Johnson Controls reports fiscal Q4 2018 and full year earnings with strong organic revenue growth and free cash flow conversion; announces an additional $1B share repurchase authorization

CORK, Ireland, Nov. 8, 2018 /PRNewswire/ -- Johnson Controls International plc (NYSE: JCI) today reported fiscal fourth quarter 2018 GAAP earnings per share ("EPS") from continuing operations, including special items, of $0.83. Excluding these items, adjusted EPS from continuing operations was $0.93, up 7% versus the prior year period (see attached footnotes for non-GAAP reconciliation).

Sales of $8.4 billion increased 3% compared to the prior year. Excluding the impacts of M&A, foreign currency and lead prices, total sales grew 6% organically.

GAAP earnings before interest and taxes ("EBIT") was $1.0 billion and EBIT margin was 12.0%. Adjusted EBIT was $1.2 billion and adjusted EBIT margin was 14.0%, up 10 basis points over the prior year. Excluding the impact of the Scott Safety divestiture, foreign currency and lead prices, the underlying adjusted EBIT margin increased 50 basis points.

The Company announced that the Board of Directors has approved an additional $1 billion share repurchase authorization. There is currently $900 million remaining on a previous authorization.

"Solid fourth quarter results close out a year of significant progress for Johnson Controls, with positive momentum as we enter fiscal 2019," said George Oliver, chairman and CEO. "Our teams around the globe successfully delivered on our operating goals, with strong organic growth and cash flow performance."

"We are in the final stages of the strategic review of our Power Solutions business. We have assessed multiple options and have made significant progress toward making a final decision."

"As we look forward to fiscal 2019, we remain focused on driving execution across our portfolio to further enhance our growth trajectory supported by our strong backlog, order momentum and new business wins. We expect our overall financial performance to continue to improve by intensely focusing on top-line growth, margin expansion and free cash flow conversion," Oliver continued.

Income and EPS amounts attributable to Johnson Controls ordinary shareholders
($ millions, except per-share amounts)

The financial highlights presented in the tables below are in accordance with GAAP, unless otherwise indicated. All comparisons are to the fiscal fourth quarter and fiscal year of 2017.

Organic sales growth, adjusted segment EBITA, adjusted EBIT, adjusted EPS from continuing operations and adjusted free cash flow are non-GAAP financial measures. For a reconciliation of these non-GAAP measures and detail of the special items, refer to the attached footnotes. A slide presentation to accompany the results can be found in the Investor Relations section of Johnson Controls' website at http://investors.johnsoncontrols.com.


                   GAAP        ADJUSTED        GAAP        ADJUSTED


                    Q4     Q4             Q4    Q4     
     
        FY      
     
     FY       
     
     FY   
       
     FY
                   2017   2018            2017    2018             2017       2018         2017         2018



     Sales       $8,136 $8,370          $8,136  $8,370          $30,172    $31,400      $30,138      $31,400


     Segment
      EBITA       1,262  1,334           1,335   1,363            4,258      4,555        4,446        4,514


     EBIT         1,182  1,001           1,131   1,172            3,054      3,342        3,599        3,722


     Net income
      from
      continuing
      operations    875    771             813     870            1,654      2,162        2,459        2,633


     Diluted EPS
      from
      continuing
      operations  $0.93  $0.83           $0.87   $0.93            $1.75      $2.32        $2.60        $2.83

BUSINESS RESULTS

Building Solutions North America


                         GAAP          ADJUSTED              GAAP    ADJUSTED


                          Q4       Q4                Q4       Q4        FY             FY           FY            FY
                         2017     2018               2017       2018         2017         2018          2017           2018



              Sales    $2,160   $2,324             $2,165     $2,324       $8,341       $8,679        $8,316         $8,679


              Segment
               EBITA     $298     $329               $315       $336       $1,039       $1,109        $1,070         $1,134


    Segment
     EBITA
     margin %         13.8%   14.2%             14.5%     14.5%       12.5%       12.8%        12.9%         13.1%

Sales in the quarter were $2.3 billion, an increase of 7% versus the prior year. Excluding M&A and foreign currency, organic sales increased 8% versus the prior year, driven primarily by strong growth in Fire & Security and HVAC & Controls.

Orders in the quarter, excluding M&A and adjusted for foreign currency, increased 8% year-over-year. Backlog at the end of the quarter of $5.4 billion increased 6% year-over-year, excluding M&A and adjusted for foreign currency.

Adjusted segment EBITA was $336 million, up 7% versus the prior year. Adjusted segment EBITA margin of 14.5% was consistent with the prior year as favorable volume leverage as well as cost synergies and productivity savings, were offset by unfavorable mix and salesforce additions.

Sales for the full year were $8.7 billion, representing organic growth of 4% versus the prior year. Adjusted segment EBITA for the full year was $1.1 billion and adjusted segment EBITA margin expanded 20 basis points year-over-year to 13.1%.

Building Solutions EMEA/LA (Europe, Middle East, Africa/Latin America)


                        GAAP          ADJUSTED              GAAP    ADJUSTED


                         Q4       Q4                Q4       Q4        FY            FY          FY           FY
                        2017     2018               2017       2018         2017        2018         2017          2018



              Sales     $926     $948               $921       $948       $3,595      $3,696       $3,579        $3,696


              Segment
               EBITA     $52     $102                $95       $103         $290        $344         $328          $350


    Segment
     EBITA
     margin %         5.6%   10.8%             10.3%     10.9%        8.1%       9.3%        9.2%         9.5%

Sales in the quarter were $948 million, an increase of 3% versus the prior year. Excluding M&A and foreign currency, organic sales grew 6% versus the prior year driven by stronger service growth. Growth was positive across all regions, led by Europe and Latin America.

Orders in the quarter, excluding M&A and adjusted for foreign currency, increased 10% year-over-year. Backlog at the end of the quarter of $1.5 billion increased 9% year-over-year, excluding M&A and adjusted for foreign currency.

Adjusted segment EBITA was $103 million, up 8% versus the prior year. Adjusted segment EBITA margin of 10.9% expanded 60 basis points over the prior year, including a 30 basis point headwind related to foreign currency. Adjusting for foreign currency, the underlying margin improved 90 basis points driven by favorable volume and mix as well as the benefit from cost synergies and productivity savings, partially offset by salesforce additions.

Sales for the full year were $3.7 billion, an increase of 3% versus the prior year, with organic growth of 2%. Adjusted segment EBITA for the full year was $350 million and adjusted segment EBITA margin expanded 30 basis points year-over-year, including a 10 basis point headwind related to foreign currency to 9.5%.

Building Solutions Asia Pacific


                         GAAP          ADJUSTED              GAAP    ADJUSTED


                          Q4       Q4                Q4       Q4        FY             FY           FY            FY
                         2017     2018               2017       2018         2017         2018          2017           2018



              Sales      $677     $689               $677       $689       $2,444       $2,553        $2,445         $2,553


              Segment
               EBITA     $108     $105               $109       $105         $323         $347          $332           $347


    Segment
     EBITA
     margin %         16.0%   15.2%             16.1%     15.2%       13.2%       13.6%        13.6%         13.6%

Sales in the quarter were $689 million, an increase of 2% versus the prior year. Excluding M&A and foreign currency, organic sales increased 4% versus the prior year, with double-digit growth in service and modest growth in project installations.

Orders in the quarter, excluding M&A and adjusted for foreign currency, increased 8% year-over-year. Backlog at the end of the quarter of $1.5 billion increased 11% year-over-year, excluding M&A and adjusted for foreign currency.

Adjusted segment EBITA was $105 million, down 4% versus the prior year. Adjusted segment EBITA margin of 15.2% declined 90 basis points over the prior year as the benefit of cost synergies and productivity savings as well as favorable volume was more than offset by salesforce additions and expected underlying margin pressure.

Sales for the full year were $2.6 billion, an increase of 4% versus the prior year, with organic growth of 3%. Adjusted segment EBITA for the full year was $347 million and adjusted segment EBITA margin of 13.6% was consistent year-over-year, including a 30 basis point headwind related to foreign currency.

Global Products


                         GAAP          ADJUSTED              GAAP    ADJUSTED


                          Q4       Q4                Q4       Q4        FY             FY           FY            FY
                         2017     2018               2017       2018         2017         2018          2017           2018



              Sales    $2,241   $2,222             $2,241     $2,222       $8,455       $8,472        $8,461         $8,472


              Segment
               EBITA     $373     $389               $385       $395       $1,179       $1,338        $1,288         $1,251


    Segment
     EBITA
     margin %         16.6%   17.5%             17.2%     17.8%       13.9%       15.8%        15.2%         14.8%

Sales in the quarter were $2.2 billion, a decrease of 1% versus the prior year. Excluding M&A and foreign currency, organic sales increased 9% versus the prior year led by high-single digit growth in HVAC & Refrigeration Equipment, high-teens growth in Building Management Systems, and low-double digit growth in Specialty Products.

Adjusted segment EBITA was $395 million, up 3% versus the prior year. Adjusted segment EBITA margin of 17.8% expanded 60 basis points over the prior year, including a 100 basis point headwind related to the divestiture of the Scott Safety business. The underlying margin expanded 160 basis points driven by favorable volume and mix, positive price/cost as well as the benefit of cost synergies and productivity savings, partially offset by ongoing product and channel investments.

Sales for the full year were $8.5 billion, consistent versus the prior year, with organic growth of 7%. Adjusted segment EBITA for the full year was $1.3 billion and adjusted segment EBITA margin declined 40 basis points year-over-year to 14.8%, including a 100 basis point headwind related to the divestiture of Scott Safety.

Power Solutions


                         GAAP          ADJUSTED              GAAP    ADJUSTED


                          Q4       Q4                Q4       Q4        FY             FY           FY            FY
                         2017     2018               2017       2018         2017         2018          2017           2018



              Sales    $2,132   $2,187             $2,132     $2,187       $7,337       $8,000        $7,337         $8,000


              Segment
               EBITA     $431     $409               $431       $424       $1,427       $1,417        $1,428         $1,432


    Segment
     EBITA
     margin %         20.2%   18.7%             20.2%     19.4%       19.4%       17.7%        19.5%         17.9%

Sales in the quarter were $2.2 billion, an increase of 3% versus the prior year. Excluding the impact of higher lead pass-through and foreign currency, organic sales increased 2% driven by favorable price and technology mix. Global original equipment battery shipments increased 5%, benefitting from several recent business wins. Aftermarket shipments declined 2% versus a tough prior year comparison. Start-stop battery shipments increased 20% year-over-year, led by strong growth in EMEA, the Americas and China.

Power Solutions adjusted segment EBITA was $424 million, a 2% decline compared to the prior year. Adjusted segment EBITA margin of 19.4% decreased 80 basis points compared with the prior year, including a 10 basis point headwind related to the impact of higher lead prices and foreign currency. Power Solution's underlying margin declined 70 basis points as volume leverage and productivity savings were more than offset by unfavorable mix, higher transportation costs and planned incremental investments.

Sales for the full year were $8.0 billion, an increase of 9% versus the prior year, with organic growth of 3%. Adjusted segment EBITA for the full year was $1.4 billion and adjusted segment EBITA margin declined 160 basis points year-over-year to 17.9%, including a 90 basis point headwind related to the impact of higher lead prices and foreign currency. Excluding these items, Power Solution's underlying margin declined 70 basis points.

Corporate


                 GAAP         ADJUSTED           GAAP    ADJUSTED


                  Q4      Q4               Q4     Q4        FY            FY          FY          FY
                 2017    2018              2017     2018         2017        2018        2017        2018



     Corporate
      expense  ($163) ($142)           ($107)   ($95)      ($768)     ($576)      ($465)      ($408)

Adjusted Corporate expense was $95 million in the quarter and $408 million for the year, a decrease of 11% and 12%, respectively, compared to the prior year. The decline in both periods primarily reflects cost synergies and productivity savings.

OTHER ITEMS

    --  Cash from operating activities less capex was $1.0 billion for the
        quarter and $1.5 billion for the year.  Adjusted free cash flow was $1.3
        billion for the quarter and $2.3 billion for the year.  Adjusted free
        cash flow excludes net cash outflows of $0.3 billion in the quarter and
        $0.8 billion for the year primarily related to restructuring and
        integration costs and nonrecurring tax payments.
    --  During the quarter, the Company repurchased 1.2 million shares for
        approximately $45 million; fiscal year 2018 share repurchases totaled
        7.7 million shares for approximately $300 million.
    --  New Accounting Standard - ASU No. 2014-09, "Revenue from Contracts with
        Customers (Topic 606)," which clarifies the principals for recognizing
        revenue will be adopted by the Company on a modified retrospective basis
        beginning in the first quarter of fiscal 2019.  There is not a material
        financial impact to Buildings and no material segment EBITA impact for
        Power Solutions, but battery core return classification increases
        revenue for Power Solutions resulting in segment EBITA margin rate
        dilution of approximately 200 basis points.

FISCAL 2019 GUIDANCE

The Company also announced fiscal 2019 guidance:

    --  Organic revenue growth in the mid-single digits.
    --  Incremental synergy and productivity savings of $250 million.
    --  Fiscal 2019 adjusted EPS before special items of $2.90 to $3.05,
        including a $0.12 headwind from an increased tax rate and an $0.08
        headwind related to foreign currency.
    --  Adjusted free cash flow conversion of approximately 90%, excluding
        special items.

About Johnson Controls:

Johnson Controls is a global diversified technology and multi industrial leader serving a wide range of customers in more than 150 countries. Our 120,000 employees create intelligent buildings, efficient energy solutions, integrated infrastructure and next generation transportation systems that work seamlessly together to deliver on the promise of smart cities and communities. Our commitment to sustainability dates back to our roots in 1885, with the invention of the first electric room thermostat. We are committed to helping our customers win and creating greater value for all of our stakeholders through strategic focus on our buildings and energy growth platforms. For additional information, please visit http://www.johnsoncontrols.com or follow us @johnsoncontrols on Twitter.

Johnson Controls International plc Cautionary Statement Regarding Forward-Looking Statements

Johnson Controls International plc has made statements in this communication that are forward-looking and therefore are subject to risks and uncertainties. All statements in this document other than statements of historical fact are, or could be, "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. In this communication, statements regarding Johnson Controls' future financial position, sales, costs, earnings, cash flows, other measures of results of operations, synergies and integration opportunities, capital expenditures and debt levels are forward-looking statements. Words such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," "should," "forecast," "project" or "plan" and terms of similar meaning are also generally intended to identify forward-looking statements. However, the absence of these words does not mean that a statement is not forward-looking. Johnson Controls cautions that these statements are subject to numerous important risks, uncertainties, assumptions and other factors, some of which are beyond Johnson Controls' control, that could cause Johnson Controls' actual results to differ materially from those expressed or implied by such forward-looking statements, including, among others, risks related to: any delay or inability of Johnson Controls to realize the expected benefits and synergies of recent portfolio transactions such as the merger with Tyco and the spin-off of Adient, changes in tax laws (including but not limited to the recently enacted Tax Cuts and Jobs Act), regulations, rates, policies or interpretations, the loss of key senior management, the tax treatment of recent portfolio transactions, significant transaction costs and/or unknown liabilities associated with such transactions, the outcome of actual or potential litigation relating to such transactions, the risk that disruptions from recent transactions will harm Johnson Controls' business, the strength of the U.S. or other economies, changes to laws or policies governing foreign trade, including increased tariffs or trade restrictions, automotive vehicle production levels, mix and schedules, energy and commodity prices, the availability of raw materials and component products, currency rates and cancellation of or changes to commercial arrangements, and with respect to the strategic review of the Power Solutions business, uncertainties as to the structure and timing of any transaction and whether it will be completed, the possibility that closing conditions for a transaction may not be satisfied or waived, the impact of the strategic review and any transaction on Johnson Controls and the Power Solutions business on a standalone basis if a transaction is completed, and whether the strategic benefits of any transaction can be achieved. A detailed discussion of risks related to Johnson Controls' business is included in the section entitled "Risk Factors" in Johnson Controls' Annual Report on Form 10-K for the 2017 fiscal year filed with the SEC on November 21, 2017, and its Quarterly Reports on Form 10-Q for the quarterly periods ended December 31, 2017, March 31, 2018 and June 30, 2018 filed with the SEC on February 2, 2018, May 3, 2018 and August 2, 2018, respectively, which are and available at www.sec.gov and www.johnsoncontrols.com under the "Investors" tab. Shareholders, potential investors and others should consider these factors in evaluating the forward-looking statements and should not place undue reliance on such statements. The forward-looking statements included in this communication are made only as of the date of this document, unless otherwise specified, and, except as required by law, Johnson Controls assumes no obligation, and disclaims any obligation, to update such statements to reflect events or circumstances occurring after the date of this communication.

Non-GAAP Financial Information

The Company's press release contains financial information regarding adjusted earnings per share, which is a non-GAAP performance measure. The adjusting items include mark-to-market for pension and postretirement plans, transaction/integration/separation costs, restructuring and impairment costs, nonrecurring purchase accounting impacts related to the Tyco merger, restructuring costs and discontinued operations losses in equity income, unfavorable arbitration award, Scott Safety gain on sale and discrete tax items. Financial information regarding adjusted sales, organic sales, adjusted segment EBITA, adjusted segment EBITA margin, adjusted free cash flow and adjusted free cash flow conversion are also presented, which are non-GAAP performance measures. Adjusted segment EBITA excludes special items such as transaction/integration costs and nonrecurring purchase accounting impacts because these costs are not considered to be directly related to the underlying operating performance of its business units. Management believes that, when considered together with unadjusted amounts, these non-GAAP measures are useful to investors in understanding period-over-period operating results and business trends of the Company. Management may also use these metrics as guides in forecasting, budgeting and long-term planning processes and for compensation purposes. These metrics should be considered in addition to, and not as replacements for, the most comparable GAAP measure.



              CONTACT:              
              
                Investors:

                                     
              Antonella Franzen

                                     
              (609) 720-4665



                                     
              Ryan Edelman

                                     
              (609) 720-4545



                                     
              
                Media:

                                     
              Fraser Engerman

                                     
              (414) 524-2733


                                 
              
                JOHNSON CONTROLS INTERNATIONAL PLC




                            
              
                CONDENSED CONSOLIDATED STATEMENTS OF INCOME


                                 
              (in millions, except per share data; unaudited)






                                                                                              Three Months Ended September 30,



                                                                                    2018                                                 2017






     Net sales                                                                   $8,370                                               $8,136


      Cost of sales                                                                5,851                                                5,623

                                                                                                                                         ---

                                                   
              Gross profit           2,519                                                2,513




      Selling, general and
       administrative
       expenses                                                                  (1,478)                                             (1,253)


      Restructuring and
       impairment costs                                                            (105)                                               (141)


      Net financing
       charges                                                                     (109)                                               (120)


      Equity income                                                                   65                                                   63

                                                                                                                                         ---



      Income from
       continuing
       operations before
       income taxes                                                                  892                                                1,062




      Income tax provision                                                            67                                                  135

                                                                                                                                         ---



      Income from
       continuing
       operations                                                                    825                                                  927




      Loss from
       discontinued
       operations, net of
       tax                                                                                                                        -





      Net income                                                                     825                                                  927




                                                                                      54                                                   52

      Less: Income from continuing
       operations attributable to
       noncontrolling interests




                                                                                                                                  -

      Less: Income from discontinued operations
       attributable to noncontrolling interests





      Net income
       attributable to JCI                                              $771                                                    $875





      Income from
       continuing
       operations                                                       $771                                                    $875


      Loss from
       discontinued
       operations                                                                                                                 -





      Net income
       attributable to JCI                                              $771                                                    $875





      Diluted earnings per
       share from
       continuing
       operations                                                      $0.83                                                   $0.93


      Diluted loss per
       share from
       discontinued
       operations                                                                                                                 -



      Diluted earnings per
       share                                                           $0.83                                                   $0.93





      Diluted weighted
       average shares                                                              930.5                                                938.0

                                                                                                                                         ===

      Shares outstanding
       at period end                                                               925.0                                                928.0

                                                                                                                                         ===


                                 
              
                JOHNSON CONTROLS INTERNATIONAL PLC




                             
              
                CONDENSED CONSOLIDATED STATEMENTS OF INCOME


                                 
              (in millions, except per share data; unaudited)






                                                                                              Twelve Months Ended September 30,



                                                                                     2018                                                   2017






     Net sales                                                                   $31,400                                                $30,172


      Cost of sales                                                                22,020                                                 20,833

                                                                                                                                            ---

                                                   
              Gross profit            9,380                                                  9,339




      Selling, general and
       administrative
       expenses                                                                   (6,010)                                               (6,158)


      Restructuring and
       impairment costs                                                             (263)                                                 (367)


      Net financing
       charges                                                                      (441)                                                 (496)


      Equity income                                                                   235                                                    240

                                                                                                                                            ---



      Income from
       continuing
       operations before
       income taxes                                                                 2,901                                                  2,558




      Income tax provision                                                            518                                                    705

                                                                                                                                            ---



      Income from
       continuing
       operations                                                                   2,383                                                  1,853




      Loss from
       discontinued
       operations, net of
       tax                                                                                                                        (34)





      Net income                                                                    2,383                                                  1,819




                                                                                      221                                                    199

      Less: Income from continuing
       operations attributable to
       noncontrolling interests




                                                                                                                                     9

      Less: Income from discontinued operations
       attributable to noncontrolling interests







      Net income
       attributable to JCI                                            $2,162                                                     $1,611





      Income from
       continuing
       operations                                                     $2,162                                                     $1,654


      Loss from
       discontinued
       operations                                                                                                                 (43)





      Net income
       attributable to JCI                                            $2,162                                                     $1,611





      Diluted earnings per
       share from
       continuing
       operations                                                      $2.32                                                      $1.75


      Diluted loss per
       share from
       discontinued
       operations                                                                                                               (0.05)



      Diluted earnings per
       share *                                                         $2.32                                                      $1.71





      Diluted weighted
       average shares                                                               931.7                                                  944.6

                                                                                                                                            ===

      Shares outstanding
       at period end                                                                925.0                                                  928.0

                                                                                                                                            ===




     * May not sum due to rounding.


                   
              
                JOHNSON CONTROLS INTERNATIONAL PLC




                     CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL
                                         POSITION


               
              (in millions; unaudited)






                                                                              
     September 30,              September 30,


                                                                                               2018                  2017



                    ASSETS


       Cash and cash
        equivalents                                               $200                                $321


       Accounts receivable
        -net                                                     7,065                               6,666


       Inventories                                               3,224                               3,209


       Assets held for
        sale                                                                                          189


       Other current
        assets                                                   1,334                               1,907



                                                 Current assets                              11,823                12,292




       Property, plant and
        equipment -net                                           6,171                               6,121


     
     Goodwill                                                                              19,473                19,688


       Other intangible
        assets -net                                              6,348                               6,741


       Investments in
        partially-owned
        affiliates                                               1,301                               1,191


       Noncurrent assets
        held for sale                                                                               1,920


       Other noncurrent
        assets                                                   3,681                               3,931



                                      
              Total assets                               $48,797               $51,884





                    LIABILITIES AND
                     EQUITY


       Short-term debt
        and current
        portion of long-
        term debt                                               $1,341                              $1,608


       Accounts payable
        and accrued
        expenses                                                 5,790                               5,342


       Liabilities held
        for sale                                                                                       72


       Other current
        liabilities                                              4,119                               4,832



                                                 Current liabilities                         11,250                11,854




       Long-term debt                                            9,654                              11,964


       Other noncurrent
        liabilities                                              5,435                               6,315


       Noncurrent
        liabilities held
        for sale                                                                                      173


       Redeemable
        noncontrolling
        interests                                                                                     211


       Shareholders'
        equity
        attributable to
        JCI                                                     21,164                              20,447


       Noncontrolling
        interests                                                1,294                                 920



                                                 Total liabilities and
                                                  equity                                    $48,797               $51,884


                                                   
              
                JOHNSON CONTROLS INTERNATIONAL PLC




                                             
              
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                               
              (in millions; unaudited)






                                                                                           Three Months Ended September 30,



                                                                                                                       2018                        2017




     
                Operating Activities



     Net income attributable to JCI                                                                              $771                        $875


      Income from continuing operations attributable to
       noncontrolling interests                                                                                     54                          52






     Net income                                                                                                   825                         927




      Adjustments to reconcile net income to cash provided by operating activities:


                         Depreciation and
                          amortization       241                                                                                   269


                         Pension and
                          postretirement
                          benefit income      (48)                                                                                (384)


                         Pension and
                          postretirement
                          contributions       (3)                                                                                 (72)


                        Equity in earnings
                          of partially-
                          owned affiliates,
                          net of dividends
                          received      (55)                                                                                 (15)


                         Deferred income
                          taxes     (561)                                                                                   69


                         Non-cash
                          restructuring and
                          impairment costs        12                                                                                     8


                         Other -net       (2)                                                                                   18


                        Changes in assets
                          and liabilities,
                          excluding
                          acquisitions and
                          divestitures:


                                                                      (231)                                                         (201)

                                   Accounts
                                    receivable


                                                                        246                                                            187

                                   Inventories


                                                                         90                                                          (222)

                                   Other assets


                                                                         55                                                             67

                                   Restructuring
                                    reserves


                                                                        213                                                            826

                                   Accounts payable
                                    and accrued
                                    liabilities


                                                                        470                                                          (143)

                                   Accrued income
                                    taxes



                                                       Cash provided by
                                                        operating activities                                          1,252                       1,334






     
                Investing Activities



     Capital expenditures                                                                                       (248)                      (347)



     Sale of property, plant and equipment                                                                         25                          10


      Acquisition of businesses, net of cash acquired                                                                3                           -


      Business divestitures, net of cash divested                                                                  101                          40



     Other - net                                                                                                   30                         (8)


                                                       Cash used by investing
                                                        activities                                                     (89)                      (305)






     
                Financing Activities


      Decrease in short and long-term debt - net                                                                 (962)                      (755)



     Stock repurchases                                                                                           (45)                      (225)



     Payment of cash dividends                                                                                  (240)                      (233)


      Proceeds from the exercise of stock options                                                                   27                          27


      Dividends paid to noncontrolling interests                                                                     -                       (10)



     Other - net                                                                                                  (4)                        (3)


                                                       Cash used by financing
                                                        activities                                                  (1,224)                    (1,199)



      Effect of exchange rate changes on cash and cash
       equivalents                                                                                                (22)                         42



     Cash held for sale                                                                                             -                        (9)

                                                                                                                                              ---

                   Decrease in cash and cash equivalents                                                         $(83)                     $(137)

                                                                                                                                              ===


                                                               
              
                JOHNSON CONTROLS INTERNATIONAL PLC




                                                         
              
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                                           
              (in millions; unaudited)






                                                                                                                Twelve Months Ended September 30,



                                                                                                                                             2018                             2017




     
                Operating Activities



     Net income attributable to JCI                                                                                                  $2,162                           $1,611


      Income from continuing operations attributable to
       noncontrolling interests                                                                                                          221                              199


      Income from discontinued operations attributable
       to noncontrolling interests                                                                                                         -                               9

                                                                                                                                                                         ---




     Net income                                                                                                                       2,383                            1,819




      Adjustments to reconcile net income to cash provided by operating activities:


                         Depreciation and
                          amortization                      1,085                                                                                        1,188


                         Pension and
                          postretirement
                          benefit income                      (156)                                                                                       (568)


                         Pension and
                          postretirement
                          contributions                       (57)                                                                                       (347)


                         Equity in earnings
                          of partially-owned
                          affiliates, net of
                          dividends received                      (166)                                                                                       (181)


                         Deferred income
                          taxes                      (636)                                                                                        1,125


                         Non-cash
                          restructuring and
                          impairment costs                         42                                                                                           78


                         Gain on Scott Safety
                          business
                          divestiture                      (114)


                         Other -net                         67                                                                                          135


                        Changes in assets
                          and liabilities,
                          excluding
                          acquisitions and
                          divestitures:


                                             Accounts
                                              receivable                                     (513)                                                            (520)


                                             Inventories                                      (92)                                                            (398)


                                             Other assets                                       26                                                             (480)


                                             Restructuring
                                              reserves                                         (8)                                                               89


                                             Accounts
                                              payable and
                                              accrued
                                              liabilities                                       15                                                               236


                                             Accrued
                                              income taxes                                     637                                                           (2,145)



                                                                        Cash provided by operating
                                                                         activities                                                         2,513                               31






     
                Investing Activities



     Capital expenditures                                                                                                           (1,030)                         (1,343)



     Sale of property, plant and equipment                                                                                               48                               33


      Acquisition of businesses, net of cash acquired                                                                                   (21)                             (6)


      Business divestitures, net of cash divested                                                                                      2,202                              220



     Other - net                                                                                                                         16                             (41)


                                                                        Cash provided (used) by
                                                                         investing activities                                               1,215                          (1,137)






     
                Financing Activities


      Increase (decrease) in short and long-term debt -
        net                                                                                                                          (2,486)                             713



     Debt financing costs                                                                                                               (4)                            (18)



     Stock repurchases                                                                                                                (300)                           (651)



     Payment of cash dividends                                                                                                        (954)                           (702)


      Proceeds from the exercise of stock options                                                                                         66                              157


      Dividends paid to noncontrolling interests                                                                                        (46)                            (88)



     Dividend from Adient spin-off                                                                                                        -                           2,050


      Cash transferred to Adient related to spin-off                                                                                       -                           (665)



     Cash paid related to prior acquisitions                                                                                              -                            (75)



     Other - net                                                                                                                       (28)                            (23)


                                                                        Cash provided (used) by
                                                                         financing activities                                             (3,752)                             698



      Effect of exchange rate changes on cash and cash
       equivalents                                                                                                                     (106)                              54



     Change in cash held for sale                                                                                                         9                               96



                   Decrease in cash and cash equivalents                                                                              $(121)                          $(258)

                                                                                                                                                                         ===




                                                                                                                                                                                                                                                                                                                                                                                  
             
        FOOTNOTES



     
        1.  Financial Summary




           The Company evaluates the performance of its business units primarily on segment earnings before interest, taxes and amortization (EBITA), which represents income from continuing operations before income taxes and noncontrolling interests, excluding general corporate expenses,
            intangible asset amortization, net financing charges, significant restructuring and impairment costs, and the net mark-to-market adjustments related to pension and postretirement plans.




        
      (in millions; unaudited)                                                                                                                                       
              Three Months Ended September 30,                                                       
              Twelve Months Ended September 30,



                                                                                                                                                                                                     2018                                                             2017                                               2018                                                    2017



                                                                                                                                                                                
              Actual                                       
              Adjusted                                 
              Actual                      
          Adjusted                                         
      Actual                                     
     Adjusted Non-GAAP                                           
     Actual                             
           Adjusted
                                                                                                                                                                                                                                             Non-GAAP                                                                                Non-GAAP                                                                                                                                                                                                 Non-GAAP



        
      
                Net sales (1)



        
      Building Solutions North America                                                                                                                                                          $2,324                                                           $2,324                                  $2,160                                  $2,165                                            $8,679                                                    $8,679                                             $8,341                                        $8,316


        
      Building Solutions EMEA/LA                                                                                                                                                                   948                                                              948                                     926                                     921                                             3,696                                                     3,696                                              3,595                                         3,579


        
      Building Solutions Asia Pacific                                                                                                                                                              689                                                              689                                     677                                     677                                             2,553                                                     2,553                                              2,444                                         2,445


        
      Global Products                                                                                                                                                                            2,222                                                            2,222                                   2,241                                   2,241                                             8,472                                                     8,472                                              8,455                                         8,461



        
      Total Building Technologies & Solutions                                                                                                                                                    6,183                                                            6,183                                   6,004                                   6,004                                            23,400                                                    23,400                                             22,835                                        22,801


        
      Power Solutions                                                                                                                                                                            2,187                                                            2,187                                   2,132                                   2,132                                             8,000                                                     8,000                                              7,337                                         7,337


        
                     Net sales                                                                                                                                                                  $8,370                                                           $8,370                                  $8,136                                  $8,136                                           $31,400                                                   $31,400                                            $30,172                                       $30,138





        
      
                Segment EBITA (1)



        
      Building Solutions North America                                                                                                                                                            $329                                                             $336                                    $298                                    $315                                            $1,109                                                    $1,134                                             $1,039                                        $1,070


        
      Building Solutions EMEA/LA                                                                                                                                                                   102                                                              103                                      52                                      95                                               344                                                       350                                                290                                           328


        
      Building Solutions Asia Pacific                                                                                                                                                              105                                                              105                                     108                                     109                                               347                                                       347                                                323                                           332


        
      Global Products                                                                                                                                                                              389                                                              395                                     373                                     385                                             1,338                                                     1,251                                              1,179                                         1,288



        
      Total Building Technologies & Solutions                                                                                                                                                      925                                                              939                                     831                                     904                                             3,138                                                     3,082                                              2,831                                         3,018


        
      Power Solutions                                                                                                                                                                              409                                                              424                                     431                                     431                                             1,417                                                     1,432                                              1,427                                         1,428



        
                     Segment EBITA                                                                                                                                                               1,334                                                            1,363                                   1,262                                   1,335                                             4,555                                                     4,514                                              4,258                                         4,446


        
      Corporate expenses (2)                                                                                                                                                                     (142)                                                            (95)                                  (163)                                  (107)                                            (576)                                                    (408)                                             (768)                                        (465)


        
      Amortization of intangible assets (3)                                                                                                                                                       (96)                                                            (96)                                  (106)                                   (97)                                            (384)                                                    (384)                                             (489)                                        (382)


           Mark-to-market gain for pension/postretirement plans
            (4)                                                                                                                                                    10                                                   -                                                             330                                                                                             10                                                                                                         420


        
      Restructuring and impairment costs (5)                                                                                                                                                     (105)                                                                                                  (141)                                                                                   (263)                                                                                                      (367)



        
                     EBIT (6)                                                                                                                                                                    1,001                                                            1,172                                   1,182                                   1,131                                             3,342                                                     3,722                                              3,054                                         3,599


        
                     EBIT margin                                                                                                                                                                 12.0%                                                           14.0%                                  14.5%                                  13.9%                                            10.6%                                                    11.9%                                             10.1%                                        11.9%


        
      Net financing charges (7)                                                                                                                                                                  (109)                                                           (109)                                  (120)                                  (120)                                            (441)                                                    (441)                                             (496)                                        (479)



           Income from continuing operations before income taxes                                                                                                  892                                               1,063                                                            1,062                                   1,011                                                   2,901                                         3,281                                                          2,558                               3,120


        
      Income tax provision (8)                                                                                                                                                                    (67)                                                           (139)                                  (135)                                  (152)                                            (518)                                                    (427)                                             (705)                                        (468)



        
      Income from continuing operations                                                                                                                                                            825                                                              924                                     927                                     859                                             2,383                                                     2,854                                              1,853                                         2,652


        
      Income from continuing operations attributable to noncontrolling interests (9)                                                                                                              (54)                                                            (54)                                   (52)                                   (46)                                            (221)                                                    (221)                                             (199)                                        (193)


           Net income from continuing operations attributable to
            JCI                                                                                                                                                  $771                                                $870                                                             $875                                    $813                                                  $2,162                                        $2,633                                                         $1,654                              $2,459





                        Building Technologies & Solutions- Provides facility systems and services including comfort, energy and security management for the non-residential buildings market, and provides heating, ventilating, and air conditioning products and services, security products and services, and
                         fire detection and suppression products and services.




        
      
                Power Solutions- Services both automotive original equipment manufacturers and the battery aftermarket by providing advanced battery technology, coupled with systems engineering, marketing and service expertise.






           (1) The Company's press release contains financial information regarding adjusted net sales, adjusted segment EBITA and adjusted segment EBITA margins, which are non-GAAP performance measures.  The Company's definition of adjusted segment EBITA excludes special items because these
            costs are not considered to be directly related to the underlying operating performance of its business units.  Management believes these non-GAAP measures are useful to investors in understanding the ongoing operations and business trends of the Company.




        
      The following is the three months ended September 30, 2018 and 2017 reconciliation of net sales, segment EBITA and segment EBITA margin as reported to adjusted net sales, adjusted segment EBITA and adjusted segment EBITA margin (unaudited):




        
      (in millions)                                                                                                            Building Solutions                     
               Building Solutions                                       Building Solutions                            
               Global Products                                 
               Total Building                             Power Solutions                                           Consolidated JCI plc
                                                                                                                               North America                                         EMEA/LA                                                                                                                                                                  Technologies &
                                                                                                                                                                                                                                      
              Asia Pacific                                                                                                   Solutions



                                                                                                                                                  2018                                                2017                                                             2018                                    2017                                    2018                                              2017                                                      2018                                               2017                                          2018                  2017                   2018                   2017                 2018                2017



        
      Net sales as reported                                                                                                                  $2,324                                              $2,160                                                             $948                                    $926                                    $689                                              $677                                                    $2,222                                             $2,241                                        $6,183                $6,004                 $2,187                 $2,132               $8,370              $8,136




        
      Adjusting items:


        
        Nonrecurring purchase accounting impacts                                                                                                                                                     5                                                                                                     (5)




        
      Adjusted net sales                                                                                                                     $2,324                                              $2,165                                                             $948                                    $921                                    $689                                              $677                                                    $2,222                                             $2,241                                        $6,183                $6,004                 $2,187                 $2,132               $8,370              $8,136





        
      Segment EBITA as reported                                                                                                                $329                                                $298                                                             $102                                     $52                                    $105                                              $108                                                      $389                                               $373                                          $925                  $831                   $409                   $431               $1,334              $1,262


        
      Segment EBITA margin as reported                                                                                                        14.2%                                              13.8%                                                           10.8%                                   5.6%                                  15.2%                                            16.0%                                                    17.5%                                             16.6%                                        15.0%                13.8%                 18.7%                 20.2%                  15.9%             15.5%




        
      Adjusting items:


        
        Transaction costs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              8                                             8


        
        Integration costs                                                                                                                         7                                                  18                                                                1                                       2                                                                                        2                                                         6                                                 12                                            14                    34                                                               14                  34


        
        Restructuring costs and discontinued operations losses in equity income                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        7                                             7


        
        Unfavorable arbitration award                                                                                                                                                                                                                                                                      50                                                                                                                                                                                                                                                                    50                                                                                    50


        
        Nonrecurring purchase accounting impacts                                                                                                                                                   (1)                                                                                                    (9)                                                                                     (1)                                                                                                                                                                         (11)                                                                                 (11)




        
      Adjusted segment EBITA                                                                                                                   $336                                                $315                                                             $103                                     $95                                    $105                                              $109                                                      $395                                               $385                                          $939                  $904                   $424                   $431               $1,363              $1,335



        
      Adjusted segment EBITA margin                                                                                                           14.5%                                              14.5%                                                           10.9%                                  10.3%                                  15.2%                                            16.1%                                                    17.8%                                             17.2%                                        15.2%                15.1%                 19.4%                 20.2%                  16.3%             16.4%




        
      The following is the twelve months ended September 30, 2018 and 2017 reconciliation of net sales, segment EBITA and segment EBITA margin as reported to adjusted net sales, adjusted segment EBITA and adjusted segment EBITA margin (unaudited):




        
      (in millions)                                                                                                            Building Solutions                     
               Building Solutions                                       Building Solutions                            
               Global Products                                 
               Total Building                             Power Solutions                                           Consolidated JCI plc
                                                                                                                               North America                                         EMEA/LA                                                                                                                                                                  Technologies &
                                                                                                                                                                                                                                      
              Asia Pacific                                                                                                   Solutions



                                                                                                                                                  2018                                                2017                                                             2018                                    2017                                    2018                                              2017                                                      2018                                               2017                                          2018                  2017                   2018                   2017                 2018                2017



        
      Net sales as reported                                                                                                                  $8,679                                              $8,341                                                           $3,696                                  $3,595                                  $2,553                                            $2,444                                                    $8,472                                             $8,455                                       $23,400               $22,835                 $8,000                 $7,337              $31,400             $30,172




        
      Adjusting items:


        
        Nonrecurring purchase accounting impacts                                                                                                                                                  (25)                                                                                                   (16)                                                                                       1                                                                                                           6                                                               (34)                                                                                 (34)




        
      Adjusted net sales                                                                                                                     $8,679                                              $8,316                                                           $3,696                                  $3,579                                  $2,553                                            $2,445                                                    $8,472                                             $8,461                                       $23,400               $22,801                 $8,000                 $7,337              $31,400             $30,138





        
      Segment EBITA as reported                                                                                                              $1,109                                              $1,039                                                             $344                                    $290                                    $347                                              $323                                                    $1,338                                             $1,179                                        $3,138                $2,831                 $1,417                 $1,427               $4,555              $4,258


        
      Segment EBITA margin as reported                                                                                                        12.8%                                              12.5%                                                            9.3%                                   8.1%                                  13.6%                                            13.2%                                                    15.8%                                             13.9%                                        13.4%                12.4%                 17.7%                 19.4%                  14.5%             14.1%




        
      Adjusting items:


        
        Transaction costs                                                                                                                                                                           13                                                                                                       5                                                                                        2                                                                                                          13                                                                 33                      8                      1                    8                  34


        
        Integration costs                                                                                                                        25                                                  42                                                                6                                       6                                                                                        5                                                        27                                                 25                                            58                    78                                                               58                  78


        
        Scott Safety gain on sale                                                                                                                                                                                                                                                                                                                                                                                                                        (114)                                                                                          (114)                                                                                   (114)


        
        Restructuring costs and discontinued operations losses in equity income                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        7                                             7


        
        Unfavorable arbitration award                                                                                                                                                                                                                                                                      50                                                                                                                                                                                                                                                                    50                                                                                    50


        
        Nonrecurring purchase accounting impacts                                                                                                                                                  (24)                                                                                                   (23)                                                                                       2                                                                                                          71                                                                 26                                                                                    26




        
      Adjusted segment EBITA                                                                                                                 $1,134                                              $1,070                                                             $350                                    $328                                    $347                                              $332                                                    $1,251                                             $1,288                                        $3,082                $3,018                 $1,432                 $1,428               $4,514              $4,446



        
      Adjusted segment EBITA margin                                                                                                           13.1%                                              12.9%                                                            9.5%                                   9.2%                                  13.6%                                            13.6%                                                    14.8%                                             15.2%                                        13.2%                13.2%                 17.9%                 19.5%                  14.4%             14.8%




           (2) Adjusted Corporate expenses for the three months ended September 30, 2018 excludes $43 million of integration costs and $4 million of transaction costs.  Adjusted Corporate expenses for the twelve months ended September 30, 2018 excludes $154 million of integration costs and $14
            million of transaction costs.  Adjusted Corporate expenses for the three months ended September 30, 2017 excludes $56 million of integration costs.  Adjusted Corporate expenses for the twelve months ended September 30, 2017 excludes $241 million of integration costs, $58 million of
            transaction costs and $4 million of separation costs.




        
      (3) Adjusted amortization of intangible assets for the three and twelve months ended September 30, 2017 excludes $9 million and $107 million, respectively, of nonrecurring asset amortization related to Tyco purchase accounting.




           (4) The three and twelve months ended September 30, 2018 pension and postretirement mark-to-market gain of $10 million is excluded from the adjusted non-GAAP results.  The three months ended September 30, 2017 pension and postretirement mark-to-market gain of $330 million and the
            twelve months ended September 30, 2017 gain of $420 million are excluded from the adjusted non-GAAP results.




           (5) The three and twelve months ended September 30, 2018 restructuring and impairment costs of $105 million and $263 million, respectively, are excluded from the adjusted non-GAAP results.  The three and twelve months ended September 30, 2017 restructuring and impairment costs of $141
            million and $367 million, respectively, are excluded from the adjusted non-GAAP results.




        
      (6) Management defines earnings before interest and taxes (EBIT) as income from continuing operations before net financing charges, income taxes and noncontrolling interests.




        
      (7) Adjusted net financing charges for the twelve months ended September 30, 2017 exclude $17 million of transaction costs related to the debt exchange offers.




          (8) Adjusted income tax provision for the three months ended September 30, 2018 excludes the tax benefits for changes in entity tax status of $139 million, net tax provision changes related to the U.S. Tax Reform legislation of $96 million, restructuring and impairment costs of $14
            million, mark-to-market pension and postretirement of $3 million, integration costs of $3 million and transaction costs of $2 million, partially offset by tax provisions related to legal entity restructuring associated with the Power Solutions business of $129 million and valuation
            allowance adjustments of $56 million.  Adjusted income tax provision for the twelve months ended September 30, 2018 excludes legal entity restructuring associated with the Power Solutions business of $129 million, net tax provision related to the U.S. Tax Reform legislation of $108
            million, valuation allowance adjustments of $56 million and Scott Safety gain on sale of $30 million, partially offset by the tax benefits for changes in entity tax status of $139 million, restructuring and impairment costs of $38 million, tax audit settlements of $25 million,
            integration costs of $24 million, mark-to-market pension and postretirement of $3 million and transaction costs of $3 million.  Adjusted income tax provision for the three months ended September 30, 2017 excludes the tax benefits for tax audit settlements of $191 million,
            integration costs of $16 million and restructuring and impairment costs of $14 million, partially offset by the tax provisions for the pension and postretirement mark-to-market gain of $90 million, change in deferred tax liability related to the outside basis of certain
            nonconsolidated subsidiaries of $53 million, change in assertion over permanently reinvested earnings of $33 million, net valuation allowance adjustments in various legal entities of $27 million, and Tyco nonrecurring purchase accounting impacts of $1 million.  Adjusted income tax
            provision for the twelve months ended September 30, 2017 excludes the non-cash tax charge of $457 million related to establishment of a deferred tax liability on the outside basis difference of the Company's investment in certain subsidiaries of the Scott Safety business, pension and
            postretirement mark-to-market gain of $126 million, change in deferred tax liability related to the outside basis of certain nonconsolidated subsidiaries of $53 million, change in assertion over permanently reinvested earnings of $33 million and net valuation allowance adjustments
            in various legal entities of $27 million, partially offset by the tax benefits of tax audit settlements of $191 million, changes in entity tax status of $101 million, restructuring and impairment costs of $63 million, integration costs of $57 million, Tyco nonrecurring purchase
            accounting impacts of $35 million and transaction costs of $12 million.




           (9) Adjusted income from continuing operations attributable to noncontrolling interests for the three and twelve months ended September 30, 2017 excludes the noncontrolling interest impact of $4 million for mark-to-market pension gain and $2 million for valuation allowance
            adjustments.





     
        2.  Diluted Earnings Per Share Reconciliation




           The Company's press release contains financial information regarding adjusted earnings per share, which is a non-GAAP performance measure.  The adjusting items include transaction/integration/separation costs, restructuring costs and discontinued operations losses in equity income,
            nonrecurring purchase accounting impacts related to the Tyco merger, mark-to-market gain for pension and postretirement plans, Scott Safety gain on sale, restructuring and impairment costs, unfavorable arbitration award and discrete tax items.  The Company excludes these items
            because they are not considered to be directly related to the underlying operating performance of the Company.  Management believes these non-GAAP measures are useful to investors in understanding the ongoing operations and business trends of the Company.




        
      A reconciliation of diluted earnings per share as reported to diluted adjusted earnings per share for the respective periods is shown below (unaudited):




                                                                                                                               Net Income Attributable                            Net Income Attributable                             
               Net Income                                         Net Income Attributable
                                                                                                                                to JCI plc                                       to JCI plc from                                                                                                  to JCI plc from
                                                                                                                                                                                                                                           Attributable to JCI plc                             Continuing Operations
                                                                                                                                                                        
              Continuing Operations



                                                                                                                                 Three Months Ended                      
              Three Months Ended                                       Twelve Months Ended                           
              Twelve Months Ended


                                                                                                                         
              September 30,                           
              September 30,                                 
              September 30,                                 
              September 30,



                                                                                                                                                  2018                                                2017                                                             2018                                    2017                                    2018                                              2017                                                      2018                                               2017





        
      Earnings per share as reported for JCI plc                                                                                              $0.83                                               $0.93                                                            $0.83                                   $0.93                                   $2.32                                             $1.71                                                     $2.32                                              $1.75




        
      Adjusting items:


        
        Transaction costs                                                                                                                      0.01                                                                                                                0.01                                                                           0.02                                              0.12                                                      0.02                                               0.12


        
        Related tax impact                                                                                                                                                                                                                                                                                                                                                                     (0.01)                                                                                                     (0.01)


        
        Integration costs                                                                                                                      0.06                                                0.10                                                             0.06                                    0.10                                    0.23                                              0.34                                                      0.23                                               0.34


        
        Related tax impact                                                                                                                                                                      (0.02)                                                                                                 (0.02)                                 (0.03)                                           (0.06)                                                   (0.03)                                            (0.06)


        
        Separation costs                                                                                                                                                                                                                                                                                                                                                                         0.09


        
        Restructuring costs and discontinued operations losses in equity income                                                                0.01                                                                                                                0.01                                                                           0.01                                                                                                       0.01


        
        Nonrecurring purchase accounting impacts                                                                                                                                                                                                                                                                                                                                                 0.14                                                                                                        0.14


        
        Related tax impact                                                                                                                                                                                                                                                                                                                                                                     (0.04)                                                                                                     (0.04)


        
        Mark-to-market gain for pension/postretirement plans                                                                                 (0.01)                                             (0.35)                                                          (0.01)                                 (0.35)                                 (0.01)                                           (0.44)                                                   (0.01)                                            (0.44)


        
        Related tax impact                                                                                                                                                                        0.10                                                                                                    0.10                                                                                     0.13                                                                                                        0.13


        
        Scott Safety gain on sale                                                                                                                                                                                                                                                                                                             (0.12)                                                                                                    (0.12)


        
        Related tax impact                                                                                                                                                                                                                                                                                                                      0.03                                                                                                       0.03


        
        Restructuring and impairment costs                                                                                                     0.11                                                0.15                                                             0.11                                    0.15                                    0.28                                              0.39                                                      0.28                                               0.39


        
        Related tax impact                                                                                                                   (0.02)                                             (0.01)                                                          (0.02)                                 (0.01)                                 (0.04)                                           (0.07)                                                   (0.04)                                            (0.07)


        
        Unfavorable arbitration award                                                                                                                                                             0.05                                                                                                    0.05                                                                                     0.05                                                                                                        0.05


        
        Discrete tax items                                                                                                                   (0.05)                                             (0.08)                                                          (0.05)                                 (0.08)                                   0.14                                              0.32                                                      0.14                                               0.30





        
      Adjusted earnings per share for JCI plc*                                                                                                $0.93                                               $0.87                                                            $0.93                                   $0.87                                   $2.83                                             $2.67                                                     $2.83                                              $2.60





        
      * May not sum due to rounding.




        
      The following table reconciles the denominators used to calculate basic and diluted earnings per share for JCI plc (in millions; unaudited):




                                                                                                                                 Three Months Ended                      
              Twelve Months Ended


                                                                                                                         
              September 30,                           
              September 30,



                                                                                                                                                  2018                                                2017                                                             2018                                    2017



                        Weighted Average Shares Outstanding for JCI plc


        
      Basic weighted average shares outstanding                                                                                               924.8                                               929.4                                                            925.7                                   935.3


        
      Effect of dilutive securities:


        
             Stock options, unvested restricted stock and unvested performance share awards                                                     5.7                                                 8.6                                                              6.0                                     9.3


        
      Diluted weighted average shares outstanding                                                                                             930.5                                               938.0                                                            931.7                                   944.6





          The Company has presented forward-looking statements regarding adjusted EPS from continuing operations, adjusted EBIT orgranic growth, adjusted EBIT margin, organic adjusted net sales growth and adjusted free cash flow conversion for the full fiscal year of 2019, which are non-GAAP
            financial measures. These non-GAAP financial measures are derived by excluding certain amounts, expenses, income or cash flows from the corresponding financial measures determined in accordance with GAAP. The determination of the amounts that are excluded from these non-GAAP
            financial measures are a matter of management judgment and depends upon, among other factors, the nature of the underlying expense or income amounts recognized in a given period, including but not limited to the high variability of the net mark-to-market adjustments related to
            pension and postretirement plans and the effect of foreign currency exchange fluctuations.  Our fiscal 2019 outlook for organic adjusted net sales growth also excludes the effect of acquisitions and divestitures, and for our Power Solutions business, the impacts of lead price
            fluctuations.  We are unable to present a quantitative reconciliation of the aforementioned forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures because such information is not available and management cannot reliably
            predict all of the necessary components of such GAAP measures without unreasonable effort or expense. The unavailable information could have a significant impact on the Company's full year 2019 GAAP financial results.





     
        3.  Organic Adjusted Net Sales Growth Reconciliation




        
      The components of the changes in adjusted net sales for the three months ended September 30, 2018 versus the three months ended September 30, 2017, including organic net sales, is shown below (unaudited):




        
      (in millions)                                                                                                           Adjusted Net Sales                              Base Year Adjustments -                                      Adjusted Base Net                             
              Foreign Currency                                   
              Lead Impact                              Organic Net Sales                                           Adjusted Net Sales

                                                                                                                         
              for the Three                         
              Acquisitions and                                        Sales for the Three                                                                                                                                                                                                      
         for the Three
                                                                                                                                                                                  Divestitures                                             Months Ended
                                                                                                                          
              Months Ended                                                                                                                                                                                                                                                                                                                      
         Months Ended
                                                                                                                                                                                                                                              September 30, 2017
                                                                                                                                 September 30, 2017                                                                                                                                                                                                                                                                                                                       September 30, 2018



        
      Building Solutions North America                                                                                                       $2,165                        
              $                          -                                                            0.0%                                 $2,165                                                                                               $(8)                                                         -0.4%                       
          $   -                                       0.0%                 $167                   7.7%                $2,324                 7.3%


        
      Building Solutions EMEA/LA                                                                                                                921                                                   2                                                             0.2%                                    923                                    (28)                                            -3.0%                                                                                                       0.0%                                           53                  5.7%                   948                   2.7%


        
      Building Solutions Asia Pacific                                                                                                           677                                                 (2)                                                           -0.3%                                    675                                    (14)                                            -2.1%                                                                                                       0.0%                                           28                  4.1%                   689                   2.1%


        
      Global Products                                                                                                                         2,241                                               (189)                                                           -8.4%                                  2,052                                    (24)                                            -1.2%                                                                                                       0.0%                                          194                  9.5%                 2,222                   8.3%



        
      Total Building Technologies & Solutions                                                                                                 6,004                                               (189)                                                           -3.1%                                  5,815                                    (74)                                            -1.3%                                                                                                       0.0%                                          442                  7.6%                 6,183                   6.3%


        
      Power Solutions                                                                                                                         2,132                                                                                                                           0.0%                                  2,132                                                    (32)                                        -1.5%                                                            39                                1.8%                                         48                  2.3%                 2,187                   2.6%



        
      Total net sales                                                                                                                        $8,136                                                          $(189)                                                           -2.3%                                 $7,947                                                                                             $(106)                                                         -1.3%                                $39                                        0.5%                 $490                   6.2%                $8,370                 5.3%





        
      The components of the changes in adjusted net sales for the twelve months ended September 30, 2018 versus the twelve months ended September 30, 2017, including organic net sales, is shown below (unaudited):




        
      (in millions)                                                                                                           Adjusted Net Sales                              Base Year Adjustments -                                      Adjusted Base Net                             
              Foreign Currency                                   
              Lead Impact                              Organic Net Sales                                           Adjusted Net Sales

                                                                                                                                   for the Twelve                         
              Acquisitions and                                        Sales for the Twelve                                                                                                                                                                                                     
         for the Twelve
                                                                                                                                                                                  Divestitures
                                                                                                                          
              Months Ended                                                                                     
              Months Ended                                                                                                                                                                                                          
         Months Ended

                                                                                                                                 September 30, 2017                                                                                           September 30, 2017                                                                                                                                                                                                          September 30, 2018



        
      Building Solutions North America                                                                                                       $8,316                        
              $                          -                                                            0.0%                                 $8,316                                                                                               $20                                                           0.2%                       
          $   -                                       0.0%                 $343                   4.1%                $8,679                 4.4%


        
      Building Solutions EMEA/LA                                                                                                              3,579                                                (78)                                                           -2.2%                                  3,501                                     132                                              3.8%                                                                                                       0.0%                                           63                  1.8%                 3,696                   5.6%


        
      Building Solutions Asia Pacific                                                                                                         2,445                                                (14)                                                           -0.6%                                  2,431                                      61                                              2.5%                                                                                                       0.0%                                           61                  2.5%                 2,553                   5.0%


        
      Global Products                                                                                                                         8,461                                               (663)                                                           -7.8%                                  7,798                                     103                                              1.3%                                                                                                       0.0%                                          571                  7.3%                 8,472                   8.6%



        
      Total Building Technologies & Solutions                                                                                                22,801                                               (755)                                                           -3.3%                                 22,046                                     316                                              1.4%                                                                                                       0.0%                                        1,038                  4.7%                23,400                   6.1%


        
      Power Solutions                                                                                                                         7,337                                                                                                                           0.0%                                  7,337                                                     196                                          2.7%                                                           269                                3.7%                                        198                  2.7%                 8,000                   9.0%



        
      Total net sales                                                                                                                       $30,138                                                          $(755)                                                           -2.5%                                $29,383                                                                                              $512                                                           1.7%                               $269                                        0.9%               $1,236                   4.2%               $31,400                 6.9%






     
        4.  Adjusted Free Cash Flow Reconciliation




           The Company's press release contains financial information regarding free cash flow, adjusted free cash flow and adjusted free cash flow conversion, which are non-GAAP performance measures.  Free cash flow is defined as cash used by operating activities less capital expenditures.
            Adjusted free cash flow excludes special items, as included in the table below, because these cash flows are not considered to be directly related to its underlying business.  Adjusted free cash flow conversion is defined as adjusted free cash flow divided by adjusted net income from
            continuing operations attributable to JCI.  Management believes these non-GAAP measures are useful to investors in understanding the strength of the Company and its ability to generate cash.




        
      The following is the three and twelve months ended September 30, 2018 and 2017 reconciliation of free cash flow, adjusted free cash flow and adjusted free cash flow conversion (unaudited):




        
      (in billions)                                                                                                            Three Months Ended                     
               Three Months Ended                                       Twelve Months Ended                         
               Twelve Months Ended
                                                                                                                            September 30, 2018                                 September 30, 2017                                       September 30, 2018                                       September 30, 2017



        
      Cash provided by operating activities                                                                                                    $1.3                                                $1.3                                                             $2.5                 
              $                                       -


        
      Capital expenditures                                                                                                                    (0.2)                                              (0.3)                                                           (1.0)                                              (1.3)



        
      Reported free cash flow *                                                                                                                 1.0                                                 1.0                                                              1.5                                               (1.3)




        
      Adjusting items:


        
        Transaction/integration/separation costs                                                                                                0.1                                                 0.1                                                              0.3                                                0.5


        
        Nonrecurring tax payments                                                                                                               0.2                                                                                                                 0.3                                                1.4


        
        Adient cash outflow                                                                                                                                                                                                                                                                                          0.3


        
        Change in control pension payment                                                                                                                                                                                                                                                                            0.2


        
        Restructuring payments                                                                                                                                                                                                                                     0.2                                                0.2



        
        Total adjusting items                                                                                                                   0.3                                                 0.1                                                              0.8                                                2.6


        
      Adjusted free cash flow                                                                                                                  $1.3                                                $1.1                                                             $2.3                                               $1.3





        
      Adjusted net income from continuing operations


        
        attributable to JCI                                                                                                                    $0.9                                                $0.8                                                             $2.6                                               $2.5



        
      Adjusted free cash flow conversion                                                                                                                                                          144%                                                                                                   138%                                                                                     88%                                                                                                        52%




        
      * May not sum due to rounding





     
        5.  Net Debt to Capitalization




           The Company provides financial information regarding net debt as a percentage of total capitalization, which is a non-GAAP performance measure.  The Company believes the percentage of total net debt to total capitalization is useful to understanding the Company's financial condition
            as it provides a review of the extent to which the Company relies on external debt financing for its funding and is a measure of risk to its shareholders.  The following is the September 30, 2018 and September 30, 2017 calculation of net debt as a percentage of total capitalization
            (unaudited):




        
      (in millions)                                                                                                           September 30, 2018                      
               September 30, 2017



        
      Short-term debt and current portion of long-term debt                                                                                  $1,341                                              $1,608


        
      Long-term debt                                                                                                                          9,654                                              11,964



        
      Total debt                                                                                                                             10,995                                              13,572


        
      Less: cash and cash equivalents                                                                                                           200                                                 321



        
      Total net debt                                                                                                                         10,795                                              13,251


        
      Shareholders' equity attributable to JCI                                                                                               21,164                                              20,447



        
      Total capitalization                                                                                                                  $31,959                                             $33,698





        
      Total net debt as a % of total capitalization                                                                                           33.8%                                              39.3%






     
        6.  Mark-to-Market of Pension and Postretirement Plans




           The pension and postretirement mark-to-market gain or loss for each period is excluded from adjusted diluted earnings per share.  The three and twelve months ended September 30, 2018 include a mark-to-market gain for pension and postretirement plans of $10 million.  The three and
            twelve months ended September 30, 2017 include a mark-to-market gain for pension and postretirement plans of $330 million and $420 million, respectively.





     
        7.  Divestitures




           On March 16, 2017, the Company announced that it signed a definitive agreement to sell its Scott Safety business to 3M for approximately $2.0 billion.  The transaction closed on October 4, 2017.  Net cash proceeds from the transaction approximated $1.9 billion and the Company recorded
            a net gain of $114 million ($84 million after tax).  Scott Safety is a leader in the design, manufacture and sale of high performance respiratory protection, gas and flame detection, thermal imaging and other critical products for fire services, law enforcement, industrial, oil and
            gas, chemical, armed forces, and homeland defense end markets.  The Scott Safety business is included within assets held for sale and liabilities held for sale in the accompanying condensed consolidated statement of financial position as of September 30, 2017.




           On October 31, 2016, the Company completed the spin-off of its Automotive Experience business by way of the transfer of the Automotive Experience business from JCI plc to Adient plc and the issuance of ordinary shares of Adient plc directly to holders of JCI plc ordinary shares on a
            pro rata basis.  Following the separation, Adient plc is now an independent public company trading on the New York Stock Exchange (NYSE) under the symbol "ADNT." The Company did not retain any equity interest in Adient plc.  Beginning in the first quarter of fiscal 2017, Adient's
            historical financial results are reflected in the Company's consolidated financial statements as a discontinued operation.





     
        8.  Income Taxes




           The Company's effective tax rate from continuing operations before consideration of the transaction/integration/separation costs, restructuring costs and discontinued operations losses in equity income, nonrecurring purchase accounting impacts related to the Tyco merger, mark-to-
            market gain for pension and postretirement plans, Scott Safety gain on sale, restructuring and impairment costs, an unfavorable arbitration award and discrete tax items for the three and twelve months ending September 30, 2018 and 2017 is approximately 13 percent and 15 percent,
            respectively.





     
        9.  Restructuring




           The three and twelve months ended September 30, 2018 include restructuring and impairment costs of $105 million and $263 million, respectively, related primarily to workforce reductions, plant closures and asset impairments in the Building Technologies & Solutions and Power Solutions
            businesses, and at Corporate.  The three and twelve months ended September 30, 2017 include restructuring and impairment costs of $141 million and $367 million, respectively, related primarily to workforce reductions, plant closures and asset impairments in the Building Technologies &
            Solutions and Power Solutions businesses, and at Corporate.

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SOURCE Johnson Controls