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
84.2
|
|
|
10,545.2
|
|
|
—
|
|
|
10,629.4
|
|
||||||||
Other noncurrent assets
|
|
—
|
|
|
—
|
|
|
0.9
|
|
|
18.4
|
|
|
821.7
|
|
|
564.1
|
|
|
—
|
|
|
1,405.1
|
|
||||||||
Total assets
|
|
$
|
8,086.5
|
|
|
$
|
8,866.3
|
|
|
$
|
19,165.1
|
|
|
$
|
19,008.3
|
|
|
$
|
11,100.3
|
|
|
$
|
109,630.9
|
|
|
$
|
(155,866.5
|
)
|
|
$
|
19,990.9
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Accounts payable and accruals
|
|
$
|
3.6
|
|
|
$
|
—
|
|
|
$
|
1.8
|
|
|
$
|
49.3
|
|
|
$
|
443.1
|
|
|
$
|
2,850.3
|
|
|
$
|
—
|
|
|
$
|
3,348.1
|
|
Short-term borrowings and current maturities of long-term debt
|
|
—
|
|
|
—
|
|
|
—
|
|
|
857.6
|
|
|
351.0
|
|
|
82.3
|
|
|
(529.3
|
)
|
|
761.6
|
|
||||||||
Liabilities held for sale
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
176.2
|
|
|
—
|
|
|
176.2
|
|
||||||||
Accounts and note payable affiliates
|
|
7.1
|
|
|
10.4
|
|
|
4,688.4
|
|
|
7,107.8
|
|
|
5,065.9
|
|
|
5,309.5
|
|
|
(22,189.1
|
)
|
|
—
|
|
||||||||
Total current liabilities
|
|
10.7
|
|
|
10.4
|
|
|
4,690.2
|
|
|
8,014.7
|
|
|
5,860.0
|
|
|
8,418.3
|
|
|
(22,718.4
|
)
|
|
4,285.9
|
|
||||||||
Long-term debt
|
|
—
|
|
|
—
|
|
|
299.4
|
|
|
2,004.1
|
|
|
381.1
|
|
|
237.7
|
|
|
—
|
|
|
2,922.3
|
|
||||||||
Note payable affiliate
|
|
—
|
|
|
—
|
|
|
10,789.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10,789.4
|
)
|
|
—
|
|
||||||||
Other noncurrent liabilities
|
|
—
|
|
|
8.3
|
|
|
3.9
|
|
|
—
|
|
|
1,770.8
|
|
|
2,923.9
|
|
|
—
|
|
|
4,706.9
|
|
||||||||
Total liabilities
|
|
10.7
|
|
|
18.7
|
|
|
15,782.9
|
|
|
10,018.8
|
|
|
8,011.9
|
|
|
11,579.9
|
|
|
(33,507.8
|
)
|
|
11,915.1
|
|
||||||||
Temporary equity
|
|
16.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16.7
|
|
||||||||
Equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Total equity
|
|
8,059.1
|
|
|
8,847.6
|
|
|
3,382.2
|
|
|
8,989.5
|
|
|
3,088.4
|
|
|
98,051.0
|
|
|
(122,358.7
|
)
|
|
8,059.1
|
|
||||||||
Total liabilities and equity
|
|
$
|
8,086.5
|
|
|
$
|
8,866.3
|
|
|
$
|
19,165.1
|
|
|
$
|
19,008.3
|
|
|
$
|
11,100.3
|
|
|
$
|
109,630.9
|
|
|
$
|
(155,866.5
|
)
|
|
$
|
19,990.9
|
|
In millions
|
|
IR
Ireland
|
|
IR
Limited
|
|
IR
International
|
|
IR
Global
Holding
|
|
IR New
Jersey
|
|
Other
Subsidiaries
|
|
IR Ireland
Consolidated
|
||||||||||||||
Net cash (used in) provided by continuing operating activities
|
|
$
|
(13.1
|
)
|
|
$
|
(5.3
|
)
|
|
$
|
(14.0
|
)
|
|
$
|
(192.8
|
)
|
|
$
|
246.4
|
|
|
$
|
1,209.0
|
|
|
$
|
1,230.2
|
|
Net cash (used in) provided by discontinued operating activities
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(79.1
|
)
|
|
35.7
|
|
|
(43.4
|
)
|
|||||||
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Capital expenditures
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(47.6
|
)
|
|
(195.3
|
)
|
|
(242.9
|
)
|
|||||||
Acquisition of businesses, net of cash acquired
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.9
|
)
|
|
(1.9
|
)
|
|||||||
Proceeds from sale of property, plant and equipment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3.1
|
|
|
48.9
|
|
|
52.0
|
|
|||||||
Proceeds from business dispositions, net of cash sold
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
355.9
|
|
|
355.9
|
|
|||||||
Other
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Net cash (used in) provided by continuing investing activities
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(44.5
|
)
|
|
207.6
|
|
|
163.1
|
|
|||||||
Net cash (used in) provided by discontinued investing activities
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
44.4
|
|
|
44.4
|
|
|||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Net proceeds (repayments) in debt
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|
(7.7
|
)
|
|
(46.1
|
)
|
|
(54.0
|
)
|
|||||||
Debt issuance costs
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.3
|
)
|
|
—
|
|
|
—
|
|
|
(2.3
|
)
|
|||||||
Excess tax benefit from share based compensation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11.8
|
|
|
12.8
|
|
|
24.6
|
|
|||||||
Net inter-company (payments) proceeds
|
|
1,199.0
|
|
|
5.3
|
|
|
2.0
|
|
|
337.2
|
|
|
(184.6
|
)
|
|
(1,358.9
|
)
|
|
—
|
|
|||||||
Dividends paid to ordinary shareholders
|
|
(137.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(137.3
|
)
|
|||||||
Dividends paid to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(26.2
|
)
|
|
(26.2
|
)
|
|||||||
Acquisition/divestiture of noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.3
|
)
|
|
(1.3
|
)
|
|||||||
Proceeds from shares issued under incentive plans
|
|
109.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
109.0
|
|
|||||||
Repurchase of ordinary shares
|
|
(1,157.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,157.5
|
)
|
|||||||
Other, net
|
|
(0.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.9
|
)
|
|
(1.4
|
)
|
|||||||
Net cash (used in) provided by continuing financing activities
|
|
12.7
|
|
|
5.3
|
|
|
2.0
|
|
|
334.7
|
|
|
(180.5
|
)
|
|
(1,420.6
|
)
|
|
(1,246.4
|
)
|
|||||||
Effect of exchange rate changes on cash and cash equivalents
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.5
|
)
|
|
(1.5
|
)
|
|||||||
Net increase (decrease) in cash and cash equivalents
|
|
(0.4
|
)
|
|
—
|
|
|
(12.0
|
)
|
|
141.9
|
|
|
(57.7
|
)
|
|
74.6
|
|
|
146.4
|
|
|||||||
Cash and cash equivalents–beginning of period
|
|
0.4
|
|
|
—
|
|
|
12.0
|
|
|
99.9
|
|
|
135.5
|
|
|
766.5
|
|
|
1,014.3
|
|
|||||||
Cash and cash equivalents–end of period
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
241.8
|
|
|
$
|
77.8
|
|
|
$
|
841.1
|
|
|
$
|
1,160.7
|
|
In millions
|
|
IR
Ireland
|
|
IR
Limited
|
|
IR
International
|
|
IR Global
Holding
|
|
IR
New Jersey
|
|
Other
Subsidiaries
|
|
IR Ireland
Consolidated
|
||||||||||||||
Net cash (used in) provided by continuing operating activities
|
|
$
|
(17.0
|
)
|
|
$
|
(0.4
|
)
|
|
$
|
(15.0
|
)
|
|
$
|
(384.5
|
)
|
|
$
|
(324.7
|
)
|
|
$
|
1,498.0
|
|
|
$
|
756.4
|
|
Net cash (used in) provided by discontinued operating activities
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16.8
|
)
|
|
(44.2
|
)
|
|
(61.0
|
)
|
|||||||
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Capital expenditures
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
|
(36.3
|
)
|
|
(142.9
|
)
|
|
(179.5
|
)
|
|||||||
Acquisition of businesses, net of cash acquired
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14.0
|
)
|
|
(14.0
|
)
|
|||||||
Proceeds from sale of property, plant and equipment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14.5
|
|
|
14.5
|
|
|||||||
Proceeds from business dispositions, net of cash sold
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Other
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Net cash (used in) provided by continuing investing activities
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
|
(36.3
|
)
|
|
(142.4
|
)
|
|
(179.0
|
)
|
|||||||
Net cash (used in) provided by discontinued investing activities
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|
0.4
|
|
|||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Net proceeds (repayments) in debt
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(249.8
|
)
|
|
(7.8
|
)
|
|
(171.2
|
)
|
|
(428.8
|
)
|
|||||||
Debt issuance costs
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5.5
|
)
|
|
—
|
|
|
—
|
|
|
(5.5
|
)
|
|||||||
Excess tax benefit from share based compensation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.2
|
|
|
—
|
|
|
4.2
|
|
|||||||
Net inter-company (payments) proceeds
|
|
(37.9
|
)
|
|
14.4
|
|
|
27.0
|
|
|
658.2
|
|
|
339.8
|
|
|
(1,001.5
|
)
|
|
—
|
|
|||||||
Dividends paid to ordinary shareholders
|
|
(90.6
|
)
|
|
(14.0
|
)
|
|
—
|
|
|
—
|
|
|
1.6
|
|
|
12.3
|
|
|
(90.7
|
)
|
|||||||
Dividends paid to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(20.2
|
)
|
|
(20.2
|
)
|
|||||||
Acquisition/divestiture of noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8.0
|
)
|
|
(8.0
|
)
|
|||||||
Proceeds from shares issued under incentive plans
|
|
145.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
145.3
|
|
|||||||
Repurchase of ordinary shares
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Net cash (used in) provided by continuing financing activities
|
|
16.8
|
|
|
0.4
|
|
|
27.0
|
|
|
402.9
|
|
|
337.8
|
|
|
(1,188.6
|
)
|
|
(403.7
|
)
|
|||||||
Effect of exchange rate changes on cash and cash equivalents
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24.5
|
|
|
24.5
|
|
|||||||
Net increase (decrease) in cash and cash equivalents
|
|
(0.2
|
)
|
|
—
|
|
|
12.0
|
|
|
18.1
|
|
|
(40.0
|
)
|
|
147.7
|
|
|
137.6
|
|
|||||||
Cash and cash equivalents – beginning of period
|
|
0.6
|
|
|
—
|
|
|
—
|
|
|
81.8
|
|
|
175.5
|
|
|
618.8
|
|
|
876.7
|
|
|||||||
Cash and cash equivalents – end of period
|
|
$
|
0.4
|
|
|
$
|
—
|
|
|
$
|
12.0
|
|
|
$
|
99.9
|
|
|
$
|
135.5
|
|
|
$
|
766.5
|
|
|
$
|
1,014.3
|
|
In millions
|
|
IR
Ireland
|
|
IR
Limited
|
|
IR
International
|
|
IR Global
Holding
|
|
IR
New Jersey
|
|
Other
Subsidiaries
|
|
IR Ireland
Consolidated
|
||||||||||||||
Net cash (used in) provided by continuing operating activities
|
|
$
|
(32.3
|
)
|
|
$
|
(21.5
|
)
|
|
$
|
(6.8
|
)
|
|
$
|
(188.0
|
)
|
|
$
|
40.3
|
|
|
$
|
1,965.2
|
|
|
$
|
1,756.9
|
|
Net cash (used in) provided by discontinued operating activities
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(50.5
|
)
|
|
28.2
|
|
|
(22.3
|
)
|
|||||||
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Capital expenditures
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(24.5
|
)
|
|
(179.5
|
)
|
|
(204.1
|
)
|
|||||||
Acquisition of businesses, net of cash acquired
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Proceeds from sale of property, plant and equipment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21.6
|
|
|
21.6
|
|
|||||||
Proceeds from business dispositions, net of cash sold
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Other
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.6
|
)
|
|
(0.6
|
)
|
|||||||
Net cash (used in) provided by continuing investing activities
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(24.5
|
)
|
|
(158.5
|
)
|
|
(183.1
|
)
|
|||||||
Net cash (used in) provided by discontinued investing activities
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|
0.4
|
|
|||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Net proceeds (repayments) in debt
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(752.7
|
)
|
|
(8.8
|
)
|
|
(249.0
|
)
|
|
(1,010.5
|
)
|
|||||||
Debt issuance costs
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16.1
|
)
|
|
—
|
|
|
—
|
|
|
(16.1
|
)
|
|||||||
Excess tax benefit from share based compensation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.7
|
|
|
—
|
|
|
0.7
|
|
|||||||
Settlement of cross currency swap
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(26.9
|
)
|
|
(26.9
|
)
|
|||||||
Net inter-company (payments) proceeds
|
|
50.9
|
|
|
239.2
|
|
|
6.8
|
|
|
1,028.1
|
|
|
198.5
|
|
|
(1,523.5
|
)
|
|
—
|
|
|||||||
Dividends paid to ordinary shareholders
|
|
(44.0
|
)
|
|
(218.8
|
)
|
|
—
|
|
|
9.4
|
|
|
11.2
|
|
|
81.4
|
|
|
(160.8
|
)
|
|||||||
Dividends paid to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(20.2
|
)
|
|
(20.2
|
)
|
|||||||
Acquisition/divestiture of noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.5
|
)
|
|
(1.5
|
)
|
|||||||
Proceeds from shares issued under incentive plans
|
|
26.1
|
|
|
1.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
27.2
|
|
|||||||
Repurchase of common shares by subsidiary
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Net cash (used in) provided by continuing financing activities
|
|
33.0
|
|
|
21.5
|
|
|
6.8
|
|
|
268.7
|
|
|
201.6
|
|
|
(1,739.7
|
)
|
|
(1,208.1
|
)
|
|||||||
Effect of exchange rate changes on cash and cash equivalents
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(17.3
|
)
|
|
(17.3
|
)
|
|||||||
Net increase (decrease) in cash and cash equivalents
|
|
0.6
|
|
|
—
|
|
|
—
|
|
|
80.7
|
|
|
166.9
|
|
|
78.3
|
|
|
326.5
|
|
|||||||
Cash and cash equivalents-beginning of period
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.1
|
|
|
8.6
|
|
|
540.5
|
|
|
550.2
|
|
|||||||
Cash and cash equivalents–end of period
|
|
$
|
0.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
81.8
|
|
|
$
|
175.5
|
|
|
$
|
618.8
|
|
|
$
|
876.7
|
|
Allowances for Doubtful Accounts:
|
|
||
|
|
||
Balance December 31, 2008
|
$
|
51.5
|
|
Additions charged to costs and expenses
|
24.1
|
|
|
Deductions*
|
(22.5
|
)
|
|
Business acquisitions and divestitures, net
|
—
|
|
|
Currency translation
|
1.7
|
|
|
Other
|
1.6
|
|
|
|
|
||
Balance December 31, 2009
|
56.4
|
|
|
Additions charged to costs and expenses
|
15.7
|
|
|
Deductions*
|
(31.6
|
)
|
|
Business acquisitions and divestitures, net
|
(0.3
|
)
|
|
Currency translation
|
(0.2
|
)
|
|
Other
|
0.7
|
|
|
|
|
||
Balance December 31, 2010
|
40.7
|
|
|
Additions charged to costs and expenses
|
12.6
|
|
|
Deductions*
|
(25.9
|
)
|
|
Business acquisitions and divestitures, net
|
—
|
|
|
Currency translation
|
(0.3
|
)
|
|
Other
|
—
|
|
|
|
|
||
Balance December 31, 2011
|
$
|
27.1
|
|
(*)
|
“Deductions” include accounts and advances written off, less recoveries.
|
|
|
|
INGERSOLL-RAND COMPANY
|
|
|
By:
|
/s/ Barbara A. Santoro
|
|
|
Name:
|
Barbara A. Santoro
|
|
|
Title:
|
Vice President & Secretary
|
2.
|
Section 4.1 (b) of the EDCP II shall be amended to insert after the words "in which such award would otherwise be paid" the words ", provided that, the performance period for such performance-based compensation shall end on or after December 31 of said Plan Year,".
|
"(d)
|
Notwithstanding the terms of any other agreement or arrangement to which an Employee may be party, except to the extent it is determined not to be required or permitted under Section 409A, an Employee's timely filed Deferral Election shall apply to (i) any compensation that becomes payable under such other agreement or arrangement as a substitute for any Cash- Incentive Compensation Award, Stock Based Award, or other Deferral Amount that the Employee has elected to defer in such Deferral Election, and (ii) any Cash-Incentive Compensation
|
|
|
|
INGERSOLL-RAND COMPANY
|
|
|
By:
|
/s/ Barbara A. Santoro
|
|
|
Name:
|
Barbara A. Santoro
|
|
|
Title:
|
Vice President & Secretary
|
|
|
|
INGERSOLL-RAND COMPANY
|
|
|
By:
|
/s/ Barbara A. Santoro
|
|
|
Name:
|
Barbara A. Santoro
|
|
|
Title:
|
Vice President & Secretary
|
1.
|
Section 2.2 of the Plan shall be amended to add at the end a new sentence, to read in its entirety as follows:
|
2.
|
Section 6.1 of the Plan shall be amended to replace the words "a trust" and "the trust" with the words "a grantor trust" and "the grantor trust", respectively.
|
3.
|
Except as specifically set forth herein, all other terms of the Plan shall remain in full force and effective and are hereby ratified in all respects.
|
|
|
|
INGERSOLL-RAND COMPANY
|
|
|
By:
|
/s/ Barbara A. Santoro
|
|
|
Name:
|
Barbara A. Santoro
|
|
|
Title:
|
Vice President & Secretary
|
|
|
|
TRANE INC.
|
|
|
By:
|
/s/ Barbara A. Santoro
|
|
|
Name:
|
Barbara A. Santoro
|
|
|
Title:
|
Vice President & Secretary
|
BOARD:
|
The Board of Directors of the Company.
|
CODE:
|
The United States Internal Revenue Code of 1986, as amended.
|
1.
|
I have reviewed the Annual Report on Form 10-K of Ingersoll-Rand plc for the year ended
December 31, 2011
;
|
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:
|
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 the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
February 21, 2012
|
|
/s/ Michael W. Lamach
|
|
|
|
Michael W. Lamach
|
|
|
|
Principal Executive Officer
|
1.
|
I have reviewed the Annual Report on Form 10-K of Ingersoll-Rand plc for the year ended
December 31, 2011
;
|
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:
|
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 the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
February 21, 2012
|
|
/s/ Steven R. Shawley
|
|
|
|
Steven R. Shawley
|
|
|
|
Principal Financial Officer
|
|
/s/ Michael W. Lamach
|
Michael W. Lamach
|
Principal Executive Officer
|
February 21, 2012
|
|
/s/ Steven R. Shawley
|
Steven R. Shawley
|
Principal Financial Officer
|
February 21, 2012
|