10-QPeriod: Q2 FY2006

Johnson Controls International plc Quarterly Report for Q2 Ended Mar 31, 2006

Filed May 9, 2006For Securities:JCI

Summary

Johnson Controls International plc (JCI) reported a notable increase in net revenue for the second quarter and the first six months of fiscal year 2006 compared to the prior year. While revenue showed growth, operating income saw a decline in the second quarter, primarily due to increased material costs, unfavorable foreign currency impacts, and new stock-based compensation expenses recognized following the adoption of SFAS No. 123R. The company is actively managing its debt, having repaid a significant portion of its convertible debentures and other debt. A major strategic initiative is the planned separation into three independent, publicly traded companies: Tyco Healthcare, Tyco Electronics, and a combined Fire and Security/Engineered Products and Services entity, expected in the first quarter of calendar 2007. This separation is a key focus for management and is anticipated to unlock further value for shareholders. The company also continues to face and address significant legal proceedings and government investigations stemming from past management actions, though specific financial impacts are currently difficult to quantify.

Key Highlights

  • 1Net revenue increased by 2.1% in Q2 FY2006 and 1.6% for the first six months compared to the prior year, despite unfavorable foreign currency impacts.
  • 2Operating income decreased by 7.7% in Q2 FY2006 and 9.1% for the first six months due to increased material costs, foreign currency headwinds, and incremental stock-based compensation expenses from SFAS No. 123R adoption.
  • 3The company announced a plan to separate into three independent publicly traded companies: Tyco Healthcare, Tyco Electronics, and a combined Fire and Security/Engineered Products and Services business, expected in Q1 2007.
  • 4Total debt was reduced to $10.0 billion at March 31, 2006, a decrease from $12.6 billion at September 30, 2005, through debt repayment and conversion.
  • 5The company repurchased $809 million of common shares in the first six months of FY2006 and announced a new $2.0 billion share repurchase program.
  • 6Significant legal matters persist, including class action lawsuits, government investigations, and a major $330 million settlement related to a patent infringement case in the Healthcare segment.
  • 7The company adopted SFAS No. 123R, resulting in incremental share-based compensation expense of $46 million for the quarter and $94 million for the six months ended March 31, 2006.

Frequently Asked Questions

Johnson Controls International plc is undergoing a significant strategic separation into three independent publicly traded companies: Tyco Healthcare, Tyco Electronics, and a combined Fire and Security and Engineered Products and Services entity. This separation is expected to be completed in the first quarter of calendar 2007 and is intended to unlock value and position each business for sustained growth.

Net revenue increased year-over-year in the second quarter of fiscal 2006, but operating income declined. This decline was primarily attributed to higher material costs, negative foreign currency exchange rate impacts, and the recognition of incremental stock-based compensation expenses due to the adoption of SFAS No. 123R.

The company has actively managed its debt, reducing it significantly from the previous fiscal year. It also returned capital to shareholders by repurchasing common shares totaling $809 million in the first six months of fiscal 2006 and announced a new $2.0 billion share repurchase program. The company also expects all three separated entities to be dividend-paying companies.

The company continues to address various legal and regulatory challenges, including class action lawsuits, government investigations related to past practices, and significant litigation concerning intellectual property and antitrust issues. A notable event was a $330 million settlement in a patent infringement case within the Healthcare segment. The company is also managing the financial and operational implications of past accounting practices and executive actions.