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1 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.
3rd Quarter FY 2017
Conference Call
July 28, 2017
2 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.
This presentation contains statements, including statements regarding certain projections, business trends, and the impact of
the acquisition of B/E Aerospace that are forward-looking statements as defined in the Private Securities Litigation Reform Act
of 1995. Actual results may differ materially from those projected as a result of certain risks and uncertainties, including but
not limited to the financial condition of our customers and suppliers, including bankruptcies; the health of the global economy,
including potential deterioration in economic and financial market conditions; adjustments to the commercial OEM production
rates and the aftermarket; the impacts of natural disasters and pandemics, including operational disruption, potential supply
shortages and other economic impacts; cybersecurity threats, including the potential misappropriation of assets or sensitive
information, corruption of data or operational disruption; delays related to the award of domestic and international contracts;
delays in customer programs, including new aircraft programs entering service later than anticipated; the continued support
for military transformation and modernization programs; potential impact of volatility in oil prices, currency exchange rates or
interest rates on the commercial aerospace industry or our business; the impact of terrorist events, regional conflicts, or
government sanctions on other nations on the commercial aerospace industry; changes in domestic and foreign government
spending, budgetary, procurement and trade policies adverse to our businesses; market acceptance of our new and existing
technologies, products and services; reliability of and customer satisfaction with our products and services; potential
unavailability of our mission-critical data and voice communication networks; unfavorable outcomes on or potential
cancellation or restructuring of contracts, orders or program priorities by our customers; recruitment and retention of qualified
personnel; regulatory restrictions on air travel due to environmental concerns; effective negotiation of collective bargaining
agreements by us, our customers, and our suppliers; performance of our customers and subcontractors; risks inherent in
development and fixed-price contracts, particularly the risk of cost overruns; risk of significant reduction to air travel or aircraft
capacity beyond our forecasts; our ability to execute to internal performance plans such as restructuring activities, productivity
and quality improvements and cost reduction initiatives; continuing to maintain our planned effective tax rates; our ability to
develop contract compliant systems and products on schedule and within anticipated cost estimates; risk of fines and
penalties related to noncompliance with laws and regulations including compliance requirements associated with U.S.
Government work, export control and environmental regulations; risk of asset impairments; our ability to win new business
and convert those orders to sales within the fiscal year in accordance with our annual operating plan; the uncertainties of the
outcome of lawsuits, claims and legal proceedings; failure to realize the anticipated benefits of the acquisition of B/E
Aerospace, including as a result of delay in integrating the businesses of Rockwell Collins and B/E Aerospace; risk to the
ability of the combined company to implement its business strategy; as well as other risks and uncertainties, including but not
limited to those detailed herein and from time to time in our Securities and Exchange Commission filings. These forward-
looking statements are made only as of the date hereof and the company assumes no obligation to update any forward-
looking statement.
Safe Harbor Statement
3 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.
3rd Quarter FY 2017 Results
(in millions, except EPS amounts)
$1,334
$2,094
3Q FY16 3Q FY17
Sales
57% increase
131.5
159.9
3Q FY16 3Q FY17
Diluted Average Shares Oustanding
22% increase
$1.67 $1.64
3Q FY16 3Q FY17
Adjusted EPS from Continuing
Operations
2% decrease
(1)
(1)
$220
$263
3Q FY16 3Q FY17
Adjusted Income from Continuing
Operations, net of taxes
20% increase
(1)
(1)
(1) See slide 12 for non-GAAP disclosures.
4 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.
Interior Systems
($ in millions)
Operating
Margins
$695
3Q FY16 3Q FY17
IS Sales
$80
3Q FY16 3Q FY17
IS Operating Earnings
11.5%
The acquisition of B/E Aerospace was completed on April 13,
2017. Q3 FY17 Sales and Operating Earnings reflect results of
the Interior Systems segment from April 13, 2017 through June
30, 2017
Sales
Sales increased 9% compared to B/E Aeropsace’s results
for the same period in the prior year due to:
• Growth and accelerated deliveries for A350 galleys
• Higher 737 advanced lavatory sales
5 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.
Commercial Systems
($ in millions)
$612
$658
3Q FY16 3Q FY17
CS Sales
8% increase
$141 $144
3Q FY16 3Q FY17
CS Operating Earnings
2% increase
Operating
Margins
23.0% 21.9%
Sales
$7 million OEM increase: 2%
• Higher product deliveries in support of Airbus A350,
Boeing 737, and Bombardier CSeries rate increases
• Partially offset by lower legacy wide-body and business
aircraft OEM production rates
$43 million Aftermarket increase: 18%
• Higher used equipment sales
• Higher regulatory mandate upgrade sales
• Higher spares provisioning
Operating Earnings
• Increase in operating earnings primarily due to higher
sales volume
• Operating margin decrease driven by higher sales volume
tempered by low-margin used equipment sales and higher
amortization of pre-production engineering costs
6 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.
Government Systems
Sales
Sales increase $3 million: 1%
• Avionics sales decrease (9)%
• Lower deliveries on various fighter platforms due to
production issues
• Wind-down of legacy tanker hardware deliveries
• Lower rotary wing sales
• Partially offset by higher development program
sales
• Communication and Navigation sales increase 21%
• Higher legacy communication product deliveries
• Increased deliveries of GPS-related products
• Higher test and training range sales
Operating Earnings
Operating earnings and operating margin increased due to
higher sales volume and favorable sales mix, partially offset by
higher incentive compensation costs
($ in millions)
Operating
Margins
$555 $558
3Q FY16 3Q FY17
GS Sales
1% increase
$115
$123
3Q FY16 3Q FY17
GS Operating Earnings
7% increase
20.7% 22.0%
7 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.
Information Management Services
Sales
Sales increase $16 million: 10%
• 9% growth in aviation-related business driven by increased
usage of connectivity services
• 10% growth in non-aviation business primarily due to
increased nuclear security mandate revenue
Operating Earnings
Increase in operating earnings and operating margin primarily
due to higher sales volume and the favorable resolution of
certain prior claims associated with international business jet
support service
($ in millions)
Operating
Margins
$167
$183
3Q FY16 3Q FY17
IMS Sales
10% increase
$26
$39
3Q FY16 3Q FY17
IMS Operating Earnings
50% increase
15.6% 21.3%
8 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.
Nine Month FY 2017 Results
($ in millions, except EPS amounts)
$3,814
$4,629
3Q FY16 YTD 3Q FY17 YTD
Sales
21% increase
$4.07 $4.30
3Q FY16 YTD 3Q FY17 YTD
Adjusted EPS from Continuing
Operations
6% increase
$539
$608
3Q FY16 YTD 3Q FY17 YTD
Adjusted Income from Continuing
Operations, net of taxes
13% increase
(1)
(1)
(1)
(1)
(1) See slide 12 for non-GAAP disclosures.
(2) See slide 14 for non-GAAP disclosures.
$90
$251
3Q FY16 YTD 3Q FY17 YTD
Free Cash Flow
179% increase
(2)
(2)
9 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.
Capital Structure Status
($ in millions)
9/30/16 6/30/17
Cash and cash equivalents 340$ 578$
Short-term Debt (740) (511)
Long-term Debt (1,374) (7,268)
Net Debt (1,774)$ (7,201)$
Equity 2,084$ 5,609$
Debt To Total Capital 50% 58%
Net Debt To EBITDA
(1)
1.4x 5.1x
(1) See slide 11 for non-GAAP disclosures.
10 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.
FY 2017 Guidance
Total Sales About $6.8 Bil. (From $6.7 Bil. to $6.8 Bil.)
Total Segment Operating Margins (1) 19% to 20%
GAAP Earnings Per Share (2) $4.85 to $5.05 (From $4.50 to $4.70)
Adjusted Earnings Per Share (2) $5.95 to $6.15
Free Cash Flow (3) $650 Mil. To $750 Mil.
Total Research & Development Investment (4) About $1.1 Bil. (From $1.05 Bil. To $1.15 Bil.)
Full Year Income Tax Rate on GAAP Earnings 24% to 25% (From 27% to 28%)
Full Year Income Tax Rate on Adjusted Earnings 27% to 28%
(1) Interior Systems operating margins are projected to be in the range of 12% to 13% for fiscal year 2017. The Interior Systems operating margin
includes acquisition-related intangible asset amortization of about 750 basis points of operating margin impact.
(2) See slide 13 for a reconciliation of GAAP earnings per share and adjusted earnings per share.
(3) The Company's free cash flow expectations assume capital expenditures will total about $250 million, and net pre-production engineering costs
capitalized in inventory is expected to increase about $50 million in fiscal year 2017. See slide 14 for a reconciliation of non-GAAP measures.
(4) Total research and development investment consists of company- and customer-funded research and development expenditures as well as the net
increase in pre-production engineering costs capitalized within inventory.
11 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.
Non-GAAP Financial Information
The Non-GAAP ratio of net debt to EBITDA information included on slide 9 is believed to be useful
to investors’ understanding and assessment of the Company’s total capital structure and liquidity.
The Company does not intend for the information to be considered in isolation or as a substitute for
the related GAAP measures. The table below explains the net debt to EBITDA calculation in more
detail for the 12-month period from October 1, 2015 through September 30, 2016 and the 12-
month period from July 1, 2016 through June 30, 2017 (unaudited, in millions). All businesses
reported as discontinued operations have been excluded from the net debt to EBITDA calculation.
12 months ended
($ millions) 9/30/16 6/30/17
Income from continuing operations before income taxes $ 935 $953
Interest expense 64 138
Depreciation 144 155
Amortization of intangible assets, pre-production engineering costs and other 109 158
Earnings before interest, taxes, depreciation and amortization
(EBITDA) $ 1,252 $1,404
9/30/16 6/30/17
Total net debt $ 1,774 $7,201
Net Debt to EBITDA 1.4x 5.1x
12 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.
Non-GAAP Financial Information
The adjusted net income and adjusted earnings per share non-GAAP metrics are believed to be useful to investors'
understanding and assessment of our on-going operations and performance of the B/E Aerospace acquisition, which occurred
on April 13, 2017. We believe adjusted net income and adjusted earnings per share excludes certain one-time and non-cash
items not indicative of our ongoing operating results. The Company does not intend for the non-GAAP information to be
considered in isolation or as a substitute for the related GAAP measures. Adjusted earnings per share is based on a preliminary
purchase price allocation and is subject to potential adjustments that could be material to the guidance presented below. In
addition, adjusted earnings per share is based on the weighted average shares for fiscal year 2017, which includes the issuance
of 31.2 million shares of Rockwell Collins common stock on April 13, 2017 in connection with the B/E Aerospace acquisition.
Due to the timing of the share issuance, the earnings per share impact of the acquisition of B/E Aerospace will be different in
our annual results compared to our quarterly results.
($ millions, except EPS amounts) 2016 2017 2016 2017
Income from continuing operations (GAAP) 214$ 179$ 519$ 492$
B/E Aerospace acquisition-related expenses - 54 - 74
Amortization of acquisition-related intangible assets 6 38 20 50
Amortization of acquired contract liability - (39) - (39)
Amortization of inventory fair value adjustment - 31 - 31
Adjusted income from continuing operations (non-GAAP) 220$ 263$ 539$ 608$
Earnings per share from continuing operations (GAAP) 1.63$ 1.12$ 3.92$ 3.48$
B/E Aerospace acquisition-related expenses - 0.34 - 0.52
Amortization of acquisition-related intangible assets 0.04 0.24 0.15 0.35
Amortization of acquired contract liability - (0.25) - (0.27)
Amortization of inventory fair value adjustment - 0.19 - 0.22
Adjusted earnings per share from continuing operations (non-GAAP) 1.67$ 1.64$ 4.07$ 4.30$
June 30
Three Months Ended Nine Months Ended
June 30
13 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.
Non-GAAP Financial Information
($ millions, impact to forecasted net income; except per share amounts)
Low End of
Guidance Range
High End of
Guidance Range
Forecasted net income (GAAP) 710$ 740$
Estimated B/E Aerospace acquisition-related expenses
Estimated amortization of acquisition-related intangible assets
Estimated amortization of acquired contract liability
Estimated amortization of inventory fair value adjustment
Forecasted adjusted net income (non-GAAP) 875$ 905$
Forecasted earnings per share (GAAP) 4.85$ 5.05$
Estimated B/E Aerospace acquisition-related expenses
Estimated amortization of acquisition-related intangible assets
Estimated amortization of acquired contract liability
Estimated amortization of inventory fair value adjustment
Forecasted adjusted earnings per share (non-GAAP) 5.95$ 6.15$
~(0.55)
~0.35
~0.60
~0.70
~55
Year Ending
~90
~100
September 30, 2017 (estimated)
~(80)
The adjusted net income and adjusted earnings per share non-GAAP metrics are believed to be useful to investors'
understanding and assessment of our on-going operations and performance of the B/E Aerospace acquisition, which occurred
on April 13, 2017. We believe adjusted net income and adjusted earnings per share excludes certain one-time and non-cash
items not indicative of our ongoing operating results. The Company does not intend for the non-GAAP information to be
considered in isolation or as a substitute for the related GAAP measures. Adjusted earnings per share is based on a preliminary
purchase price allocation and is subject to potential adjustments that could be material to the guidance presented below. In
addition, adjusted earnings per share is based on the weighted average shares for fiscal year 2017, which includes the issuance
of 31.2 million shares of Rockwell Collins common stock on April 13, 2017 in connection with the B/E Aerospace acquisition.
Due to the timing of the share issuance, the earnings per share impact of the acquisition of B/E Aerospace will be different in
our annual results compared to our quarterly results.
14 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.
Non-GAAP Financial Information
($ millions)
Low End of
Guidance
Range
High End of
Guidance
Range
Cash Provided by Operating Activities from Continuing Operations 900$ 1,000$
Less: Property Additions
Free Cash Flow 650$ 750$
($ millions) Q3 FY16 YTD Q3 FY17 YTD
Cash Provided by Operating Activities from Continuing Operations 223$ 416$
Less: Property Additions (133) (165)
Free Cash Flow 90$ 251$
Year Ending
September 30, 2017 (estimated)
~250
Free cash flow is a non-GAAP measure and is reconciled to the related GAAP measure, Cash
Provided by Operating Activities below. Free cash flow is calculated as Cash Provided by Operating
Activities from Continuing Operations less Property Additions. The non-GAAP free cash flow
information included in this disclosure is believed to be useful to investors’ understanding and
assessment of the Company’s ongoing operations.
15 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.

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Q3 fy17 quarterly earnings presentation final updated

  • 1. 1 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information. 3rd Quarter FY 2017 Conference Call July 28, 2017
  • 2. 2 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information. This presentation contains statements, including statements regarding certain projections, business trends, and the impact of the acquisition of B/E Aerospace that are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those projected as a result of certain risks and uncertainties, including but not limited to the financial condition of our customers and suppliers, including bankruptcies; the health of the global economy, including potential deterioration in economic and financial market conditions; adjustments to the commercial OEM production rates and the aftermarket; the impacts of natural disasters and pandemics, including operational disruption, potential supply shortages and other economic impacts; cybersecurity threats, including the potential misappropriation of assets or sensitive information, corruption of data or operational disruption; delays related to the award of domestic and international contracts; delays in customer programs, including new aircraft programs entering service later than anticipated; the continued support for military transformation and modernization programs; potential impact of volatility in oil prices, currency exchange rates or interest rates on the commercial aerospace industry or our business; the impact of terrorist events, regional conflicts, or government sanctions on other nations on the commercial aerospace industry; changes in domestic and foreign government spending, budgetary, procurement and trade policies adverse to our businesses; market acceptance of our new and existing technologies, products and services; reliability of and customer satisfaction with our products and services; potential unavailability of our mission-critical data and voice communication networks; unfavorable outcomes on or potential cancellation or restructuring of contracts, orders or program priorities by our customers; recruitment and retention of qualified personnel; regulatory restrictions on air travel due to environmental concerns; effective negotiation of collective bargaining agreements by us, our customers, and our suppliers; performance of our customers and subcontractors; risks inherent in development and fixed-price contracts, particularly the risk of cost overruns; risk of significant reduction to air travel or aircraft capacity beyond our forecasts; our ability to execute to internal performance plans such as restructuring activities, productivity and quality improvements and cost reduction initiatives; continuing to maintain our planned effective tax rates; our ability to develop contract compliant systems and products on schedule and within anticipated cost estimates; risk of fines and penalties related to noncompliance with laws and regulations including compliance requirements associated with U.S. Government work, export control and environmental regulations; risk of asset impairments; our ability to win new business and convert those orders to sales within the fiscal year in accordance with our annual operating plan; the uncertainties of the outcome of lawsuits, claims and legal proceedings; failure to realize the anticipated benefits of the acquisition of B/E Aerospace, including as a result of delay in integrating the businesses of Rockwell Collins and B/E Aerospace; risk to the ability of the combined company to implement its business strategy; as well as other risks and uncertainties, including but not limited to those detailed herein and from time to time in our Securities and Exchange Commission filings. These forward- looking statements are made only as of the date hereof and the company assumes no obligation to update any forward- looking statement. Safe Harbor Statement
  • 3. 3 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information. 3rd Quarter FY 2017 Results (in millions, except EPS amounts) $1,334 $2,094 3Q FY16 3Q FY17 Sales 57% increase 131.5 159.9 3Q FY16 3Q FY17 Diluted Average Shares Oustanding 22% increase $1.67 $1.64 3Q FY16 3Q FY17 Adjusted EPS from Continuing Operations 2% decrease (1) (1) $220 $263 3Q FY16 3Q FY17 Adjusted Income from Continuing Operations, net of taxes 20% increase (1) (1) (1) See slide 12 for non-GAAP disclosures.
  • 4. 4 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information. Interior Systems ($ in millions) Operating Margins $695 3Q FY16 3Q FY17 IS Sales $80 3Q FY16 3Q FY17 IS Operating Earnings 11.5% The acquisition of B/E Aerospace was completed on April 13, 2017. Q3 FY17 Sales and Operating Earnings reflect results of the Interior Systems segment from April 13, 2017 through June 30, 2017 Sales Sales increased 9% compared to B/E Aeropsace’s results for the same period in the prior year due to: • Growth and accelerated deliveries for A350 galleys • Higher 737 advanced lavatory sales
  • 5. 5 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information. Commercial Systems ($ in millions) $612 $658 3Q FY16 3Q FY17 CS Sales 8% increase $141 $144 3Q FY16 3Q FY17 CS Operating Earnings 2% increase Operating Margins 23.0% 21.9% Sales $7 million OEM increase: 2% • Higher product deliveries in support of Airbus A350, Boeing 737, and Bombardier CSeries rate increases • Partially offset by lower legacy wide-body and business aircraft OEM production rates $43 million Aftermarket increase: 18% • Higher used equipment sales • Higher regulatory mandate upgrade sales • Higher spares provisioning Operating Earnings • Increase in operating earnings primarily due to higher sales volume • Operating margin decrease driven by higher sales volume tempered by low-margin used equipment sales and higher amortization of pre-production engineering costs
  • 6. 6 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information. Government Systems Sales Sales increase $3 million: 1% • Avionics sales decrease (9)% • Lower deliveries on various fighter platforms due to production issues • Wind-down of legacy tanker hardware deliveries • Lower rotary wing sales • Partially offset by higher development program sales • Communication and Navigation sales increase 21% • Higher legacy communication product deliveries • Increased deliveries of GPS-related products • Higher test and training range sales Operating Earnings Operating earnings and operating margin increased due to higher sales volume and favorable sales mix, partially offset by higher incentive compensation costs ($ in millions) Operating Margins $555 $558 3Q FY16 3Q FY17 GS Sales 1% increase $115 $123 3Q FY16 3Q FY17 GS Operating Earnings 7% increase 20.7% 22.0%
  • 7. 7 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information. Information Management Services Sales Sales increase $16 million: 10% • 9% growth in aviation-related business driven by increased usage of connectivity services • 10% growth in non-aviation business primarily due to increased nuclear security mandate revenue Operating Earnings Increase in operating earnings and operating margin primarily due to higher sales volume and the favorable resolution of certain prior claims associated with international business jet support service ($ in millions) Operating Margins $167 $183 3Q FY16 3Q FY17 IMS Sales 10% increase $26 $39 3Q FY16 3Q FY17 IMS Operating Earnings 50% increase 15.6% 21.3%
  • 8. 8 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information. Nine Month FY 2017 Results ($ in millions, except EPS amounts) $3,814 $4,629 3Q FY16 YTD 3Q FY17 YTD Sales 21% increase $4.07 $4.30 3Q FY16 YTD 3Q FY17 YTD Adjusted EPS from Continuing Operations 6% increase $539 $608 3Q FY16 YTD 3Q FY17 YTD Adjusted Income from Continuing Operations, net of taxes 13% increase (1) (1) (1) (1) (1) See slide 12 for non-GAAP disclosures. (2) See slide 14 for non-GAAP disclosures. $90 $251 3Q FY16 YTD 3Q FY17 YTD Free Cash Flow 179% increase (2) (2)
  • 9. 9 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information. Capital Structure Status ($ in millions) 9/30/16 6/30/17 Cash and cash equivalents 340$ 578$ Short-term Debt (740) (511) Long-term Debt (1,374) (7,268) Net Debt (1,774)$ (7,201)$ Equity 2,084$ 5,609$ Debt To Total Capital 50% 58% Net Debt To EBITDA (1) 1.4x 5.1x (1) See slide 11 for non-GAAP disclosures.
  • 10. 10 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information. FY 2017 Guidance Total Sales About $6.8 Bil. (From $6.7 Bil. to $6.8 Bil.) Total Segment Operating Margins (1) 19% to 20% GAAP Earnings Per Share (2) $4.85 to $5.05 (From $4.50 to $4.70) Adjusted Earnings Per Share (2) $5.95 to $6.15 Free Cash Flow (3) $650 Mil. To $750 Mil. Total Research & Development Investment (4) About $1.1 Bil. (From $1.05 Bil. To $1.15 Bil.) Full Year Income Tax Rate on GAAP Earnings 24% to 25% (From 27% to 28%) Full Year Income Tax Rate on Adjusted Earnings 27% to 28% (1) Interior Systems operating margins are projected to be in the range of 12% to 13% for fiscal year 2017. The Interior Systems operating margin includes acquisition-related intangible asset amortization of about 750 basis points of operating margin impact. (2) See slide 13 for a reconciliation of GAAP earnings per share and adjusted earnings per share. (3) The Company's free cash flow expectations assume capital expenditures will total about $250 million, and net pre-production engineering costs capitalized in inventory is expected to increase about $50 million in fiscal year 2017. See slide 14 for a reconciliation of non-GAAP measures. (4) Total research and development investment consists of company- and customer-funded research and development expenditures as well as the net increase in pre-production engineering costs capitalized within inventory.
  • 11. 11 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information. Non-GAAP Financial Information The Non-GAAP ratio of net debt to EBITDA information included on slide 9 is believed to be useful to investors’ understanding and assessment of the Company’s total capital structure and liquidity. The Company does not intend for the information to be considered in isolation or as a substitute for the related GAAP measures. The table below explains the net debt to EBITDA calculation in more detail for the 12-month period from October 1, 2015 through September 30, 2016 and the 12- month period from July 1, 2016 through June 30, 2017 (unaudited, in millions). All businesses reported as discontinued operations have been excluded from the net debt to EBITDA calculation. 12 months ended ($ millions) 9/30/16 6/30/17 Income from continuing operations before income taxes $ 935 $953 Interest expense 64 138 Depreciation 144 155 Amortization of intangible assets, pre-production engineering costs and other 109 158 Earnings before interest, taxes, depreciation and amortization (EBITDA) $ 1,252 $1,404 9/30/16 6/30/17 Total net debt $ 1,774 $7,201 Net Debt to EBITDA 1.4x 5.1x
  • 12. 12 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information. Non-GAAP Financial Information The adjusted net income and adjusted earnings per share non-GAAP metrics are believed to be useful to investors' understanding and assessment of our on-going operations and performance of the B/E Aerospace acquisition, which occurred on April 13, 2017. We believe adjusted net income and adjusted earnings per share excludes certain one-time and non-cash items not indicative of our ongoing operating results. The Company does not intend for the non-GAAP information to be considered in isolation or as a substitute for the related GAAP measures. Adjusted earnings per share is based on a preliminary purchase price allocation and is subject to potential adjustments that could be material to the guidance presented below. In addition, adjusted earnings per share is based on the weighted average shares for fiscal year 2017, which includes the issuance of 31.2 million shares of Rockwell Collins common stock on April 13, 2017 in connection with the B/E Aerospace acquisition. Due to the timing of the share issuance, the earnings per share impact of the acquisition of B/E Aerospace will be different in our annual results compared to our quarterly results. ($ millions, except EPS amounts) 2016 2017 2016 2017 Income from continuing operations (GAAP) 214$ 179$ 519$ 492$ B/E Aerospace acquisition-related expenses - 54 - 74 Amortization of acquisition-related intangible assets 6 38 20 50 Amortization of acquired contract liability - (39) - (39) Amortization of inventory fair value adjustment - 31 - 31 Adjusted income from continuing operations (non-GAAP) 220$ 263$ 539$ 608$ Earnings per share from continuing operations (GAAP) 1.63$ 1.12$ 3.92$ 3.48$ B/E Aerospace acquisition-related expenses - 0.34 - 0.52 Amortization of acquisition-related intangible assets 0.04 0.24 0.15 0.35 Amortization of acquired contract liability - (0.25) - (0.27) Amortization of inventory fair value adjustment - 0.19 - 0.22 Adjusted earnings per share from continuing operations (non-GAAP) 1.67$ 1.64$ 4.07$ 4.30$ June 30 Three Months Ended Nine Months Ended June 30
  • 13. 13 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information. Non-GAAP Financial Information ($ millions, impact to forecasted net income; except per share amounts) Low End of Guidance Range High End of Guidance Range Forecasted net income (GAAP) 710$ 740$ Estimated B/E Aerospace acquisition-related expenses Estimated amortization of acquisition-related intangible assets Estimated amortization of acquired contract liability Estimated amortization of inventory fair value adjustment Forecasted adjusted net income (non-GAAP) 875$ 905$ Forecasted earnings per share (GAAP) 4.85$ 5.05$ Estimated B/E Aerospace acquisition-related expenses Estimated amortization of acquisition-related intangible assets Estimated amortization of acquired contract liability Estimated amortization of inventory fair value adjustment Forecasted adjusted earnings per share (non-GAAP) 5.95$ 6.15$ ~(0.55) ~0.35 ~0.60 ~0.70 ~55 Year Ending ~90 ~100 September 30, 2017 (estimated) ~(80) The adjusted net income and adjusted earnings per share non-GAAP metrics are believed to be useful to investors' understanding and assessment of our on-going operations and performance of the B/E Aerospace acquisition, which occurred on April 13, 2017. We believe adjusted net income and adjusted earnings per share excludes certain one-time and non-cash items not indicative of our ongoing operating results. The Company does not intend for the non-GAAP information to be considered in isolation or as a substitute for the related GAAP measures. Adjusted earnings per share is based on a preliminary purchase price allocation and is subject to potential adjustments that could be material to the guidance presented below. In addition, adjusted earnings per share is based on the weighted average shares for fiscal year 2017, which includes the issuance of 31.2 million shares of Rockwell Collins common stock on April 13, 2017 in connection with the B/E Aerospace acquisition. Due to the timing of the share issuance, the earnings per share impact of the acquisition of B/E Aerospace will be different in our annual results compared to our quarterly results.
  • 14. 14 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information. Non-GAAP Financial Information ($ millions) Low End of Guidance Range High End of Guidance Range Cash Provided by Operating Activities from Continuing Operations 900$ 1,000$ Less: Property Additions Free Cash Flow 650$ 750$ ($ millions) Q3 FY16 YTD Q3 FY17 YTD Cash Provided by Operating Activities from Continuing Operations 223$ 416$ Less: Property Additions (133) (165) Free Cash Flow 90$ 251$ Year Ending September 30, 2017 (estimated) ~250 Free cash flow is a non-GAAP measure and is reconciled to the related GAAP measure, Cash Provided by Operating Activities below. Free cash flow is calculated as Cash Provided by Operating Activities from Continuing Operations less Property Additions. The non-GAAP free cash flow information included in this disclosure is believed to be useful to investors’ understanding and assessment of the Company’s ongoing operations.
  • 15. 15 | © 2017 Rockwell Collins. All rights reserved. Proprietary Information.