CORK, Ireland, July 30, 2021 /PRNewswire/ -- Johnson Controls International plc (NYSE: JCI), the global leader for smart, healthy and sustainable buildings, today reported fiscal third quarter 2021 GAAP earnings per share ("EPS") from continuing operations, including special items, of $0.80. Excluding these items, adjusted EPS from continuing operations was $0.83, up 24% versus the prior year period (see attached footnotes for non-GAAP reconciliation).

"We delivered another strong quarter of growth, profitability and cash flow in the quarter," said George Oliver, CEO

Sales of $6.3 billion increased 19% compared to the prior year on an as reported basis, and up 15% organically. GAAP net income from continuing operations was $574 million. Adjusted net income from continuing operations of $598 million increased 19% versus the prior year. Earnings before interest and taxes ("EBIT") was $825 million and EBIT margin was 13.0%. Adjusted EBIT was $848 million and adjusted EBIT margin was 13.4%, an increase of 20 basis points versus prior year results.

"We delivered another strong quarter of growth, profitability and cash flow in the third quarter," said George Oliver, chairman and CEO. "We remain committed to executing both on our core operating fundamentals and on the strategic actions underway to accelerate growth, deliver on sustainability, expand our digital and service offerings, and strengthen future profitability.  Additionally, we welcomed the Silent-Aire family into Johnson Controls, increasing our focus on the very attractive data center vertical," Oliver said. 

"Overall demand patterns continue to improve, including our longer cycle project installations, and most of our businesses are back to operating at or near pre-pandemic levels. We continue to proactively manage short-term challenges related to global supply chain disruptions, inflation and regional COVID resurgences and our team has remained laser focused on meeting our customer needs. Looking ahead, we are confident that the strength in orders, resilient backlog, and actions we've taken over the last year position us well to deliver on our commitments," Oliver added.  

Income and EPS amounts attributable to Johnson Controls ordinary shareholders
($ millions, except per-share amounts)

The financial highlights presented in the tables below are in accordance with GAAP, unless otherwise indicated. All comparisons are to the third fiscal quarter of 2020.

Organic sales, adjusted sales, total segment EBITA, adjusted segment EBITA, adjusted corporate expense, EBIT, adjusted EBIT, adjusted net income from continuing operations, adjusted EPS from continuing operations and free cash flow are non-GAAP financial measures. For a reconciliation of these non-GAAP measures and detail of the special items, refer to the attached footnotes. A slide presentation to accompany the results can be found in the Investor Relations section of Johnson Controls' website at http://investors.johnsoncontrols.com.


Fiscal Q3


GAAP

Adjusted


2020

2021

2020

2021

Sales

$5,343

$6,341

$5,343

$6,344

Segment EBITA

839

1,020

850

1,027

EBIT

(65)

825

707

848

Net income (loss) from continuing operations

(182)

574

502

598






Diluted EPS from continuing operations

($0.24)

$0.80

$0.67

$0.83






 

SEGMENT RESULTS

Building Solutions North America


Fiscal Q3


GAAP

Adjusted


2020

2021

2020

2021

Sales

$2,020

$2,212

$2,020

$2,212

Segment EBITA

307

326

311

326

Segment EBITA Margin %

15.2%

14.7%

15.4%

14.7%

 

Sales in the quarter of $2.2 billion increased 10% versus the prior year. Organic sales increased 8% over the prior year, with growth in both service and project installations, driven by double digit growth in Fire & Security and Performance Contracting and to a lesser extent growth in HVAC & Controls.         

Orders in the quarter, excluding M&A and adjusted for foreign currency, increased 18% year-over-year. Backlog at the end of the quarter of $6.2 billion increased 6% compared to the prior year, excluding M&A and adjusted for foreign currency.

Adjusted segment EBITA was $326 million, up 5% versus the prior year. Adjusted segment EBITA margin of 14.7% declined 70 basis points versus the prior year as the benefit of volume leverage and the SG&A actions taken this year were more than offset by the significant temporary cost mitigation actions taken in the prior year. 

 

Building Solutions EMEA/LA (Europe, Middle East, Africa/Latin America)


Fiscal Q3


GAAP

Adjusted


2020

2021

2020

2021

Sales

$756

$962

$756

$962

Segment EBITA

62

103

62

103

Segment EBITA Margin %

8.2%

10.7%

8.2%

10.7%

 

Sales in the quarter of $962 million increased 27% versus the prior year. Organic sales grew 17% versus the prior year led by a sharp rebound in project installation activity.  Additionally, service revenues grew double digits organically. Strength was broad based across our businesses, led by Fire & Security and Industrial Refrigeration. By region, Europe experienced strong growth, while growth in Latin America was more modest and the Middle East remained under pressure.          

Orders in the quarter, excluding M&A and adjusted for foreign currency, increased 22% year-over-year. Backlog at the end of the quarter of $2.0 billion increased 9% year-over-year, excluding M&A and adjusted for foreign currency.

Adjusted segment EBITA was $103 million, up 66% versus the prior year. Adjusted segment EBITA margin of 10.7% expanded 250 basis points over the prior year driven by volume leverage and the benefit of SG&A actions taken this year.    

 

Building Solutions Asia Pacific


Fiscal Q3


GAAP

Adjusted


2020

2021

2020

2021

Sales

$588

$712

$588

$712

Segment EBITA

92

84

92

84

Segment EBITA Margin %

15.6%

11.8%

15.6%

11.8%

 

Sales in the quarter of $712 million increased 21% versus the prior year. Organic sales grew 14% versus the prior year with solid growth in both service and project installations, driven by strong growth in Commercial Applied HVAC & Controls. China remains the primary source of growth, with the rest of Asia mixed due to ongoing lockdown restrictions in many regions.       

Orders in the quarter, excluding M&A and adjusted for foreign currency, increased 14% year-over-year, led by continued strong demand for Commercial HVAC in China and recovery in the Controls business in Japan. Backlog at the end of the quarter of $1.8 billion increased 5% year-over-year, excluding M&A and adjusted for foreign currency.

Adjusted segment EBITA was $84 million, down 9% versus the prior year. Adjusted segment EBITA margin of 11.8% declined 380 basis points versus the prior year including a 20 basis point headwind related to foreign currency.  The benefit of volume leverage and the SG&A actions taken this year were more than offset by the significant temporary cost mitigation actions taken in the prior year and geographic mix. 

 

Global Products


Fiscal Q3


GAAP

Adjusted


2020

2021

2020

2021

Sales

$1,979

$2,455

$1,979

$2,458

Segment EBITA

378

507

385

514

Segment EBITA Margin %

19.1%

20.7%

19.5%

20.9%

 

Sales in the quarter of $2.5 billion increased 24% versus the prior year. Organic sales grew 21% versus the prior year driven by strong growth across Commercial and Residential HVAC and Fire & Security products. 

Adjusted segment EBITA was $514 million, up 34% versus the prior year. Adjusted segment EBITA margin of 20.9% expanded 140 basis points versus the prior year as volume leverage, positive mix, increased equity income and the benefit of SG&A actions taken this year more than offset the significant temporary cost mitigation actions taken in the prior year as well as price cost pressure.    

 

Corporate


Fiscal Q3


GAAP

Adjusted


2020

2021

2020

2021

Corporate Expense

($67)

($70)

($48)

($70)

 

Adjusted Corporate expense was $70 million in the quarter, an increase of 46% compared to the prior year, driven primarily by the non-recurrence of the significant temporary cost mitigation actions taken in the prior year. 

 

OTHER ITEMS

  • For the quarter, cash provided by operating activities from continuing operations was $0.9 billion and capital expenditures were $0.1 billion, resulting in free cash flow from continuing operations of $0.7 billion.
  • During the quarter, the company repurchased approximately 5 million shares for $340 million.
  • During the quarter, the company completed the acquisition of Silent-Aire in an all-cash transaction valued at up to $900 million, including an upfront payment of approximately $660 million and additional payments to be made subject to the achievement of post-closing earnout milestones. Revenue for fiscal year 2021 (May) was approximately $650 million.

 

FULL YEAR GUIDANCE

The company raised fiscal 2021 full year guidance:

  • Organic revenue growth up mid-single digits year-over-year
  • Adjusted segment EBITA margin expansion of 80 to 90 basis points, year-over-year
  • Adjusted EPS before special items of $2.64 to $2.66; represents 18 to 19% growth year-over-year

 

CONFERENCE CALL & WEBCAST INFO

Johnson Controls will host a conference call to discuss this quarter's results at 8:30 a.m. ET today, which can be accessed by dialing 888-324-9610 (in the United States) or 630-395-0255 (outside the United States), or via webcast. The passcode is "Johnson Controls". A slide presentation will accompany the prepared remarks and has been posted on the investor relations section of the Johnson Controls website at https://investors.johnsoncontrols.com/news-and-events/events-and-presentations. A replay will be made available approximately two hours following the conclusion of the conference call.

 

About Johnson Controls:

At Johnson Controls (NYSE:JCI) we transform the environments where people live, work, learn and play. As the global leader in smart, healthy and sustainable buildings, our mission is to reimagine the performance of buildings to serve people, places and the planet. 

With a history of more than 135 years of innovation, Johnson Controls delivers the blueprint of the future for industries such as healthcare, schools, data centers, airports, stadiums, manufacturing and beyond through its comprehensive digital offering OpenBlue. With a global team of 100,000 experts in more than 150 countries, Johnson Controls offers the world`s largest portfolio of building technology, software as well as service solutions with some of the most trusted names in the industry. For more information, visit www.johnsoncontrols.com or follow us @johnsoncontrols on Twitter.

 

JOHNSON CONTROLS CONTACTS:

INVESTOR CONTACTS:                                         

MEDIA CONTACTS:



Antonella Franzen

Chaz Bickers

Direct: 609.720.4665

Direct: 224.307.0655

Email: antonella.franzen@jci.com

Email: charles.norman.bickers@jci.com



Ryan Edelman


Direct: 609.720.4545


Email: ryan.edelman@jci.com


 

Johnson Controls International plc Cautionary Statement Regarding Forward-Looking Statements

Johnson Controls International plc has made statements in this communication that are forward-looking and therefore are subject to risks and uncertainties. All statements in this document other than statements of historical fact are, or could be, "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. In this communication, statements regarding Johnson Controls' future financial position, sales, costs, earnings, cash flows, other measures of results of operations, synergies and integration opportunities, capital expenditures and debt levels are forward-looking statements. Words such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," "should," "forecast," "project" or "plan" and terms of similar meaning are also generally intended to identify forward-looking statements. However, the absence of these words does not mean that a statement is not forward-looking. Johnson Controls cautions that these statements are subject to numerous important risks, uncertainties, assumptions and other factors, some of which are beyond Johnson Controls' control, that could cause Johnson Controls' actual results to differ materially from those expressed or implied by such forward-looking statements, including, among others, risks related to: Johnson Controls' ability to manage general economic, business, capital market and geopolitical conditions, including global inflation; Johnson Controls' ability to manage the impacts of natural disasters, climate change, pandemics and outbreaks of contagious diseases and other adverse public health developments, such as the COVID-19 pandemic; the strength of the U.S. or other economies; changes or uncertainty in laws, regulations, rates, policies or interpretations that impact Johnson Controls' business operations or tax status; the ability to develop or acquire new products and technologies that achieve market acceptance; changes to laws or policies governing foreign trade, including increased tariffs or trade restrictions; maintaining the capacity, reliability and security of our enterprise and product information technology infrastructure; the risk of infringement or expiration of intellectual property rights; any delay or inability of Johnson Controls to realize the expected benefits and synergies of recent portfolio transactions such as its merger with Tyco and the disposition of the Power Solutions business;  the outcome of litigation and governmental proceedings; the ability to hire and retain key senior management; the tax treatment of recent portfolio transactions; significant transaction costs and/or unknown liabilities associated with such transactions; the availability of raw materials and component products; fluctuations in currency exchange rates; labor shortages, work stoppages, union negotiations, labor disputes and other matters associated with the labor force; the cancellation of or changes to commercial arrangements.  A detailed discussion of risks related to Johnson Controls' business is included in the section entitled "Risk Factors" in Johnson Controls' Annual Report on Form 10-K for the 2020 fiscal year filed with the SEC on November 16, 2020, which is available at www.sec.gov and www.johnsoncontrols.com under the "Investors" tab. Shareholders, potential investors and others should consider these factors in evaluating the forward-looking statements and should not place undue reliance on such statements. The forward-looking statements included in this communication are made only as of the date of this document, unless otherwise specified, and, except as required by law, Johnson Controls assumes no obligation, and disclaims any obligation, to update such statements to reflect events or circumstances occurring after the date of this communication.

 

Non-GAAP Financial Information
The Company's press release contains financial information regarding adjusted earnings per share, which is a non-GAAP performance measure. The adjusting items include restructuring and impairment costs, integration costs, net mark-to-market adjustments, Silent-Aire transaction costs and other nonrecurring costs, Power Solutions divestiture reserve adjustment and discrete tax items. Financial information regarding organic sales, adjusted sales, EBIT, EBIT margin, adjusted EBIT, adjusted EBIT margin, total segment EBITA, adjusted segment EBITA, adjusted segment EBITA margin, adjusted corporate expense, free cash flow, and adjusted net income (loss) from continuing operations are also presented, which are non-GAAP performance measures. Adjusted segment EBITA excludes special items such as integration costs, Silent-Aire transaction costs and other nonrecurring costs because these costs are not considered to be directly related to the underlying operating performance of its business units.  Management believes that, when considered together with unadjusted amounts, these non-GAAP measures are useful to investors in understanding period-over-period operating results and business trends of the Company. Management may also use these metrics as guides in forecasting, budgeting and long-term planning processes and for compensation purposes. These metrics should be considered in addition to, and not as replacements for, the most comparable GAAP measure.  For further information on the calculation of the non-GAAP measures and a reconciliation of these non-GAAP measures, refer to the attached footnotes.

 

JOHNSON CONTROLS INTERNATIONAL PLC







CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in millions, except per share data; unaudited)















Three Months Ended June 30, 



2021



2020







Net sales

$                 6,341



$                 5,343

Cost of sales

4,144



3,511


Gross profit

2,197



1,832







Selling, general and administrative expenses

(1,367)



(1,334)

Restructuring and impairment costs

(79)



(610)

Net financing charges

(56)



(58)

Equity income

74



47







Income (loss) from continuing operations before income taxes

769



(123)







Income tax provision (benefit)

108



(1)







Income (loss) from continuing operations

661



(122)







Income from discontinued operations, net of tax

-



-







Net income (loss)

661



(122)







Less: Income from continuing operations






attributable to noncontrolling interests

87



60







Less: Income from discontinued operations






attributable to noncontrolling interests

-



-







Net income (loss) attributable to JCI

$                    574



$                  (182)







Income (loss) from continuing operations

$                    574



$                  (182)

Income from discontinued operations

-



-







Net income (loss) attributable to JCI

$                    574



$                  (182)







Diluted earnings (loss) per share from continuing operations

$                   0.80



$                 (0.24)

Diluted earnings per share from discontinued operations

-



-

Diluted earnings (loss) per share

$                   0.80



$                 (0.24)







Diluted weighted average shares

719.7



744.0

Shares outstanding at period end

712.2



744.0

 

 

JOHNSON CONTROLS INTERNATIONAL PLC







CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in millions, except per share data; unaudited)















Nine Months Ended June 30,



2021



2020







Net sales

$               17,276



$                16,363

Cost of sales

11,408



10,927


Gross profit

5,868



5,436







Selling, general and administrative expenses

(3,914)



(4,212)

Restructuring and impairment costs

(175)



(783)

Net financing charges

(159)



(169)

Equity income

188



110







Income from continuing operations before income taxes

1,808



382







Income tax provision

378



77







Income from continuing operations

1,430



305







Income from discontinued operations, net of tax

124



-







Net income

1,554



305







Less: Income from continuing operations






attributable to noncontrolling interests

186



115







Less: Income from discontinued operations






attributable to noncontrolling interests

-



-













Net income attributable to JCI

$                 1,368



$                     190







Income from continuing operations

$                 1,244



$                     190

Income from discontinued operations

124



-







Net income attributable to JCI

$                 1,368



$                     190







Diluted earnings per share from continuing operations

$                   1.72



$                    0.25

Diluted earnings per share from discontinued operations

0.17



-

Diluted earnings per share

$                   1.89



$                    0.25







Diluted weighted average shares

722.5



758.9

Shares outstanding at period end

712.2



744.0

 

 

JOHNSON CONTROLS INTERNATIONAL PLC








CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION


(in millions; unaudited)
















June 30,


September 30,




2021


2020


ASSETS






Cash and cash equivalents

$            1,450


$              1,951


Accounts receivable - net

5,668


5,294


Inventories

2,064


1,773


Other current assets

1,128


1,035



Current assets

10,310


10,053








Property, plant and equipment - net

3,111


3,059


Goodwill


18,445


17,932


Other intangible assets - net

5,679


5,356


Investments in partially-owned affiliates

1,016


914


Noncurrent assets held for sale

185


147


Other noncurrent assets

3,389


3,354



Total assets

$          42,135


$            40,815








LIABILITIES AND EQUITY





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

$               461


$                 293


Accounts payable and accrued expenses

4,715


3,958


Other current liabilities

4,109


3,997



Current liabilities

9,285


8,248








Long-term debt

7,318


7,526


Other noncurrent liabilities

6,535


6,508


Shareholders' equity attributable to JCI

17,840


17,447


Noncontrolling interests

1,157


1,086



Total liabilities and equity

$          42,135


$            40,815

 

 

JOHNSON CONTROLS INTERNATIONAL PLC











CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions; unaudited)



























Three Months Ended June 30,







2021



2020

Operating Activities





Net income (loss) from continuing operations attributable to JCI

$                  574



$                (182)

Income from continuing operations attributable to noncontrolling interests

87



60











Net income (loss) from continuing operations

661



(122)











Adjustments to reconcile net income (loss) from continuing operations to cash provided by operating activities:











Depreciation and amortization

208



202



Pension and postretirement benefit expense (income)

(94)



122



Pension and postretirement contributions

(15)



(16)



Equity in earnings of partially-owned affiliates, net of dividends received

41



20



Deferred income taxes

(19)



(87)



Non-cash restructuring and impairment costs

40



466



Other - net

(6)



(33)



Changes in assets and liabilities, excluding acquisitions and divestitures:









Accounts receivable

(324)



184





Inventories

7



56





Other assets

60



30





Restructuring reserves

(3)



96





Accounts payable and accrued liabilities

344



(126)





Accrued income taxes

(38)



41






Cash provided by operating activities from continuing operations

862



833











Investing Activities





Capital expenditures

(127)



(97)

Acquisition of businesses, net of cash acquired

(697)



(1)

Other - net

57



77






Cash used by investing activities from continuing operations

(767)



(21)











Financing Activities





Increase (decrease) in short and long-term debt - net

(31)



974

Stock repurchases and retirements

(340)



-

Payment of cash dividends

(193)



(194)

Dividends paid to noncontrolling interests

(32)



(62)

Proceeds from the exercise of stock options

27



3

Employee equity-based compensation withholding taxes

(1)



(1)

Other - net

(1)



-






Cash provided (used) by financing activities from continuing operations

(571)



720











Discontinued Operations





Net cash used by operating activities

(19)



(47)

Net cash used by investing activities

-



-

Net cash used by financing activities

-



(113)






Net cash flows used by discontinued operations 

(19)



(160)











Effect of exchange rate changes on cash, cash equivalents and restricted cash

58



(36)

Changes in cash held for sale

-



-

Increase (decrease) in cash, cash equivalents and restricted cash

$                (437)



$               1,336

 

 

JOHNSON CONTROLS INTERNATIONAL PLC











CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions; unaudited)



























Nine Months Ended June 30,







2021



2020

Operating Activities





Net income from continuing operations attributable to JCI

$               1,244



$                  190

Income from continuing operations attributable to noncontrolling interests

186



115











Net income from continuing operations

1,430



305











Adjustments to reconcile net income from continuing operations to cash provided by operating activities:











Depreciation and amortization

627



616



Pension and postretirement benefit expense (income)

(393)



42



Pension and postretirement contributions

(40)



(43)



Equity in earnings of partially-owned affiliates, net of dividends received

(66)



9



Deferred income taxes

6



(148)



Non-cash restructuring and impairment costs

94



582



Other - net

(38)



23



Changes in assets and liabilities, excluding acquisitions and divestitures:









Accounts receivable

(157)



428





Inventories

(204)



(205)





Other assets

(30)



(120)





Restructuring reserves

(27)



58





Accounts payable and accrued liabilities

854



(731)





Accrued income taxes

(34)



683






Cash provided by operating activities from continuing operations

2,022



1,499











Investing Activities





Capital expenditures

(324)



(347)

Acquisition of businesses, net of cash acquired

(707)



(59)

Business divestitures, net of cash divested

19



-

Other - net

126



97






Cash used by investing activities from continuing operations

(886)



(309)











Financing Activities





Increase (decrease) in short and long-term debt - net

(64)



807

Stock repurchases and retirements

(1,001)



(1,467)

Payment of cash dividends

(570)



(596)

Proceeds from the exercise of stock options

160



42

Dividends paid to noncontrolling interests

(133)



(67)

Cash paid to acquire a noncontrolling interest

(14)



-

Employee equity-based compensation withholding taxes

(30)



(33)

Other - net

2



(2)






Cash used by financing activities from continuing operations

(1,650)



(1,316)











Discontinued Operations





Net cash used by operating activities

(56)



(255)

Net cash used by investing activities

-



-

Net cash used by financing activities

-



(113)






Net cash flows used by discontinued operations 

(56)



(368)











Effect of exchange rate changes on cash, cash equivalents and restricted cash

67



28

Changes in cash held for sale

-



-

Decrease in cash, cash equivalents and restricted cash

$                (503)



$                (466)

 

 

FOOTNOTES


 1.  Financial Summary




























































The Company evaluates the performance of its business units primarily on segment earnings before interest, taxes and amortization (EBITA), which represents income (loss) from continuing operations before income taxes and noncontrolling interests, excluding general corporate expenses, intangible asset amortization, net financing charges, restructuring and impairment costs, and the net mark-to-market adjustments related to restricted asbestos investments and pension and postretirement plans. The financial results shown below are for continuing operations and exclude the Power Solutions business.

































(in millions; unaudited)



Three Months Ended June 30,


Nine Months Ended June 30,
















2021


2020


2021


2020
















Actual


Adjusted Non-GAAP


Actual


Adjusted Non-GAAP


Actual


Adjusted Non-GAAP


Actual


Adjusted Non-GAAP













Net sales (1)






























Building Solutions North America



$        2,212


$      2,212


$     2,020


$     2,020


$     6,338


$     6,338


$     6,362


$     6,362













Building Solutions EMEA/LA



962


962


756


756


2,765


2,765


2,534


2,534













Building Solutions Asia Pacific



712


712


588


588


1,930


1,930


1,742


1,742













Global Products



2,455


2,458


1,979


1,979


6,243


6,246


5,725


5,725













               Net sales



$        6,341


$      6,344


$     5,343


$     5,343


$   17,276


$   17,279


$   16,363


$   16,363











































Segment EBITA (1)






























Building Solutions North America



$           326


$         326


$        307


$        311


$        847


$        847


$        816


$        823













Building Solutions EMEA/LA



103


103


62


62


284


284


237


237













Building Solutions Asia Pacific



84


84


92


92


237


237


229


229













Global Products



507


514


378


385


1,005


1,012


797


805













               Segment EBITA



1,020


1,027


839


850


2,373


2,380


2,079


2,094













Corporate expenses (2)



(70)


(70)


(67)


(48)


(207)


(207)


(303)


(211)













Amortization of intangible assets (3)



(112)


(109)


(95)


(95)


(320)


(317)


(288)


(288)













Net mark-to-market adjustments (4)



66


-


(132)


-


296


-


(154)


-













Restructuring and impairment costs (5)



(79)


-


(610)


-


(175)


-


(783)


-













               EBIT (6)



825


848


(65)


707


1,967


1,856


551


1,595













               EBIT margin



13.0%


13.4%


-1.2%


13.2%


11.4%


10.7%


3.4%


9.7%













Net financing charges 



(56)


(56)


(58)


(58)


(159)


(159)


(169)


(169)













Income (loss) from continuing operations before income taxes



769


792


(123)


649


1,808


1,697


382


1,426













Income tax benefit (provision) (7)



(108)


(107)


1


(87)


(378)


(229)


(77)


(192)













Income from continuing operations



661


685


(122)


562


1,430


1,468


305


1,234













Income from continuing operations attributable to 






























     noncontrolling interests



(87)


(87)


(60)


(60)


(186)


(186)


(115)


(109)













Net income (loss) from continuing operations attributable to JCI



$           574


$         598


$      (182)


$        502


$     1,244


$     1,282


$        190


$     1,125











































(1) The Company's press release contains financial information regarding adjusted net sales, segment EBITA, adjusted segment EBITA and adjusted segment EBITA margins, which are non-GAAP performance measures. The Company's definition of adjusted net sales and adjusted segment EBITA excludes special items because these items are not considered to be directly related to the underlying operating performance of its businesses. Management believes these non-GAAP measures are useful to investors in understanding the ongoing operations and business trends of the Company. 

































A reconciliation of segment EBITA to income (loss) from continuing operations is shown earlier within this footnote. The following is the three months ended June 30, 2021 and 2020 reconciliation of net sales, segment EBITA and segment EBITA margin as reported to adjusted net sales, adjusted segment EBITA and adjusted segment EBITA margin (unaudited):

































(in millions)

 Building Solutions
North America 


 Building Solutions
EMEA/LA 


 Building Solutions
Asia Pacific 


 Global Products 


 Consolidated
JCI plc 








2021


2020


2021


2020


2021


2020


2021


2020


2021


2020











Net sales as reported

$    2,212


$        2,020


$         962


$        756


$        712


$        588


$     2,455


$     1,979


$     6,341


$     5,343









































Adjusting items:






























Nonrecurring Silent-Aire purchase accounting impacts

-


-


-


-


-


-


3


-


3


-









































Adjusted net sales

$    2,212


$        2,020


$         962


$        756


$        712


$        588


$     2,458


$     1,979


$     6,344


$     5,343









































Segment EBITA as reported

$       326


$           307


$         103


$          62


$          84


$          92


$        507


$        378


$     1,020


$        839











Segment EBITA margin as reported

14.7%


15.2%


10.7%


8.2%


11.8%


15.6%


20.7%


19.1%


16.1%


15.7%









































Adjusting items:






























  Nonrecurring Silent-Aire purchase accounting impacts and transaction costs

-


-


-


-


-


-


7


-


7


-











  Integration costs

-


4


-


-


-


-


-


7


-


11









































Adjusted segment EBITA

$       326


$           311


$         103


$          62


$          84


$          92


$        514


$        385


$     1,027


$        850











Adjusted segment EBITA margin

14.7%


15.4%


10.7%


8.2%


11.8%


15.6%


20.9%


19.5%


16.2%


15.9%









































The following is the nine months ended June 30, 2021 and 2020 reconciliation of net sales, segment EBITA and segment EBITA margin as reported to adjusted net sales, adjusted segment EBITA and adjusted segment EBITA margin (unaudited):

































(in millions)

 Building Solutions
North America 


 Building Solutions
EMEA/LA 


 Building Solutions
Asia Pacific 


 Global Products 


 Consolidated
JCI plc 












2021


2020


2021


2020


2021


2020


2021


2020


2021


2020











Net sales as reported

$    6,338


$        6,362


$      2,765


$     2,534


$     1,930


$     1,742


$     6,243


$     5,725


$   17,276


$   16,363









































Adjusting items:






























  Nonrecurring Silent-Aire purchase accounting impacts

-


-


-


-


-


-


3


-


3


-









































Adjusted net sales

$    6,338


$        6,362


$      2,765


$     2,534


$     1,930


$     1,742


$     6,246


$     5,725


$   17,279


$   16,363









































Segment EBITA as reported

$       847


$           816


$         284


$        237


$        237


$        229


$     1,005


$        797


$     2,373


$     2,079











Segment EBITA margin as reported

13.4%


12.8%


10.3%


9.4%


12.3%


13.1%


16.1%


13.9%


13.7%


12.7%









































Adjusting items:






























  Nonrecurring Silent-Aire purchase accounting impacts and transaction costs

-


-


-


-


-


-


7


-


7


-











  Integration costs

-


7


-


-


-


-


-


8


-


15









































Adjusted segment EBITA

$       847


$           823


$         284


$        237


$        237


$        229


$     1,012


$        805


$     2,380


$     2,094











Adjusted segment EBITA margin

13.4%


12.9%


10.3%


9.4%


12.3%


13.1%


16.2%


14.1%


13.8%


12.8%









































(2) Adjusted Corporate expenses excludes special items because these costs are not considered to be directly related to the underlying operating performance of the Company's business. Adjusted Corporate expenses for the three months ended June 30, 2020 excludes $19 million of integration costs. Adjusted Corporate expenses for the nine months ended June 30, 2020 excludes $92 million of integration costs.






(3) Adjusted amortization of intangible assets for the three and nine months ended June 30, 2021 excludes $3 million of nonrecurring asset amortization related to Silent-Aire purchase accounting.

































(4) The three months ended June 30, 2021 exclude the net mark-to-market adjustments on restricted investments and pension and postretirement plans of $66 million. The nine months ended June 30, 2021 exclude the net mark-to-market adjustments on restricted investments and pension and postretirement plans of $296 million. The three months ended June 30, 2020 exclude the net mark-to-market adjustments on restricted investments and pension and postretirement plans of $132 million. The nine months ended June 30, 2020 exclude the net mark-to-market adjustments on restricted investments and pension and postretirement plans of $154 million.

































(5) Restructuring and impairment costs for the three months ended June 30, 2021 of $79 million are excluded from the adjusted non-GAAP results. Restructuring and impairment costs for the nine months ended June 30, 2021 of $175 million are excluded from the adjusted non-GAAP results. Restructuring and impairment costs for the three months ended June 30, 2020 of $610 million are excluded from the adjusted non-GAAP results. Restructuring and impairment costs for the nine months ended June 30, 2020 of $783 million are excluded from the adjusted non-GAAP results. The restructuring actions and impairment costs related primarily to workforce reductions, plant closures and asset impairments.

































(6) Management defines earnings before interest and taxes (EBIT) as income (loss) from continuing operations before net financing charges, income taxes and noncontrolling interests. EBIT is a non-GAAP performance measure. Management believes this non-GAAP measure is useful to investors in understanding the ongoing operations and business trends of the Company. A reconciliation of EBIT to income from continuing operations is shown earlier within this footnote.

































(7) Adjusted income tax provision for the three months ended June 30, 2021 excludes tax provisions from net mark-to-market adjustments of $17 million, partially offset by tax benefits related to restructuring and impairment costs of $15 million, and tax benefits related to Silent-Aire nonrecurring purchase accounting of $1 million. Adjusted income tax provision for the nine months ended June 30, 2021 excludes tax provisions from a Mexico valuation allowance adjustment of $105 million and net mark-to-market adjustments of $75 million, partially offset by tax benefits related to restructuring and impairment costs of $30 million, and tax benefits related to Silent-Aire nonrecurring purchase accounting of $1 million. Adjusted income tax provision for the three months ended June 30, 2020 excludes tax benefits from net mark-to-market adjustments of $34 million, restructuring and impairment costs of $28 million, tax audit reserve adjustments of $22 million, and integration costs of $4 million. Adjusted income tax provision for the nine months ended June 30, 2020 excludes tax benefits from restructuring and impairment costs of $48 million, tax audit reserve adjustments of $44 million, net mark-to-market adjustments of $38 million, and integration costs of $15 million, partially offset by tax provisions related to Switzerland tax reform of $30 million.
































 

 

 2.  Diluted Earnings Per Share Reconciliation




























































The Company's press release contains financial information regarding adjusted earnings per share, which is a non-GAAP performance measure. The adjusting items include integration costs, net mark-to-market adjustments, restructuring and impairment costs, Silent-Aire transaction costs and other nonrecurring costs, Power Solutions divestiture reserve adjustment and discrete tax items. The Company excludes these items because they are not considered to be directly related to the underlying operating performance of the Company. Management believes these non-GAAP measures are useful to investors in understanding the ongoing operations and business trends of the Company. 

































A reconciliation of diluted earnings per share as reported to adjusted diluted earnings per share for the respective periods is shown below (unaudited):












































 Net Income Attributable to JCI plc 


 Net Income Attributable to JCI plc from
Continuing Operations 


 Net Income Attributable to JCI plc 


 Net Income Attributable to JCI plc from
Continuing Operations 
















Three Months Ended


Three Months Ended


Nine Months Ended


Nine Months Ended
















June 30,


June 30,


June 30,


June 30,
















2021


2020


2021


2020


2021


2020


2021


2020













































Earnings per share as reported for JCI plc

$      0.80


$         (0.24)


$        0.80


$     (0.24)


$       1.89


$       0.25


$       1.72


$       0.25













































Adjusting items:






























  Integration costs

-


0.04


-


0.04


-


0.14


-


0.14















  Related tax impact

-


(0.01)


-


(0.01)


-


(0.02)


-


(0.02)















  Net mark-to-market adjustments

(0.09)


0.18


(0.09)


0.18


(0.41)


0.20


(0.41)


0.20















  Related tax impact

0.02


(0.05)


0.02


(0.05)


0.10


(0.05)


0.10


(0.05)















  Restructuring and impairment costs

0.11


0.82


0.11


0.82


0.24


1.03


0.24


1.03















  Related tax impact

(0.02)


(0.04)


(0.02)


(0.04)


(0.04)


(0.06)


(0.04)


(0.06)















  NCI impact of restructuring and impairment

-


-


-


-


-


(0.01)


-


(0.01)















  Silent-Aire transaction costs and other nonrecurring costs

0.01


-


0.01


-


0.01


-


0.01


-















  Power Solutions divestiture reserve adjustment

-


-


-


-


(0.21)


-


-


-















  Related tax impact

-


-


-


-


0.04


-


-


-















  Discrete tax items

-


(0.03)


-


(0.03)


0.15


(0.02)


0.15


(0.02)















  NCI impact of discrete tax items

-


-


-


-


-


0.01


-


0.01













































Adjusted earnings per share for JCI plc*

$      0.83


$          0.67


$        0.83


$       0.67


$       1.77


$       1.48


$       1.77


$       1.48













































* May not sum due to rounding




























































The following table reconciles the denominators used to calculate basic and diluted earnings per share for JCI plc (in millions; unaudited): 






















































Three Months Ended


Nine Months Ended
























June 30,


June 30,
























2021


2020


2021


2020























Weighted average shares outstanding for JCI plc






























Basic weighted average shares outstanding

714.5


744.0


718.2


756.3























Effect of dilutive securities:






























  Stock options, unvested restricted stock 






























    and unvested performance share awards

5.2


-


4.3


2.6























Diluted weighted average shares outstanding

719.7


744.0


722.5


758.9





















































The Company has presented forward-looking statements regarding adjusted corporate expense, adjusted EPS, organic revenue, adjusted segment EBITA margin and free cash flow conversion, which are non-GAAP financial measures. These non-GAAP financial measures are derived by excluding certain amounts, expenses, or income from the corresponding financial measures determined in accordance with GAAP. The determination of the amounts that are excluded from these non-GAAP financial measures are a matter of management judgment and depends upon, among other factors, the nature of the underlying expense or income amounts recognized in a given period, including but not limited to the high variability of the net mark-to-market adjustments and the effect of foreign currency exchange fluctuations. Our fiscal 2021 full year and fourth quarter guidance for organic revenue also excludes the effect of acquisitions, divestitures and foreign currency. We are unable to present a quantitative reconciliation of the aforementioned forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures because such information is not available and management cannot reliably predict all of the necessary components of such GAAP measures without unreasonable effort or expense. The unavailable information could have a significant impact on the Company's full year and fourth quarter 2021 GAAP financial results.
































 

 

 3.  Organic Growth Reconciliation




























































The components of the changes in adjusted net sales for the three months ended June 30, 2021 versus the three months ended June 30, 2020, including organic growth, is shown below (unaudited):

































(in millions)

Adjusted Net Sales for the
Three Months Ended
June 30, 2020


Base Year Adjustments -
 Divestitures and Other


Base Year Adjustments - Foreign Currency


Adjusted Base Net
Sales for the Three Months Ended
June 30, 2020


Acquisitions


Organic Growth


Adjusted Net Sales for the
Three Months Ended
June 30, 2021



Building Solutions North America

$                              2,020


$              -


-


$          21


1%


$                           2,041


$             -


-


$       171


8%


$    2,212


10%



Building Solutions EMEA/LA

756


-


-


56


7%


812


10


1%


140


17%


962


27%



Building Solutions Asia Pacific

588


(3)


-1%


41


7%


626


-


-


86


14%


712


21%



               Total field

3,364


(3)


-


118


4%


3,479


10


-


397


11%


3,886


16%



Global Products

1,979


(54)


-3%


47


2%


1,972


80


4%


406


21%


2,458


24%



               Total net sales

$                              5,343


$          (57)


-1%


$        165


3%


$                           5,451


$          90


2%


$       803


15%


$    6,344


19%

































The components of the changes in adjusted net sales for the nine months ended June 30, 2021 versus the nine months ended June 30, 2020, including organic growth, is shown below (unaudited):

































(in millions)

Adjusted Net Sales for the
Nine Months Ended
June 30, 2020


Base Year Adjustments -
 Divestitures and Other


Base Year Adjustments - Foreign Currency


Adjusted Base Net
Sales for the Nine
Months Ended
June 30, 2020


Acquisitions


Organic Growth


Adjusted Net Sales for the
Nine Months Ended
June 30, 2021



Building Solutions North America

$                              6,362


$              -


-


$          37


1%


$                           6,399


$             -


-


$       (61)


-1%


$    6,338


-



Building Solutions EMEA/LA

2,534


-


-


119


5%


2,653


23


1%


89


3%


2,765


9%



Building Solutions Asia Pacific

1,742


(7)


-


99


6%


1,834


-


-


96


5%


1,930


11%



               Total field

10,638


(7)


-


255


2%


10,886


23


-


124


1%


11,033


4%



Global Products

5,725


(187)


-3%


135


2%


5,673


80


1%


493


9%


6,246


9%



               Total net sales

$                            16,363


$        (194)


-1%


$        390


2%


$                         16,559


$        103


1%


$       617


4%


$  17,279


6%
































 

 

 4. Free Cash Flow Reconciliation




























































The Company's press release contains financial information regarding free cash flow which is a non-GAAP performance measure. Free cash flow is defined as cash provided by operating activities less capital expenditures. Management believes this non-GAAP measure is useful to investors in understanding the strength of the Company and its ability to generate cash.

































The following is the three months and nine months ended June 30, 2021 and 2020 reconciliation of free cash flow for continuing operations (unaudited):


































Three Months Ended


Nine Months Ended
















June 30,


June 30,















(in millions)

2021


2020


2021


2020















Cash provided by operating activities from continuing
  operations

$                                 862


$                                833


$                            2,022


$                           1,499















Capital expenditures

(127)


(97)


(324)


(347)















Reported free cash flow

$                                 735


$                                736


$                            1,698


$                           1,152




































 

 

 5.  Net Debt to EBITDA




























































The Company provides financial information regarding net debt to adjusted EBITDA, which is a non-GAAP performance measure. The Company believes the total net debt to adjusted EBITDA ratio is useful to understanding the Company's financial condition as it provides a review of the extent to which the Company relies on external debt financing for its funding and is a measure of risk to its shareholders. The following is the June 30, 2021 calculation of net debt to adjusted EBITDA (unaudited):

































(in millions)

June 30, 2021























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

$                                 461























Long-term debt

7,318























Total debt

7,779























Less: cash and cash equivalents

1,450























Total net debt

$                              6,329





















































Last twelve months adjusted EBITDA

$                              3,459





















































Total net debt to adjusted EBITDA

 1.8x 





















































The following is the last twelve months ended June 30, 2021 reconciliation of income from continuing operations to adjusted EBIT and adjusted EBITDA, which are non-GAAP performance measures (unaudited):
































(in millions)

 Last Twelve Months
Ended
June 30, 2021 























Income from continuing operations

$                              1,920























Income tax provision

409























Net financing charges

221























EBIT

2,550























Adjusting items:
























   Integration costs

28























   Silent-Aire transaction costs and other nonrecurring costs

10























   Net mark-to-market adjustments

(176)























   Restructuring and impairment costs

175























   Acquisition related compensation charge

39

























Adjusted EBIT (1)

2,626























Depreciation and amortization

833























Adjusted EBITDA (1)

$                              3,459





















































(1) The Company's definition of adjusted EBIT and adjusted EBITDA excludes special items because these costs are not considered to be directly related to the underlying operating performance of its businesses. Management believes this non-GAAP measure is useful to investors in understanding the ongoing operations and business trends of the Company.  






















































































































 6.  Trade Working Capital as a Percentage of Net Sales




























































The Company provides financial information regarding trade working capital as a percentage of net sales, which is a non-GAAP performance measure. Trade working capital is defined as current assets less current liabilities, excluding cash, short-term debt, the current portion of long-term debt, the current portion of assets and liabilities held for sale, accrued compensation and benefits, and other current assets and liabilities.  Management believes this non-GAAP measure, which excludes financing-related items, non-trade related items and businesses to be divested, is a more useful measurement of the Company's operating performance. The following is the June 30, 2021 and June 30, 2020 calculation of trade working capital as a percentage of net sales (unaudited):

































(in millions)

June 30, 2021


June 30, 2020























Current assets

$                            10,310


$                           11,140























Current liabilities

(9,285)


(10,304)























Total working capital

1,025


836





















































Less: cash and cash equivalents

(1,450)


(2,342)























Less: assets held for sale

-


(89)























Less: other current assets

(1,128)


(1,369)























Add:  short-term debt

265


1,321























Add:  current portion of long-term debt

196


1,102























Add:  accrued compensation and benefits

996


685























Add:  liabilities held for sale

-


38























Add:  other current liabilities

2,460


2,650























Trade working capital

$                              2,364


$                             2,832

















































Last twelve months net sales

$                            23,230


$                           22,637

















































Trade working capital as a percentage of net sales

10.2%


12.5%











































































































































 7.  Income Taxes




























































The Company's effective tax rate from continuing operations before consideration of transaction/integration costs, net mark-to-market adjustments, Silent-Aire nonrecurring purchase accounting, restructuring and impairment costs, and discrete tax items for the three and nine months ended June 30, 2021 and June 30, 2020 was approximately 13.5%.























































































































 8.  Restructuring and Impairment Costs




























































The three months ended June 30, 2021 include restructuring and impairment costs of $79 million related primarily to workforce reductions, asset impairments and other related costs. The nine months ended June 30, 2021 include restructuring and impairment costs of $175 million related primarily to workforce reductions, asset impairments and other related costs. The three months ended June 30, 2020 include restructuring and impairment costs of $610 million related to workforce reductions, asset impairments and goodwill impairments related to the Company's retail business. The nine months ended June 30, 2020 include restructuring and impairment costs of $783 million related primarily to workforce reductions, plant closures, asset impairments, and indefinite-lived intangible asset and goodwill impairments related to the Company's retail business.


 

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SOURCE Johnson Controls International plc

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