CHARLOTTE, N.C., Dec 27, 2004 /PRNewswire-FirstCall via COMTEX/ -- Goodrich Corporation
(NYSE: GR) announced that it has entered into a $99 million partial settlement
agreement with Northrop Grumman relating to Goodrich's acquisition of TRW's
Aeronautical Systems businesses in October 2002. In December of 2002 Northrop
Grumman acquired TRW Inc. Goodrich received a deposit of $10 million from
Northrop Grumman during the second quarter 2004 that will be applied to the
settlement, and expects to receive the remaining $89 million before the end of
2004. Goodrich expects to use the settlement proceeds to repay debt and fund
its pension plan.
The partial settlement agreement primarily relates to customer warranty
and other contract claims for products that were designed, manufactured or
sold by TRW prior to the purchase of TRW Aeronautical Systems by Goodrich.
The settlement excludes amounts associated with any claims that Goodrich may
have against Northrop Grumman relating to the Airbus A380 actuation systems
development program and certain other liabilities retained by TRW under the
acquisition agreement.
Goodrich will record a liability for the estimated undiscounted future
liabilities that have been assumed by Goodrich pursuant to the settlement
agreement. To the extent that these estimated liabilities plus the company's
existing receivables from Northrop Grumman for these matters exceed the
settlement amount, Goodrich will record a charge to earnings. The company
currently expects to record a pre tax charge of approximately $20 - $30
million (at current exchange rates), or $0.11 - $0.17 per fully diluted share,
in the fourth quarter of 2004. The exact amount of the charge is currently
under review by management and will be finalized prior to reporting fourth
quarter and full year 2004 results in early 2005.
The expected charge and potential expenses relating to use of proceeds are
not included in the company's current outlook for fully diluted 2004 earnings
per share. In addition, neither the receipt nor the possible use of
settlement proceeds is included in the company's current outlook for 2004 cash
flow from operations. The impact of the settlement should be taken into
account by investors in evaluating the company's 2004 outlook. Based on
current expectations, the outlook for 2005, as outlined in the company's
November 15, 2004 press release and investor presentation (available
at www.goodrich.com ), remains unchanged for sales, earnings and cash flow
from operations.
Goodrich Corporation, a Fortune 500 company, is a leading global supplier
of systems and services to the aerospace and defense industry. Goodrich
technology is involved in making aircraft fly ... helping them land ... and
keeping them safe. Serving a global customer base with significant worldwide
manufacturing and service facilities, Goodrich is one of the largest aerospace
companies in the world. For more information visit http://www.goodrich.com
Forward-looking Statements
Certain statements made in this release are forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995
regarding the company's future plans, objectives and expected performance.
Specifically, statements that are not historical facts, including statements
accompanied by words such as "believe," "expect," "anticipate," "intend,"
"estimate," or "plan," are intended to identify forward-looking statements and
convey the uncertainty of future events or outcomes. The company cautions
readers that any such forward-looking statements are based on assumptions that
the company believes are reasonable, but are subject to a wide range of risks,
and actual results may differ materially.
Important factors that could cause actual results to differ include, but
are not limited to:
- the extent to which the company is successful in integrating
Aeronautical Systems in a manner and a timeframe that achieves expected
cost savings and operating synergies;
- the actual amount of future liabilities assumed by the company pursuant
to the partial settlement with Northrop Grumman related to the purchase
of Aeronautical Systems;
- the possibility of additional contractual disputes with Northrop
Grumman related to the purchase of Aeronautical Systems;
- the nature, extent and timing of the company's proposed restructuring
and consolidation actions and the extent to which the company is able
to achieve savings from these actions;
- the possibility of additional restructuring and consolidation actions
beyond those previously announced by the company;
- demand for and market acceptance of new and existing products, such as
the Airbus A380, the Boeing 7E7, the Joint Strike Fighter, the Embraer
190 and the Boeing 717;
- the company's ability to extend its contracts with Boeing relating to
the 7E7 beyond the initial contract period;
- the health of the commercial aerospace industry, including the impact
of bankruptcies in the airline industry;
- global demand for aircraft spare parts and aftermarket services;
- threats and events associated with and efforts to combat terrorism,
including the current situation in Iraq;
- the impact of Severe Acute Respiratory Syndrome (SARS) or other
airborne respiratory illnesses on global travel;
- potential cancellation of orders by customers;
- successful development of products and advanced technologies;
- the extent to which expenses relating to employee and retiree medical
and pension benefits continue to rise;
- competitive product and pricing pressures;
- the payment of premiums by the company in connection with the early
retirement of debt;
- the resolution of tax litigation involving Coltec Industries Inc and
Rohr, Inc.;
- the company's ability to recover from third parties under contractual
rights of indemnification for environmental and other claims arising
out of the divestiture of the company's tire, vinyl and other
businesses;
- possible assertion of claims against the company on the theory that it,
as the former corporate parent of Coltec Industries Inc, bears some
responsibility for the asbestos-related liabilities of Coltec and its
subsidiaries, or that Coltec's dividend of its aerospace business to
the company prior to the EnPro spin-off was made at a time when Coltec
was insolvent or caused Coltec to become insolvent;
- the effect of changes in accounting policies;
- domestic and foreign government spending, budgetary and trade policies;
- economic and political changes in international markets where the
company competes, such as changes in currency exchange rates,
inflation, deflation, recession and other external factors over which
the company has no control; and
- the outcome of contingencies (including completion of acquisitions,
divestitures, litigation and environmental remediation efforts).
Further information regarding the factors that could cause actual results
to differ materially from projected results can be found in the company's
filings with the Securities and Exchange Commission, included in the company's
Annual Report on Form 10-K for the year ended December 31, 2003 and the
company's Quarterly Report on Form 10-Q for the quarter ended September 30,
2004.
The company cautions you not to place undue reliance on the forward-
looking statements contained in this release, which speak only as of the date
on which such statements were made. The company undertakes no obligation to
release publicly any revisions to these forward-looking statements to reflect
events or circumstances after the date on which such statements were made or
to reflect the occurrence of unanticipated events.
SOURCE Goodrich Corporation
Investors, Paul Gifford, +1-704-423-5517, or Media, Gail Warner, +1-704-277-3943, or
Lisa Bottle, +1-704-258-1506, all of Goodrich Corporation
http://www.prnewswire.com