Honeywell International

Honeywell 2004 Earnings Per Share $1.68; Cash from Operations $2.3 Billion;
Fourth-Quarter Earnings Per Share $0.49 and Cash from Operations $766 Million;
2005 Earnings Per Share Range Increased to $1.95-$2.05

Honeywell (NYSE: HON) today announced 2004 full-year earnings of $1.68 per
share, in line with prior guidance and up 9% versus 2003. Sales of $25.6 billion
were up 11% compared to 2003, resulting from organic growth in all four
operating segments. Full-year cash flow from operations was $2.3 billion and
free cash flow (cash flow from operations less capital expenditures) was $1.6
billion.

Fourth-quarter earnings were $0.49 per share, in line with prior guidance and up
4% versus 2003. Sales of $6.6 billion were up 7% from 2003, including the impact
of fewer reporting days in the fourth quarter versus prior year. Free cash flow
was $540 million.

"In 2004, Honeywell experienced strong organic growth in each of its operating
segments; exceeded its sales, earnings and cash targets; and executed on key
acquisitions and divestitures," said Honeywell Chairman and Chief Executive
Officer Dave Cote. "We announced a 10% increase in our dividend, our first
increase in five years, and moved to bolster our Automation and Control
Solutions business with our announced offer to acquire the shares of Novar plc.
Overall, 2004 was a year of significant progress across the company."

"In the fourth quarter, we continued to experience improvements in our end
markets and results from our investments in growth initiatives," continued Cote.
"Aerospace won new contracts on Boeing's 7E7 Dreamliner, continued to grow its
strong defense business and benefited from another quarter of increased global
flying hours. Automation and Control Solutions continued to experience orders
growth in both Building and Process Solutions, with key installation, energy
retrofit and overseas contract wins. In Transportation Systems, Turbo
Technologies recorded its tenth consecutive quarter of double-digit sales
growth. Specialty Materials continued to grow its core portfolio and completed
the divestiture of its non-core Performance Fibers business."

Honeywell increased its 2005 EPS range to $1.95-$2.05, in light of strong order
rates, as well as lower than anticipated 2005 non-cash pension expense.

Honeywell will review its results during its investor webcast at 8:00 a.m. EST
today. The webcast and related presentation materials will be available at
www.honeywell.com/investor.

Fourth-Quarter Segment Highlights

Sales comparisons set forth below include the impact of fewer reporting days in
the 2004 fourth quarter versus prior year.

Aerospace

    --  Sales were up 7%, compared with the fourth quarter of 2003, as a result
        of 10% growth in Commercial and 4% growth in Defense and Space sales.

    --  Segment margins were 16.9%, compared with 15.9% a year ago, due to
        strong volume and productivity gains.

    --  Honeywell's Astreon(TM) light emitting diode systems were selected for
        flight critical exterior lighting on Boeing's 7E7 Dreamliner. This is
        Honeywell's fourth award on the 7E7, bringing the total potential
        program value to in excess of $2.6 billion.

    --  The Department of Defense awarded Honeywell a $40 million contract to
        develop an Organic Air Vehicle for extended range operation in adverse
        weather to provide battlefield and/or area surveillance and
        reconnaissance.

Automation and Control Solutions

    --  Sales were up 4%, compared with the fourth quarter of 2003, as a result
        of organic growth and favorable foreign currency exchange, offset by the
        impact of the second quarter divestiture of Security Monitoring.

    --  Segment margins were 12.1%, compared with 12.3% a year ago, reflecting
        favorable volume conversion, more than offset by continued investment
        and the impact of the divestiture of Security Monitoring.

    --  Honeywell acquired majority ownership in its Tata Honeywell joint
        venture in Pune, India, providing a platform for growth in the region.

    --  Building Solutions established a new standard in seaport safety and
        security to meet U.S. Department of Homeland Security requirements and
        was awarded over $7 million in contracts to install digital surveillance
        systems for the Ports of San Juan, Puerto Rico, and Mobile, Alabama.

    --  Process Solutions was awarded a $60 million contract for an automation
        project at Naftec Spa's refinery in Arzew, Algeria.

Transportation Systems

    --  Sales were up 13%, compared with the fourth quarter of 2003, primarily
        due to continued strong demand for our proprietary Turbo technologies.

    --  Segment margins were 12.8%, compared with 13.2% a year ago, due to
        increased raw material prices, partially offset by strong volume
        conversion.

    --  Turbo Technologies was selected by Daewoo Motors of South Korea to
        provide its latest generation VNT(TM) turbo technology for Daewoo's
        2.0-liter diesel.

    --  Consumer Products Group continued to introduce new, high-value products
        with its rollout of FRAM(R) High Mileage oil filters.

Specialty Materials

    --  Sales were up 9%, compared with the fourth quarter of 2003, as a result
        of continued growth in core businesses and improved pricing.

    --  Segment margins were 5.4%, compared with 4.7% a year ago, due to
        increases in price and core volume, partially offset by higher raw
        material costs in non-core businesses.

    --  Honeywell acquired sole ownership of its GEM Microelectronics Materials
        joint venture, which provides ultra-high purity straight, wet-etch and
        cleaning chemistries to the semiconductor industry.

    --  Specialty Materials continued to execute on its portfolio repositioning,
        and completed the divestiture of its Performance Fibers business.

Honeywell International is a $26 billion diversified technology and
manufacturing leader, serving customers worldwide with aerospace products and
services; control technologies for buildings, homes and industry; automotive
products; turbochargers; and specialty materials. Based in Morris Township,
N.J., Honeywell's shares are traded on the New York, London, Chicago and Pacific
Stock Exchanges. It is one of the 30 stocks that make up the Dow Jones
Industrial Average and is also a component of the Standard & Poor's 500 Index.
For additional information, please visit www.honeywell.com.

This release contains forward-looking statements as defined in Section 21E of
the Securities Exchange Act of 1934, including statements about future business
operations, financial performance and market conditions. Such forward-looking
statements involve risks and uncertainties inherent in business forecasts as
further described in our filings under the Securities Exchange Act.


                     Honeywell International Inc.
           Consolidated Statement of Operations (Unaudited)
           ------------------------------------------------
                (In millions except per share amounts)


                                                 Three Months Ended
                                                    December 31,
                                                 ------------------
                                                   2004       2003
                                                 -------    -------

Net sales                                        $6,640     $6,187
                                                 -------    -------

Costs, expenses and other
    Cost of goods sold                            5,180 (A)  4,972 (C)
    Selling, general and administrative expenses    865 (A)    756 (C)
    (Gain) loss on sale of non-strategic
     businesses                                      15 (B)      2 (D)
    Equity in (income) loss of affiliated
     companies                                      (34)       (27)
    Other (income) expense                          (14)(A)     35
    Interest and other financial charges             84         82
                                                 -------    -------
                                                  6,096      5,820
                                                 -------    -------

Income before taxes                                 544        367
Tax expense (benefit)                               125        (40)
                                                 -------    -------

Net income                                         $419       $407
                                                 =======    =======

Earnings per share of common stock - basic        $0.49      $0.47
                                                 =======    =======

Earnings per share of common stock - assuming
 dilution                                         $0.49      $0.47
                                                 =======    =======

Weighted average number of shares outstanding-
 basic                                              854        864
                                                 =======    =======

Weighted average number of shares outstanding -
    assuming dilution                               857        866
                                                 =======    =======

(A) Cost of goods sold, selling, general and administrative expenses
    and other (income) expense include provisions of $77, $16 and $5
    million, respectively, for environmental, litigation, business
    impairment, net repositioning and other charges. The total net
    pretax charges were $98 million (after-tax $61 million, or $0.07
    per share).

(B) Represents the pretax loss on the sale of our Performance Fibers
    business, and adjustments related to businesses sold in prior
    periods (after-tax $3 million, with no effect on earnings per
    share).

(C) Cost of goods sold and selling, general and administrative
    expenses include provisions (credits) of $217 and ($3) million
    respectively, for environmental, net repositioning and other
    charges. Total net pretax charges were $214 million (after-tax
    $19 million, or $0.02 per share). The after-tax charge includes a
    tax benefit associated with the redesignation of our Friction
    Materials business from held for sale to held and used.

(D) Represents adjustments to sales of non-strategic businesses in the
    third quarter of 2003 (after-tax loss $2 million, with no effect
    on earnings per share).




                     Honeywell International Inc.
           Consolidated Statement of Operations (Unaudited)
           ------------------------------------------------
                (In millions except per share amounts)

                                              Twelve Months Ended
                                                  December 31,
                                            -----------------------
                                               2004           2003
                                            --------       --------

Net sales                                   $25,601        $23,103
                                            --------       --------

Costs, expenses and other
    Cost of goods sold                       20,425 (A)     18,235 (D)
    Selling, general and administrative
     expenses                                 3,316 (A)      2,950 (D)
    (Gain) loss on sale of non-strategic
     businesses                                (255)(B)        (38)(E)
    Equity in (income) loss of affiliated
     companies                                  (82)(A)        (38)(D)
    Other (income) expense                      (92)(A)(C)      19 (F)
    Interest and other financial charges        331            335
                                            --------       --------
                                             23,643         21,463
                                            --------       --------

Income before taxes and cumulative effect
 of accounting change                         1,958          1,640
Tax expense                                     511            296
                                            --------       --------

Income before cumulative effect of
 accounting change                            1,447          1,344
Cumulative effect of accounting change            -            (20)(G)
                                            --------       --------

Net income                                   $1,447         $1,324
                                            ========       ========

Earnings per share of common stock - basic:
    Income before cumulative effect of
     accounting change                        $1.68          $1.56
    Cumulative effect of accounting change        -          (0.02)(G)
                                            --------       --------
    Net income                                $1.68          $1.54
                                            ========       ========

Earnings per share of common stock -
 assuming dilution:
    Income before cumulative effect of
     accounting change                        $1.68          $1.56
    Cumulative effect of accounting change        -          (0.02)(G)
                                            --------       --------
    Net income                                $1.68          $1.54
                                            ========       ========

Weighted average number of shares
 outstanding-basic                              859            861
                                            ========       ========

Weighted average number of shares
 outstanding -
    assuming dilution                           862            862
                                            ========       ========


(A) Cost of goods sold, selling, general and administrative expenses,
    equity in (income) loss of affiliated companies and other (income)
    expense include provisions of $461, $25, $6 and $5 million,
    respectively, for environmental, litigation, business impairment,
    net repositioning and other charges. Total net pretax charges were
    $497 million (after-tax $310 million, or $0.36 per share).

(B) Represents the pretax gains on the sales of our VCSEL Optical
    Products and Security Monitoring businesses, the pretax loss on
    the sale of our Performance Fibers business, and adjustments
    related to businesses sold in prior periods (after-tax $144
    million, or $0.17 per share).

(C) Includes a gain of $27 million (after-tax $17 million, or $0.02
    per share) related to the settlement of a patent infringement
    lawsuit.

(D) Cost of goods sold, selling, general and administrative expenses
    and equity in (income) loss of affiliated companies include
    provisions of $272, $4 and $2 million, respectively, for
    environmental, net repositioning and other charges. Total net
    pretax charges were $278 million (after-tax $41 million, or $0.05
    per share). The after-tax charge includes tax benefits from the
    redesignation of our Friction Materials business from held for
    sale to held and used and a tax settlement related to a prior year
    asset impairment.

(E) Represents the pretax gain on the sale of our Engineering Plastics
    and several other non-strategic businesses (after-tax $4 million,
    with no effect on earnings per share). The after-tax gain includes
    tax benefits associated with prior capital losses.

(F) Includes a gain of $20 million (after-tax $15 million, or $0.02
    per share) related to the settlement of a patent infringement
    lawsuit.

(G) Effective January 1, 2003, we adopted Statement of Financial
    Accounting Standards No. 143, "Accounting for Asset Retirement
    Obligations" (SFAS No. 143). SFAS No. 143 requires recognition of
    the fair value of obligations associated with the retirement of
    tangible long- lived assets when there is a legal obligation to
    incur such costs. This adoption resulted in an after-tax
    cumulative effect expense adjustment of $20 million, or $0.02 per
    share.




                     Honeywell International Inc.
                       Segment Data (Unaudited)
                       ------------------------
                         (Dollars in millions)



Net Sales                               Periods Ended December 31,
---------                            ---------------------------------
                                      Three Months     Twelve Months
                                     --------------- -----------------
                                       2004    2003     2004     2003
                                     ------- ------- -------- --------

Aerospace                            $2,523  $2,359   $9,748   $8,813

Automation and Control Solutions      2,122   2,035    8,031    7,464

Specialty Materials                     864     792    3,497    3,169

Transportation Systems                1,130   1,000    4,323    3,650

Corporate                                 1       1        2        7
                                     ------- ------- -------- --------

     Total                           $6,640  $6,187  $25,601  $23,103
                                     ======= ======= ======== ========




Segment Profit                          Periods Ended December 31,
--------------                       ---------------------------------
                                      Three Months     Twelve Months
                                     --------------- -----------------
                                       2004    2003     2004     2003
                                     ------- ------- -------- --------

Aerospace                              $426    $374   $1,479   $1,221

Automation and Control Solutions        257     251      894      843

Specialty Materials                      47      37      184      136

Transportation Systems                  145     132      575      461

Corporate                               (41)    (43)    (158)    (142)
                                     ------- ------- -------- --------

     Total Segment Profit               834     751    2,974    2,519
Gain (loss) on sale of non-strategic
 businesses                             (15)     (2)     255       38
Equity in income of affiliated
 companies                               34      27       82       38
Other income (expense)                   14     (35)      92      (19)
Interest and other financial charges    (84)    (82)    (331)    (335)
Pension and other postretirement
 benefits (expense) (A)                (146)    (78)    (628)    (325)
Repositioning, environmental,
 litigation, business
    impairment and other charges (A)    (93)   (214)    (486)    (276)
                                     ------- ------- -------- --------

     Income before taxes and
      cumulative effect
         of accounting change          $544    $367   $1,958   $1,640
                                     ======= ======= ======== ========


(A) Amounts included in cost of goods sold and selling, general and
    administrative expenses.




                     Honeywell International Inc.
                Consolidated Balance Sheet (Unaudited)
                --------------------------------------
                         (Dollars in millions)

                                                     December December
                                                         31,      31,
                                                        2004     2003
                                                     -------- --------
ASSETS
Current assets:
    Cash and cash equivalents                         $3,701   $2,950
    Accounts, notes and other receivables              4,243    3,643
    Inventories                                        3,160    3,040
    Deferred income taxes                              1,238    1,526
    Other current assets                                 542      465
                                                     -------- --------
        Total current assets                          12,884   11,624

Investments and long-term receivables                    427      569
Property, plant and equipment - net                    4,331    4,295
Goodwill                                               6,013    5,789
Other intangible assets - net                          1,241    1,098
Insurance recoveries for asbestos related
 liabilities                                           1,412    1,317
Deferred income taxes                                    598      342
Prepaid pension benefit cost                           2,985    3,173
Other assets                                           1,105    1,107
                                                     -------- --------

        Total assets                                 $30,996  $29,314
                                                     ======== ========

LIABILITIES AND SHAREOWNERS' EQUITY
Current liabilities:
    Accounts payable                                  $2,564   $2,240
    Short-term borrowings                                 28      152
    Commercial paper                                     220        -
    Current maturities of long-term debt                 956       47
    Accrued liabilities                                4,901    4,314
                                                     -------- --------
        Total current liabilities                      8,669    6,753

Long-term debt                                         4,069    4,961
Deferred income taxes                                    444      316
Postretirement benefit obligations other than
 pensions                                              1,713    1,683
Asbestos related liabilities                           2,006    2,279
Other liabilities                                      2,677    2,593
Shareowners' equity                                   11,418   10,729
                                                     -------- --------

        Total liabilities and shareowners' equity    $30,996  $29,314
                                                     ======== ========

Certain prior year amounts have been reclassified to conform with the
current year presentation.




                     Honeywell International Inc.
           Consolidated Statement of Cash Flows (Unaudited)
           ------------------------------------------------
                         (Dollars in millions)


                                      Three Months     Twelve Months
                                         Ended             Ended
                                       December 31,     December 31,
                                     ---------------- ----------------
                                        2004    2003     2004    2003
                                     -------- ------- -------- -------
Cash flows from operating
 activities:
    Net income                          $419    $407   $1,447  $1,324
    Adjustments to reconcile net
     income to net cash provided
    by operating activities:
        Cumulative effect of
         accounting change                 -       -        -      20
        (Gain) loss on sale of non-
         strategic businesses             15       2     (255)    (38)
        Repositioning,
         environmental, litigation
         and business
            impairment charges            98     214      497     278
        Severance and exit cost
         payments                        (41)    (53)    (164)   (200)
        Environmental and non-
         asbestos litigation
         payments                       (142)    (32)    (273)    (91)
        Asbestos related liability
         payments                        (94)    (90)    (518)   (557)
        Insurance receipts for
         asbestos related
         liabilities                       6     187       67     664
        Depreciation and
         amortization                    156     176      650     661
        Undistributed earnings of
         equity affiliates               (22)    (27)     (75)    (38)
        Deferred income taxes            183     (11)     335     344
        Pension and other
         postretirement benefits
         expense                         146      78      628     325
        Pension contributions - U.S.
         Plans                           (30)   (500)     (40)   (670)
        Other postretirement benefit
         payments                        (55)    (60)    (207)   (203)
        Other                            (19)    119     (121)    (16)
        Changes in assets and
         liabilities, net of the
         effects of
            acquisitions and
             divestitures:
               Accounts, notes and
                other receivables       (152)   (164)    (470)   (236)
               Inventories               (42)    101      (84)    118
               Other current assets      (78)      1      (77)    (20)
               Accounts payable          222     122      408     240
               Accrued liabilities       196      33      505     294
                                     -------- ------- -------- -------
Net cash provided by operating
 activities                              766     503    2,253   2,199
                                     -------- ------- -------- -------

Cash flows from investing
 activities:
    Expenditures for property, plant
     and equipment                      (226)   (248)    (629)   (655)
    Proceeds from disposals of
     property, plant and equipment        26      24       38      37
    Decrease in investments                -       -       80       -
    Cash paid for acquisitions          (164)    (75)    (384)   (199)
    Proceeds from sales of
     businesses                           35       -      426     137
                                     -------- ------- -------- -------
Net cash (used for) investing
 activities                             (329)   (299)    (469)   (680)
                                     -------- ------- -------- -------

Cash flows from financing
 activities:
    Net increase (decrease) in
     commercial paper                    200       -      220    (201)
    Net increase (decrease) in
     short-term borrowings                 5       -     (121)     81
    Proceeds from issuance of common
     stock                                12      15       74      54
    Payments of long-term debt            (6)    (66)     (29)   (147)
    Repurchases of common stock         (382)    (37)    (724)    (37)
    Cash dividends on common stock      (160)   (162)    (643)   (645)
                                     -------- ------- -------- -------
Net cash (used for) financing
 activities                             (331)   (250)  (1,223)   (895)
                                     -------- ------- -------- -------

Effect of foreign exchange rate
 changes on cash and cash
 equivalents                             162     126      190     305
                                     -------- ------- -------- -------

Net increase in cash and cash
 equivalents                             268      80      751     929
Cash and cash equivalents at
 beginning of period                   3,433   2,870    2,950   2,021
                                     -------- ------- -------- -------
Cash and cash equivalents at end of
 period                               $3,701  $2,950   $3,701  $2,950
                                     ======== ======= ======== =======




                     Honeywell International Inc.
 Reconciliation of Cash Provided by Operating Activities to Free Cash
                           Flow (Unaudited)
----------------------------------------------------------------------
                         (Dollars in millions)


                                         Three Months   Twelve Months
                                             Ended          Ended
                                          December 31,   December 31,
                                         ------------- ---------------
                                           2004  2003    2004    2003
                                         ------- ----- ------- -------

Cash provided by operating activities      $766  $503  $2,253  $2,199

Expenditures for property, plant and
 equipment                                 (226) (248)   (629)   (655)
                                         ------- ----- ------- -------

Free cash flow                             $540  $255  $1,624  $1,544
                                         ======= ===== ======= =======


We define free cash flow as cash provided by operating activities,
less cash expenditures for property, plant and equipment.

We believe that this metric is useful to investors and management as a
measure of cash generated by business operations that will be used to
repay scheduled debt maturities and can be used to invest in future
growth through new business development activities or acquisitions,
and to pay dividends, repurchase stock, or repay debt obligations
prior to their maturities. This metric can also be used to evaluate
our ability to generate cash flow from business operations and the
impact that this cash flow has on our liquidity.

    CONTACT: Honeywell
             Media                                            
             Robert C. Ferris, 973-455-3388  
             rob.ferris@honeywell.com                         
             or
             Investor Relations    
             Nicholas Noviello, 973-455-2222         
             nicholas.noviello@honeywell.com

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