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| ROK > SEC Filings for ROK > Form 10-K on 19-Nov-2012 | All Recent SEC Filings |
19-Nov-2012
Annual Report
• our customers' needs for productivity and cost reduction, sustainable production (cleaner, safer and more energy efficient), quality assurance and overall global competitiveness;
• industry factors that include our customers' new product introductions, demand for our customers' products or services, and the regulatory and competitive environments in which our customers operate;
• levels of global industrial production and capacity utilization;
• regional factors that include local political, social, regulatory and economic circumstances;
• the seasonal spending patterns of our customers due to their annual budgeting processes and their working schedule; and
• investments in basic materials production capacity, partly in response to higher commodity pricing.
Long-term Strategy
Our vision of being the most valued global provider of innovative industrial
automation and information products, services and solutions is supported by our
growth and performance strategy, which seeks to:
• achieve growth rates in excess of the automation market by expanding our
served market and strengthening our competitive differentiation;
• diversify our revenue streams by increasing our capabilities in new applications, broadening our solutions and service capabilities, advancing our global presence and serving a wider range of industries;
• grow market share by gaining new customers and by capturing a larger share of existing customers' spending;
• enhance our market access by building our channel capability and partner network;
• make acquisitions that serve as catalysts to organic growth by adding complementary technology, expanding our served market, increasing our domain expertise or continuing our geographic diversification;
• deploy human and financial resources to strengthen our technology leadership and our intellectual capital business model; and
• continuously improve quality and customer experience and drive annual cost productivity.
By implementing the strategy above, we seek to achieve our long-term financial
goals that include revenue growth of 6-8 percent, double-digit EPS growth,
return on invested capital in excess of 20 percent, free cash flow of about 100
percent of net income and 60 percent of our revenue outside the U.S, including
30 percent of revenue from emerging markets.
Our customers face the challenge of remaining globally cost competitive and
automation can help them achieve their productivity and sustainability
objectives. Our value proposition is to help our customers reduce time to
market, lower total cost of ownership, improve asset utilization and manage
enterprise risks.
Differentiation through Technology and Domain Expertise
We seek a technology leadership position in industrial automation. We believe
that our three platforms - integrated architecture, intelligent motor control
and solutions and services - provide the foundation for long-term sustainable
growth.
Our integrated control and information architecture, with Logix at its core, is
an important differentiator. We are the only automation provider that can
support discrete, process, batch, safety, motion and motor control on the same
hardware platform with the same software programming environment. Our integrated
architecture is scalable with standard open communications protocols making it
easier for customers to implement more cost effectively.
Intelligent motor control is one of our core competencies and an important
aspect of an automation system. These products and solutions enhance the
availability, efficiency and safe operation of our customers' critical and most
energy-intensive plant assets. Our intelligent motor control offering can be
integrated seamlessly with the Logix architecture.
Domain expertise refers to solutions and services that we provide to support
customers through the entire life cycle of their automation investment. The
combination of industry-specific domain expertise of our people with our
innovative technologies enables us to help our customers solve their
manufacturing and business challenges.
Global Expansion
As the manufacturing world continues to expand, we must be able to meet our
customers' needs in emerging markets. We continue to expand our footprint in
emerging markets. We currently have approximately 60 percent of our employees
outside the U.S., and 51 percent of our revenues outside of the U.S.
As we expand in markets with considerable growth potential and shift our global
footprint, we expect to continue to broaden the portfolio of products, solutions
and services that we provide to our customers in these regions. We have made
significant investments to globalize our manufacturing, product development and
customer facing resources in order to be closer to our customers throughout the
world. Growth in the emerging markets of Asia-Pacific, including China and
India, Latin America, Central and Eastern Europe and Africa is projected to
exceed global Gross Domestic Product (GDP) growth rates, due to higher levels of
infrastructure investment and the growing middle-class population. We believe
that increased demand for consumer products in these markets will lead to
manufacturing investment and provide us with additional growth opportunities in
the future.
Enhanced Market Access
Over the past decade, our investments in technology and globalization have
enabled us to expand our addressed market to approximately $80 billion. Our
process initiative has been the most important contributor to this expansion and
remains our largest growth opportunity. Logix is the technology foundation that
enabled us to become an industry leader for batch process applications and to
compete effectively with traditional Distributed Control Systems (DCS) providers
for continuous process applications. We complement that with a growing global
network of engineers and partners to provide solutions to process customers.
OEMs represent another area of addressed market expansion and a strong growth
opportunity. To remain competitive, OEMs need to find the optimal balance of
machine cost and performance while reducing their time to market. Our scalable
integrated architecture and intelligent motor control offerings, along with
design productivity tools and our motion and safety products, can assist OEMs in
addressing these business needs.
We have developed a powerful network of channel partners, technology partners
and commercial partners that act as amplifiers to our internal capabilities and
enable us to serve our customers' needs around the world.
Broad Range of Industries Served
We apply our knowledge of manufacturing applications to help customers solve
their business challenges. We serve customers in a wide range of industries,
including consumer products, resource-based and transportation.
Our consumer products customers are engaged in the food and beverage, home and
personal care and life sciences industries. These customers' needs include new
capacity, incremental capacity from existing facilities, an increasingly
flexible manufacturing environment and regulatory compliance. These customers
operate in an environment where product innovation and time to market are
critical factors.
We serve customers in resource-based industries, including oil and gas, mining,
aggregates, cement, metals, energy, pulp and paper and water/wastewater.
Companies in these industries typically invest when commodity prices are
relatively high and global demand for basic materials is increasing.
In the transportation industry, factors such as geographic expansion, investment
in new model introductions and more flexible manufacturing technologies
influence customers' automation investment decisions. Our sales in
transportation are primarily to automotive and tire manufacturers.
Outsourcing and Sustainability Trends
Demand for our products, solutions and services across all industries benefits
from the outsourcing and sustainability needs of our customers. Customers
increasingly desire to outsource engineering services to achieve a more flexible
cost base. Our manufacturing application knowledge enables us to serve these
customers globally.
We help our customers meet their sustainability needs pertaining to energy
efficiency, environmental and safety goals. Higher energy prices have
historically caused customers across all industries to invest in more
energy-efficient manufacturing processes and technologies, such as intelligent
motor control and energy efficient solutions and services. In addition,
environmental and safety objectives often spur customers to invest to ensure
compliance and implement sustainable business practices.
Acquisitions
Our acquisition strategy focuses on products, solutions or services that will be
catalytic to the organic growth of our core offerings. In October 2012, we
acquired certain assets of the medium voltage drives business of Harbin Jiuzhou
Electric Co., Ltd., a leading manufacturer of medium voltage drives, direct
current power supplies, switch gear and wind inverters, headquartered in Harbin,
China. The acquisition strengthened our presence in the Asia-Pacific motor
control market by adding significant capabilities in design, engineering and
manufacturing of medium voltage drive products. In March 2012, we acquired
certain assets and assumed certain liabilities of SoftSwitching Technologies
Corporation, an industrial power quality detection and protection systems
provider in the United States. In May 2011, we purchased a majority stake in the
equity of Lektronix Limited and its affiliate, an independent industrial
automation repair and service provider primarily in Europe and Asia. In
April 2011, we acquired certain assets and assumed certain liabilities of Hiprom
(Pty) Ltd and its affiliates, a process control and automation systems
integrator for the mining and mineral processing industry in South Africa.
We believe the acquired companies will help us expand our served market and
deliver value to our customers.
Continuous Improvement
Productivity and continuous improvement are important components of our culture.
We have programs in place that drive ongoing process improvement, functional
streamlining, material cost savings and manufacturing productivity. We are in
the process of developing and implementing common global processes and an
enterprise-wide business system. These are intended to improve profitability
that can be used to fund investments in growth and to offset inflation. Our
ongoing productivity initiatives target both cost reduction and improved asset
utilization. Charges for workforce reductions and facility rationalization may
be required in order to effectively execute our productivity programs.
U. S. Industrial Economic Trends
In 2012, sales to U.S. customers accounted for 49 percent of our total sales.
The various indicators we use to gauge the direction and momentum of our U.S.
served markets include:
• The Industrial Production Index (Total Index), published by the Federal
Reserve, which measures the real output of manufacturing, mining, and
electric and gas utilities. The Industrial Production Index is expressed
as a percentage of real output in a base year, currently 2007.
Historically there has been a meaningful correlation between the changes
in the Industrial Production Index and the level of automation investment
made by our U.S. customers in their manufacturing base.
• The Manufacturing Purchasing Managers' Index (PMI), published by the Institute for Supply Management (ISM), which is an indication of the current and near-term state of manufacturing activity in the U.S. According to the ISM, a PMI measure above 50 indicates that the U.S. manufacturing economy is generally expanding while a measure below 50 indicates that it is generally contracting.
• Industrial Equipment Spending, which is an economic statistic compiled by the Bureau of Economic Analysis (BEA). This statistic provides insight into spending trends in the broad U.S. industrial economy. This measure over the longer term has proven to demonstrate a reasonable correlation with our domestic growth.
• Capacity Utilization (Total Industry), which is an indication of plant operating activity published by the Federal Reserve. Historically there has been a meaningful correlation between Capacity Utilization and levels of U.S. industrial production.
The table below depicts the trends in these indicators from fiscal 2010 to 2012, which point to moderating growth in manufacturing activity during fiscal 2012. These indicators are among the factors that lead us to anticipate a period of slower industrial growth. We continue to believe this is a pause in the recovery and not an inflection point. We expect to see improved market conditions in fiscal 2013 but not until the latter part of the year.
Industrial
Industrial Equipment Capacity
Production Spending Utilization
Index PMI (in billions) (percent)
Fiscal 2012
Quarter ended:
September 2012 97.2 51.5 197.9 78.5
June 2012 97.3 49.7 197.8 78.9
March 2012 96.7 53.4 190.7 78.7
December 2011 95.3 53.1 196.6 77.9
Fiscal 2011
Quarter ended:
September 2011 94.2 52.5 187.0 77.1
June 2011 92.9 55.8 171.6 76.3
March 2011 92.6 59.7 169.6 76.2
December 2010 91.6 57.3 161.3 75.4
Fiscal 2010
Quarter ended:
September 2010 91.1 56.4 156.5 74.8
June 2010 89.7 56.0 156.4 73.3
March 2010 87.8 59.3 146.9 71.4
December 2009 86.3 55.8 149.9 69.5
Note: Economic indicators are subject to revisions by the issuing organizations.
Non-U.S. Regional Trends
In 2012, sales to non-U.S. customers accounted for 51 percent of our total
sales. These customers include both indigenous companies and multinational
companies with expanding global presence. International demand, particularly in
emerging markets, has historically been driven by the strength of the industrial
economy in each region, investments in infrastructure and expanding consumer
markets.
We use changes in Gross Domestic Product (GDP) as one indicator of the growth
opportunities in each region where we do business. In 2012, worldwide GDP growth
has slowed, and in some regions GDP has declined, indicating a global economic
slowdown. In Europe, sovereign debt concerns have put downward pressure on
industrial growth. Western Europe continues to operate in a recessionary
environment, with potential for an improved outlook in some economies later next
year. The emerging markets in Europe, the Middle East and Africa (EMEA)
experienced strong growth that is expected to continue next year. In Asia, China
experienced its slowest GDP growth since early 2009 but the economy shows some
signs of improvement. India was flat in 2012 compared to 2011, and there is no
indication of any near term improvement. In Latin America, Mexico was the
strongest performing country with projected continued growth. Brazil experienced
an economic slowdown in 2012 but the outlook is for some improvement in 2013. We
still expect that emerging markets will be the fastest growing automation
markets over the long term.
Summary of Results of Operations
Despite a difficult economic environment in 2012, we delivered sales growth of 4
percent, or 6 percent organically, and ended the year with record sales of
$6,259.4 million. All regions experienced organic sales growth year over year,
led by Canada with organic sales growth of 20 percent. EMEA had strong organic
growth of 6 percent in the face of a recession in Western Europe. The end
markets with the strongest sales growth for the year were transportation and oil
and gas.
We continued to execute our key initiatives, which contributed to our positive
performance:
• Sales related to our process initiative grew approximately 20 percent year
over year in 2012.
• Logix organic sales increased 8 percent compared to 2011.
• Sales in emerging markets increased 4 percent, or 8 percent organically, as compared to 2011, with particular strength in Central and Eastern Europe. Acquisitions contributed 2 percentage points to the increase and currency translation reduced sales by 6 percentage points. Emerging markets represented 22 percent of total company sales in 2012, and we expect this proportion to continue to grow.
Total segment operating margin expanded one full percentage point while we
continued to invest for growth.
Our effective tax rate for 2012 was 23.7 percent compared to 19.7 percent in
2011, primarily due to larger discrete tax benefits a year ago.
The following tables reflect our sales and operating results for the years ended September 30, 2012, 2011 and 2010 (in millions, except per share amounts):
Year Ended September 30,
2012 2011 2010
Sales
Architecture & Software $ 2,650.4 $ 2,594.3 $ 2,115.0
Control Products & Solutions 3,609.0 3,406.1 2,742.0
Total sales (a) $ 6,259.4 $ 6,000.4 $ 4,857.0
Segment operating earnings1
Architecture & Software $ 702.8 $ 659.1 $ 475.4
Control Products & Solutions 428.6 368.5 241.8
Total segment operating earnings2 (b) 1,131.4 1,027.6 717.2
Purchase accounting depreciation and amortization (19.8 ) (19.8 ) (18.9 )
General corporate - net (85.6 ) (80.7 ) (93.6 )
Interest expense (60.1 ) (59.5 ) (60.5 )
Income from continuing operations before income taxes 965.9 867.6 544.2
Provision for income taxes (228.9 ) (170.5 ) (103.8 )
Income from continuing operations 737.0 697.1 440.4
Income from discontinued operations3 - 0.7 23.9
Net income $ 737.0 $ 697.8 $ 464.3
Diluted earnings per share:
Continuing operations $ 5.13 $ 4.79 $ 3.05
Discontinued operations - 0.01 0.17
Net income $ 5.13 $ 4.80 $ 3.22
Diluted weighted average outstanding shares 143.4 145.2 144.0
Total segment operating margin2 (b/a) 18.1 % 17.1 % 14.8 %
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(1) See Note 17 in the Condensed Consolidated Financial Statements for the definition of segment operating earnings.
(2) Total segment operating earnings and total segment operating margin are non-GAAP financial measures. We believe that these measures are useful to investors as measures of operating performance. We use these measures to monitor and evaluate the profitability of the company. Our measure of total segment operating earnings and total segment operating margin may be different from those used by other companies.
(3) See Note 13 in the Condensed Consolidated Financial Statements for a description of items reported as discontinued operations.
2012 Compared to 2011 (in millions, except per share amounts) 2012 2011 Change Sales $ 6,259.4 $ 6,000.4 $ 259.0 Income from continuing operations before income taxes 965.9 867.6 98.3 Diluted earnings per share from continuing operations 5.13 4.79 0.34 |
Sales
Sales in fiscal 2012 increased 4 percent compared to 2011. Organic sales
increased 6 percent. Acquisitions contributed 1 percentage point to the growth
rate and currency translation reduced sales by 3 percentage points. Organic
sales in our solutions and services businesses grew 12 percent year over year,
acquisitions contributed 2 percentage points to the increase and currency
translation reduced sales by 4 percentage points. Year-end backlog in these
businesses was 7 percent lower than a year ago due to an increase in order
delays. Product organic sales grew 4 percent year over year and currency
translation reduced sales by 3 percentage points. Volume accounted for
substantially all of the organic sales growth during the year as pricing
contributed less than 1 percentage point to growth.
The table below presents our sales for the year ended September 30, 2012 by
geographic region and the percentage change in sales from the year ended
September 30, 2011 (in millions, except percentages):
Change in Organic
Sales vs. Year
Year Ended Change vs. Year Ended
September 30, Ended September 30, September 30,
2012(1) 2011 2011(2)
United States $ 3,067.3 5 % 5 %
Canada 464.3 17 % 20 %
Europe, Middle East and Africa 1,280.6 1 % 6 %
Asia-Pacific 942.4 3 % 5 %
Latin America 504.8 (1 )% 8 %
Total sales $ 6,259.4 4 % 6 %
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(1) We attribute sales to the geographic regions based upon country of destination.
(2) Organic sales are sales excluding the effect of changes in currency exchange rates and acquisitions. See Supplemental Sales Information for information on this non-GAAP measure.
• Organic sales growth in the United States was driven by transportation
and oil and gas industries, as consumer industries lagged the region
growth rate.
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• Strong organic sales growth in Canada reflected continued strength in the resource-based industries.
• EMEA's organic sales growth was driven by strong double digit growth in its emerging markets, particularly in Central and Eastern Europe.
• Asia-Pacific organic sales growth was mixed across the countries in the
region with mature markets generally outperforming emerging markets and
Australia experiencing significant sales declines.
• Organic sales growth in Latin America was driven by strong growth in
transportation and oil and gas industries in Mexico, partially offset
by year-over-year declines in Brazil, which is experiencing an economic
slowdown.
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Income from Continuing Operations before Income Taxes Income from continuing operations before income taxes increased 11 percent from $867.6 million in 2011 to $965.9 million in 2012. The increase was predominantly due to increased volume and lower incentive compensation expense, partially offset by increased spending to support growth.
Income Taxes
The effective tax rate for 2012 was 23.7 percent compared to 19.7 percent in
2011. The 2012 and 2011 effective tax rates were lower than the U.S. statutory
rate of 35 percent because our sales outside of the U.S. benefited from lower
tax rates.
During 2012, we recognized net discrete tax benefits of $2.1 million primarily
related to the favorable resolution of worldwide tax matters. During 2011, we
recognized net discrete tax benefits of $25.0 million related to the favorable
resolution of worldwide tax matters and the retroactive extension of the U.S.
federal research credit.
See Note 15 in the Financial Statements for a complete reconciliation of the
United States statutory tax rate to the effective tax rate and more information
on tax events in 2012 and 2011 affecting the respective tax rates.
Architecture & Software (in millions, except percentages) 2012 2011 Change Sales $ 2,650.4 $ 2,594.3 $ 56.1 Segment operating earnings 702.8 659.1 43.7 Segment operating margin 26.5 % 25.4 % 1.1 pts |
Sales
Architecture & Software sales increased 2 percent in 2012. Organic sales
increased 5 percent, and the effects of currency translation reduced sales by
3 percentage points. Pricing contributed less than 1 percentage point to growth
during the year. Year-over-year organic sales growth in all regions other than
Canada and EMEA was slightly above the segment average. Logix organic sales
increased 8 percent in 2012 compared to 2011 and currency translation reduced
sales by 3 percentage points.
Operating Margin
Architecture & Software segment operating earnings increased 7 percent.
Operating margin expanded 1.1 points to 26.5 percent in 2012 as compared to
2011. The increase was predominantly due to volume increases and lower incentive
. . .
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