BorgWarner Reports Third Quarter 2024 Results; Increases Full-Year Adjusted Operating Margin and EPS Guidance; Completes $400 Million Share Repurchase Plan

AUBURN HILLS, Mich., Oct. 31, 2024 /PRNewswire/ -- BorgWarner Inc. (NYSE: BWA) today reported third quarter results.

Third Quarter and 2024 Guidance Update

    --  BorgWarner achieved an adjusted operating margin of 10.1% during the
        third quarter, which equated to a U.S. GAAP operating margin of 7.8%.
        The Company also generated net cash provided by operating activities of
        $356 million or $201 million in free cash flow, despite a 5.6% decline
        in the Company's weighted light and commercial vehicle markets.
    --  The Company increased the midpoint of its full year adjusted operating
        margin guidance by 20 basis points and adjusted earnings per share
        guidance by approximately $0.18 or 4% per diluted share. This increase
        is being driven by strong third quarter operational performance,
        continued cost controls, a lower effective tax rate, and the Company's
        third quarter share repurchases. The Company reduced its full year
        mid-point net sales guidance by $150 million primarily due to a lower
        market production outlook.
    --  BorgWarner completed the repurchase of $300 million of the Company's
        outstanding shares during the third quarter. BorgWarner has now
        repurchased $400 million of its outstanding shares during 2024.

New Business Update
The Company secured multiple new business awards that are expected to support its future long-term profitable growth including:

    --  Two transfer case awards with a major North American OEM for their next
        generation full-size pickup trucks. This business is expected to launch
        in 2027 and 2028.
    --  Three high-voltage coolant heater awards with a Chinese electric vehicle
        OEM, a Korean OEM and a Japanese OEM. This business is expected to
        launch in 2025, 2025 and 2028, respectively.
    --  A General Motors turbocharger award for use on their Corvette ZR1 sports
        car platform. This is expected to be the largest passenger car twin
        turbochargers on the market.

Third Quarter Highlights (continuing operations basis):

    --  U.S. GAAP net sales of $3,449 million, a decrease of approximately 5%
        compared with third quarter 2023.
        --  Excluding the impact of foreign currencies and the impact of net
            M&A, organic sales declined 5.1% compared with third quarter 2023.
    --  U.S. GAAP net earnings of $1.08 per diluted share.
        --  Excluding $(0.01) of net gains per diluted share related to
            non-comparable items (detailed in the table below), adjusted net
            earnings were $1.09 per diluted share.
    --  U.S. GAAP operating income of $270 million, or 7.8% of net sales.
        --  Excluding $80 million of pretax expenses related to non-comparable
            items, adjusted operating income was $350 million, or 10.1% of net
            sales.
    --  Net cash provided by operating activities of $356 million.
        --  Free cash flow of $201 million.

Financial Results (continuing operations basis):
The Company believes the following table is useful in highlighting non-comparable items that impacted its U.S. GAAP net earnings per diluted share. The non-comparable items presented below are calculated after tax using the corresponding effective tax rate discrete to each item and the weighted average number of diluted shares for the periods presented. The Company defines adjusted earnings per diluted share as earnings per diluted share adjusted to eliminate the impact of restructuring expense, merger, acquisition and divestiture expense, other net expenses, discontinued operations, other gains and losses not reflective of the Company's ongoing operations, and related tax effects.


                                                                         Three Months Ended September    Nine Months Ended September
                                                                                    30,                         30,


                                                                          2024                  2023      2024                  2023



     
              Earnings per diluted share                              $1.08                 $0.37     $3.40                 $2.06





     Non-comparable items:



     Restructuring expense                                               0.07                  0.17      0.21                  0.21



     Accelerated depreciation                                            0.10                           0.13                  0.01



     Commercial contract settlement                                      0.02                           0.06



     Adjustments associated with Spin-Off related balances               0.01                           0.06



     Loss (gain) on sale of businesses                                   0.03                           0.02                (0.02)



     Collective bargaining agreement ratification bonus                  0.01                           0.01



     Gain on debt extinguishment                                       (0.01)               (0.09)   (0.01)               (0.09)



     Merger and acquisition expense, net                               (0.02)                 0.01                           0.07



     Asset impairment and lease modification                                                                                0.03



     Gain on sale of assets                                                                 (0.03)                        (0.04)



     Unrealized and realized (gain) loss on equity and debt securities (0.01)                 0.32                           0.55



     Corporate synergy from Spin-Off                                                                                        0.03



     Tax adjustments                                                   (0.23)                 0.18    (0.65)



     Other non-comparable items                                          0.04                  0.05      0.07                  0.03





     
              Adjusted earnings per diluted share                     $1.09                 $0.98     $3.30                 $2.84

Net sales were $3,449 million for the third quarter 2024, a decrease of approximately 5% compared with the third quarter 2023, primarily due to declining market production volumes. Net earnings for the third quarter 2024 were $242 million, or $1.08 per diluted share, compared with net earnings of $87 million, or $0.37 per diluted share for the third quarter 2023. Adjusted net earnings per diluted share for the third quarter 2024 were $1.09, up from adjusted net earnings per diluted share of $0.98 for the third quarter 2023. Adjusted net earnings for the third quarter 2024 excluded net non-comparable items of $(0.01) per diluted share, while adjusted net earnings for the third quarter 2023 excluded net non-comparable items of $(0.61) per diluted share. These items are listed in the table above, which is provided by the Company for comparison with other results and the most directly comparable U.S. GAAP measures. The increase in adjusted net earnings per diluted share was primarily due to strong operational performance, continued cost controls, customer recoveries, a lower effective tax rate, and the Company's share repurchases.

Full Year 2024 Guidance: The Company has updated full year sales, margin, and EPS guidance. Net sales for 2024 are expected to be in the range of $14.0 billion to $14.2 billion, compared to the Company's prior guidance of $14.1 billion to $14.4 billion and 2023 sales of approximately $14.2 billion. The Company expects its weighted light and commercial vehicle markets to be in the range of down 3.5% to down 3% year-over-year in 2024, a decrease from the Company's prior guidance of down 3% to down 2%. The Company's sales guidance implies a year-over-year decrease in organic sales of approximately (1.5)% to flat, or estimated outgrowth above market production of approximately 200 to 300 basis points. The Company expects its 2024 eProduct sales to be approximately $2.4 billion, up from approximately $2.0 billion in 2023. Foreign currencies are expected to result in a year-over-year decrease in sales of approximately $20 million primarily due to strengthening of the Euro, offset by the weakening of the Korean Won and Chinese Renminbi against the U.S. dollar. The acquisitions of SSE and the Electric Hybrid Systems business segment of Eldor Corporation are expected to increase year-over-year sales by approximately $30 million.

Operating margin for the full year is expected to be in the range of 8.1% to 8.2%. Excluding the impact of non-comparable items, adjusted operating margin is expected to be in the range of 9.8% to 10.0%, up from the Company's prior guidance of 9.6% to 9.8%. Net earnings are expected to be within a range of $4.17 to $4.28 per diluted share. Excluding the impact of non-comparable items, adjusted net earnings are expected to be in the range of $4.15 to $4.30 per diluted share, up from the Company's prior guidance of $3.95 to $4.15 per diluted share. Full-year operating cash flow is expected to be in the range of $1,325 million to $1,375 million, while free cash flow is expected to be in the range of $475 million to $575 million.

At 9:30 a.m. ET today, a brief conference call concerning third quarter 2024 results and guidance will be webcast at: https://www.borgwarner.com/investors. Additionally, an earnings call presentation will be available at https://www.borgwarner.com/investors.

For more than 130 years, BorgWarner Inc. (NYSE: BWA) has been a transformative global product leader bringing successful mobility innovation to market. Today, we're accelerating the world's transition to eMobility -- to help build a cleaner, healthier, safer future for all.

Forward Looking Statements: This release may contain forward-looking statements as contemplated by the 1995 Private Securities Litigation Reform Act that are based on management's current outlook, expectations, estimates and projections. Words such as "anticipates," "believes," "continues," "could," "designed," "effect," "estimates," "evaluates," "expects," "forecasts," "goal," "guidance," "initiative," "intends," "may," "outlook," "plans," "potential," "predicts," "project," "pursue," "seek," "should ," "target," "when," "will," "would," and variations of such words and similar expressions are intended to identify such forward-looking statements. Further, all statements, other than statements of historical fact, contained or incorporated by reference in this release that we expect or anticipate will or may occur in the future regarding our financial position, business strategy and measures to implement that strategy, including changes to operations, competitive strengths, goals, expansion and growth of our business and operations, plans, references to future success and other such matters, are forward-looking statements. Accounting estimates, such as those described under the heading "Critical Accounting Policies and Estimates" in Item 7 of our most recently filed Annual Report on Form 10-K ("Form 10-K"), are inherently forward-looking. All forward-looking statements are based on assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions and expected future developments, as well as other factors we believe are appropriate under the circumstances. Forward-looking statements are not guarantees of performance, and the Company's actual results may differ materially from those expressed, projected or implied in or by the forward-looking statements.

You should not place undue reliance on these forward-looking statements, which speak only as of the date of this release. Forward-looking statements are subject to risks and uncertainties, many of which are difficult to predict and generally beyond our control, that could cause actual results to differ materially from those expressed, projected or implied in or by the forward-looking statements. These risks and uncertainties, among others, include: supply disruptions impacting us or our customers, commodity availability and pricing, and an inability to achieve expected levels of recoverability in commercial negotiations with customers concerning these costs; competitive challenges from existing and new competitors, including original equipment manufacturer ("OEM") customers; the challenges associated with rapidly changing technologies, particularly as they relate to electric vehicles, and our ability to innovate in response; the difficulty in forecasting demand for electric vehicles and our electric vehicles revenue growth; potential disruptions in the global economy caused by wars or other geopolitical conflicts; the ability to identify targets and consummate acquisitions on acceptable terms; failure to realize the expected benefits of acquisitions on a timely basis; the possibility that our 2023 tax-free spin-off of our former Fuel Systems and Aftermarket segments into a separate publicly traded company will not achieve its intended benefits; the failure to promptly and effectively integrate acquired businesses; the potential for unknown or inestimable liabilities relating to the acquired businesses; our dependence on automotive and truck production, which is highly cyclical and subject to disruptions; our reliance on major OEM customers; impacts of any future strikes involving any of our OEM customers and any actions such OEM customers take in response; fluctuations in interest rates and foreign currency exchange rates; our dependence on information systems; the uncertainty of the global economic environment; the outcome of existing or any future legal proceedings, including litigation with respect to various claims, or governmental investigations, including related litigation; future changes in laws and regulations, including, by way of example, taxes and tariffs, in the countries in which we operate; impacts from any potential future acquisition or disposition transactions; and the other risks noted in reports that we file with the Securities and Exchange Commission, including Item 1A, "Risk Factors" in our most recently filed Form 10-K and/or Quarterly Report on Form 10-Q. We do not undertake any obligation to update or announce publicly any updates to or revisions to any of the forward-looking statements in this release to reflect any change in our expectations or any change in events, conditions, circumstances, or assumptions underlying the statements.



     BorgWarner Inc.



     Condensed Consolidated Statements of Operations (Unaudited)



     (in millions, except per share amounts)


                                                                                              Three Months Ended September          Nine Months Ended September
                                                                                                        30,                            30,


                                                                                            2024                  2023         2024                  2023



     Net sales                                                                           $3,449                $3,622      $10,647               $10,676



     Cost of sales                                                                        2,813                 2,970        8,682                 8,767



     Gross profit                                                                           636                   652        1,965                 1,909



     Gross margin                                                                        18.4 %               18.0 %      18.5 %               17.9 %





     Selling, general and administrative expenses                                           340                   330        1,010                   963



     Restructuring expense                                                                   21                    56           65                    68



     Other operating expense (income), net                                                    5                   (6)          28                   (1)



     Operating income                                                                       270                   272          862                   879





     Equity in affiliates' earnings, net of tax                                             (6)                 (10)        (23)                 (23)



     Unrealized and realized (gain) loss on equity and debt securities                      (2)                   60                               129



     Interest expense (income), net                                                           4                  (19)          17                     3



     Other postretirement expense                                                             4                     3           10                     8



     Earnings from continuing operations before income taxes and noncontrolling interest    270                   238          858                   762





     Provision for income taxes                                                              13                   133           44                   230



     Net earnings from continuing operations                                                257                   105          814                   532



     Net loss from discontinued operations                                                  (8)                 (37)        (27)                 (12)



     Net earnings                                                                           249                    68          787                   520



     Net earnings from continuing operations attributable to noncontrolling interest         15                    18           44                    49



     Net earnings attributable to BorgWarner Inc.                                          $234                   $50         $743                  $471





     Amounts attributable to BorgWarner Inc.:



     Net earnings from continuing operations                                               $242                   $87         $770                  $483



     Net loss from discontinued operations                                                  (8)                 (37)        (27)                 (12)



     Net earnings attributable to BorgWarner Inc.                                          $234                   $50         $743                  $471





     Earnings per share from continuing operations - basic                                $1.08                 $0.37        $3.41                 $2.07



     Loss per share from discontinued operations - basic                                 (0.04)               (0.16)      (0.12)               (0.05)



     Earnings per share attributable to BorgWarner Inc. - basic                           $1.04                 $0.21        $3.29                 $2.02





     Earnings per share from continuing operations - diluted                              $1.08                 $0.37        $3.40                 $2.06



     Loss per share from discontinued operations - diluted                               (0.04)               (0.16)      (0.12)               (0.05)



     Earnings per share attributable to BorgWarner Inc. - diluted                         $1.04                 $0.21        $3.28                 $2.01





     Weighted average shares outstanding:



     Basic                                                                                223.1                 233.4        225.7                 233.2



     Diluted                                                                              224.5                 235.3        226.8                 234.6



       BorgWarner Inc.



       Net Sales by Reportable Segment (Unaudited)*



       
                (in millions)

    ---

                                                                                               Three Months Ended September       Nine Months Ended September
                                                                                                         30,                          30,


                                                                                              2024                  2023       2024                  2023



       Turbos & Thermal Technologies                                                       $1,386                $1,474     $4,475                $4,570



       Drivetrain & Morse Systems                                                           1,365                 1,449      4,226                 4,146



       PowerDrive Systems                                                                     512                   571      1,412                 1,624



       Battery & Charging Systems                                                             197                   146        567                   395



       Inter-segment eliminations                                                            (11)                 (18)      (33)                 (59)



       Net sales                                                                           $3,449                $3,622    $10,647               $10,676





       Segment Adjusted Operating Income (Loss) (Unaudited)*



       
                (in millions)

    ---



                                                                                               Three Months Ended September       Nine Months Ended September
                                                                                                         30,                          30,


                                                                                              2024                  2023       2024                  2023



       Turbos & Thermal Technologies                                                         $202                  $214       $654                  $660



       Drivetrain & Morse Systems                                                             251                   253        770                   700



       PowerDrive Systems                                                                    (19)                 (20)     (130)                 (74)



       Battery & Charging Systems                                                             (8)                 (26)      (33)                 (76)



       Segment Adjusted Operating Income                                                      426                   421      1,261                 1,210



       Corporate, including stock-based compensation                                           76                    72        196                   194



       Restructuring expense                                                                   21                    56         65                    68



       Intangible asset amortization expense                                                   17                    17         51                    51



       Accelerated depreciation                                                                27                     1         35                     4



       Commercial contract settlement                                                           -                             15



       Adjustments associated with Spin-Off related balances                                    3                              14



       Collective bargaining agreement ratification bonus                                       4                               4



       Loss (gain) on sale of businesses                                                        6                               3                   (5)



       Merger and acquisition expense, net                                                    (5)                    2                              18



       Asset impairment and lease modification                                                  -                    2                              11



       Gain on sale of assets                                                                   -                  (7)                           (13)



       Other non-comparable items                                                               7                     6         16                     3



       Equity in affiliates' earnings, net of tax                                             (6)                 (10)      (23)                 (23)



       Unrealized and realized (gain) loss on equity and debt securities                      (2)                   60                             129



       Interest expense (income), net                                                           4                  (19)        17                     3



       Other postretirement expense                                                             4                     3         10                     8



       Earnings from continuing operations before income taxes and noncontrolling interest   $270                  $238       $858                  $762


     ____________________________


      *                            Effective July 1, 2024, the Company implemented a new business unit and management structure designed to further enhance the execution of the Company's
                                    Charging Forward strategy. The Company now reports its results in the following four reportable segments: Turbos & Thermal Technologies, Drivetrain &
                                    Morse Systems, PowerDrive Systems (formerly ePropulsion) and Battery & Charging Systems. The reportable segment disclosures have been updated
                                    accordingly which included recasting prior period information for the new reporting structure.



       BorgWarner Inc.



       Condensed Consolidated Balance Sheets (Unaudited)



       
                (in millions)

    ---

                                                          September 30, December 31,
                                                                   2024          2023



       
                ASSETS



       Cash and cash equivalents                                $2,000        $1,534



       Receivables, net                                          3,215         3,109



       Inventories, net                                          1,366         1,313



       Prepayments and other current assets                        275           261



       Total current assets                                      6,856         6,217





       Property, plant and equipment, net                        3,814         3,783



       Other non-current assets                                  4,467         4,453



       Total assets                                            $15,137       $14,453





       
                LIABILITIES AND EQUITY



       Short-term debt                                            $398           $73



       Accounts payable                                          2,176         2,546



       Other current liabilities                                 1,144         1,148



       Total current liabilities                                 3,718         3,767





       Long-term debt                                            4,195         3,707



       Other non-current liabilities                               872           913



       Total liabilities                                         8,785         8,387





       Total BorgWarner Inc. stockholders' equity                6,156         5,828



       Noncontrolling interest                                     196           238



       Total equity                                              6,352         6,066



       Total liabilities and equity                            $15,137       $14,453



       BorgWarner Inc.



       Condensed Consolidated Statements of Cash Flows (Unaudited)



       
                (in millions)

    ---

                                                                                                         Nine Months Ended September
                                                                                                                      30,


                                                                                                           2024                        2023



       
                OPERATING ACTIVITIES OF CONTINUING OPERATIONS



       Net cash provided by operating activities from continuing operations                               $700                        $510



       
                INVESTING ACTIVITIES OF CONTINUING OPERATIONS



       Capital expenditures, including tooling outlays                                                   (510)                      (624)



       Payments for businesses acquired, net of cash acquired                                                -                       (31)



       Proceeds from settlement of net investment hedges, net                                               46                          25



       (Payments for) proceeds from investments in equity and debt securities, net                         (7)                         63



       Proceeds from the sale of business, net                                                               8



       Proceeds from asset disposals and other, net                                                          3                          29



       Net cash used in investing activities from continuing operations                                  (460)                      (538)



       
                FINANCING ACTIVITIES OF CONTINUING OPERATIONS



       Net increase in notes payable                                                                         -                          3



       Additions to debt                                                                                 1,000                           4



       Payments for debt issuance costs                                                                    (9)                        (3)



       Repayments of debt, including current portion                                                     (175)                      (444)



       Payments for purchase of treasury stock                                                           (401)



       Payments for stock-based compensation items                                                        (23)                       (25)



       Payments for businesses acquired, net of cash acquired                                              (4)



       Payments for contingent consideration                                                               (1)                       (23)



       Purchase of noncontrolling interest                                                                   -                       (15)



       Net distribution from PHINIA                                                                          -                        401



       Dividends paid to BorgWarner stockholders                                                          (74)                      (105)



       Dividends paid to noncontrolling stockholders                                                      (63)                       (71)



       Net cash provided by (used in) financing activities from continuing operations                      250                       (278)



       
                CASH FLOWS FROM DISCONTINUED OPERATIONS



       Operating activities of discontinued operations                                                    (27)                       (66)



       Investing activities of discontinued operations                                                       -                       (86)



       Financing activities of discontinued operations                                                       -                         84



       Net cash used in discontinued operations                                                           (27)                       (68)



       Effect of exchange rate changes on cash                                                               3                        (15)



       Net increase (decrease) in cash and cash equivalents                                                466                       (389)



       Cash and cash equivalents at beginning of year                                                    1,534                       1,338



       Cash and cash equivalents at end of period                                                       $2,000                        $949



       Less: Cash and cash equivalents of discontinued operations at end of period    
     $                    -       
              $       -



       Cash and cash equivalents of continuing operations at end of period                              $2,000                        $949





       Supplemental Information (Unaudited)



       (in millions)


                                                                                         Nine Months Ended September
                                                                                           30,


                                                                                                           2024                        2023



       Depreciation and tooling amortization                                                              $444                        $376



       Intangible asset amortization                                                                       $51                         $51

Non-GAAP Financial Measures
This press release contains information about BorgWarner's financial results that is not presented in accordance with accounting principles generally accepted in the United States ("GAAP"). Such non-GAAP financial measures are reconciled to their closest GAAP financial measures below and in the Financial Results table above. The provision of these comparable GAAP financial measures for 2024 is not intended to indicate that BorgWarner is explicitly or implicitly providing projections on those GAAP financial measures, and actual results for such measures are likely to vary from those presented. The reconciliations include all information reasonably available to the Company at the date of this press release and the adjustments that management can reasonably predict.

Management believes that these non-GAAP financial measures are useful to management, investors, and banking institutions in their analysis of the Company's business and operating performance. Management also uses this information for operational planning and decision-making purposes.

Non-GAAP financial measures are not and should not be considered a substitute for any GAAP measure. Additionally, because not all companies use identical calculations, the non-GAAP financial measures as presented by BorgWarner may not be comparable to similarly titled measures reported by other companies.

Adjusted Operating Income and Adjusted Operating Margin
The Company defines adjusted operating income as operating income adjusted to exclude the impact of restructuring expense, merger, acquisition and divestiture expense, intangible asset amortization expense, other net expenses, discontinued operations, and other gains and losses not reflective of the Company's ongoing operations. Adjusted operating margin is defined as adjusted operating income divided by net sales.

Adjusted Net Earnings
The Company defines adjusted net earnings as net earnings attributable to BorgWarner Inc. adjusted to eliminate the impact of restructuring expense, merger, acquisition and divestiture expense, other net expenses, discontinued operations, and other gains and losses not reflective of the Company's ongoing operations, and related tax effects. The impact of intangible asset amortization expense will continue to be included in adjusted net earnings.

Adjusted Earnings per Diluted Share
The Company defines adjusted earnings per diluted share as earnings per diluted share adjusted to eliminate the impact of restructuring expense, merger, acquisition and divestiture expense, other net expenses, discontinued operations, other gains and losses not reflective of the Company's ongoing operations, and related tax effects. The impact of intangible asset amortization expense continues to be included in adjusted earnings per share.

Free Cash Flow
The Company defines free cash flow as net cash provided by operating activities minus capital expenditures and is useful to both management and investors in evaluating the Company's ability to service and repay its debt.

Organic Net Sales Change
The Company defines organic net sales changes as net sales change year-over-year excluding the estimated impact of foreign exchange (FX) and the acquisitions of the smart grid and smart energy businesses of Hubei Surpass Sun Electric and the Electric Hybrid Systems business segment of Eldor Corporation.

Outgrowth
The Company defines outgrowth as organic net sales change versus the year-over-year change in light and commercial vehicle production weighted for the Company's geographic exposure, as estimated by the Company.



       
                
                  Adjusted Operating Income and Adjusted Operating Margin (Unaudited)

    ---

                                                                                                            Three Months Ended September          Nine Months Ended September
                                                                                                                      30,                            30,



       (in millions)                                                                                     2024                  2023         2024                  2023



       Net sales                                                                                       $3,449                $3,622      $10,647               $10,676





       Operating income                                                                                  $270                  $272         $862                  $879



       Operating margin                                                                                 7.8 %                7.5 %       8.1 %                8.2 %





       
                Non-comparable items:

    ---


       Restructuring expense                                                                              $21                   $56          $65                   $68



       Intangible asset amortization expense                                                               17                    17           51                    51



       Accelerated depreciation                                                                            27                     1           35                     4



       Commercial contract settlement                                                                                                       15



       Adjustments associated with Spin-Off related balances                                                3                                14



       Collective bargaining agreement ratification bonus                                                   4                                 4



       Loss (gain) on sale of businesses                                                                    6                                 3                   (5)



       Merger and acquisition expense, net                                                                (5)                    2                                18



       Asset impairment and lease modification                                                                                   2                                11



       Gain on sale of assets                                                                                                  (7)                             (13)



       Corporate synergy from Spin-Off                                                                                                                           10



       Other non-comparable items                                                                           7                     6           16                     3



       Adjusted operating income                                                                         $350                  $349       $1,065                $1,026



       Adjusted operating margin                                                                       10.1 %                9.6 %      10.0 %                9.6 %



       
                
                  Free Cash Flow Reconciliation (Unaudited)

    ---

                                                                                Three Months Ended September       Nine Months Ended September
                                                                                          30,                          30,



       (in millions)                                                          2024                  2023       2024                  2023



       Net cash provided by operating activities from continuing operations   $356                  $221       $700                  $510



       Capital expenditures, including tooling outlays                       (155)                (185)     (510)                (624)



       Free cash flow                                                         $201                   $36       $190                $(114)



       
                
                  Third Quarter 2024 Organic Net Sales Change (Unaudited)

    ---


       (in millions)                                                                             Q3 2023   FX      Acquisition          Organic            Q3 2024          Organic
                                                                                            Net Sales             Impact           Net Sales          Net Sales        Net Sales
                                                                                                                                   Change                                 Change %



       Turbos & Thermal Technologies                                                              $1,474  $(1) 
        $          -           $(87)             $1,386           (5.9) %



       Drivetrain & Morse Systems                                                                  1,449     2                               (86)              1,365           (5.9) %



       PowerDrive Systems                                                                            571     2                  9             (70)                512          (12.3) %



       Battery & Charging Systems                                                                    146     1                                 50                 197            34.2 %



       Inter-segment eliminations                                                                   (18)                                      7                (11)         (38.9) %



       Net sales                                                                                  $3,622    $4                 $9           $(186)             $3,449           (5.1) %





       
                
                  Year to Date 2024 Organic Net Sales Change (Unaudited)

    ---


       (in millions)                                                                             Q3 2023   FX      Acquisition          Organic            Q3 2024          Organic
                                                                                             YTD Net              Impact           Net Sales        YTD Net Sales      Net Sales
                                                                                              Sales                                  Change                                 Change %



       Turbos & Thermal Technologies                                                              $4,570 $(21) 
        $          -           $(74)             $4,475           (1.6) %



       Drivetrain & Morse Systems                                                                  4,146  (52)                               132               4,226             3.2 %



       PowerDrive Systems                                                                          1,624  (17)                21            (216)              1,412          (13.3) %



       Battery & Charging Systems                                                                    395                       5              167                 567            42.3 %



       Inter-segment eliminations                                                                   (59)                                     26                (33)         (44.1) %



       Total                                                                                     $10,676 $(90)               $26              $35             $10,647             0.3 %



       
                
                  Adjusted Operating Income and Adjusted Operating Margin Guidance Reconciliation (Unaudited)

    ---

                                                                                                                                       Full-Year 2024 Guidance



       (in millions)                                                                                                           
        Low                    High



       Net sales                                                                                                                 $14,000                 $14,200





       Operating income                                                                                                            1,128                   1,158



       Operating margin                                                                                                            8.1 %                  8.2 %





       
                Non-comparable items:

    ---


       Restructuring expense                                                                                                         $90                    $100



       Intangible asset amortization expense                                                                                          70                      70



       Accelerated depreciation                                                                                                       35                      35



       Commercial contract settlement                                                                                                 15                      15



       Adjustments associated with Spin-Off related balances                                                                          14                      14



       Collective bargaining agreement ratification bonus                                                                              4                       4



       Loss on sale of businesses                                                                                                      3                       3



       Other non-comparable items                                                                                                     16                      16



       Adjusted operating income                                                                                                  $1,375                  $1,415



       Adjusted operating margin                                                                                                   9.8 %                 10.0 %





       
                
                  Adjusted Earnings Per Diluted Share Guidance Reconciliation (Unaudited)

    ---

                                                                                                                                     Full-Year 2024 Guidance


                                                                                                                                
        Low                    High



       
                Earnings per Diluted Share from Continuing Operations                                                          $4.17                   $4.28





       
                Non-comparable items:

    ---


       Restructuring expense                                                                                                        0.29                    0.33



       Accelerated depreciation                                                                                                     0.13                    0.13



       Commercial contract settlement                                                                                               0.06                    0.06



       Adjustments associated with Spin-Off related balances                                                                        0.06                    0.06



       Loss on sale of businesses                                                                                                   0.02                    0.02



       Collective bargaining agreement ratification bonus                                                                           0.01                    0.01



       Gain on debt extinguishment                                                                                                (0.01)                 (0.01)



       Tax adjustments                                                                                                            (0.65)                 (0.65)



       Other non-comparable items                                                                                                   0.07                    0.07



       
                Adjusted Earnings per Diluted Share from Continuing Operations                                                 $4.15                   $4.30





       
                
                  Free Cash Flow Guidance Reconciliation (Unaudited)

    ---

                                                                                                                                     Full-Year 2024 Guidance



       (in millions)                                                                                                           
        Low                    High



       Net cash provided by operating activities                                                                                  $1,325                  $1,375



       Capital expenditures, including tooling outlays                                                                             (850)                  (800)



       Free cash flow                                                                                                               $475                    $575



       
              
      Full Year 2024 Estimated Organic Net Sales Change Guidance and Outgrowth Reconciliation From Continuing Operations (Unaudited)

    ---



        (in            FY 2023 Net                   FX                   FY 2024                   Organic Net                   FY 2024 Net            Organic
         millions)                                                                                                                                          Net            LV/CV    Outgrowth
                     Sales                                         Acquisition                    Sales                         Sales                Sales          Weighted
                                                                      Impact                      Change                                                Change %    Market


        Low                $14,198                 $(20)                       $30                         $(208)                       $14,000             (1.5) %         (3.5) %        2.0 %


        High               $14,198                 $(20)                       $30                           $(8)                       $14,200             (0.1) %         (3.0) %        2.9 %



       
                
          Full Year 2024 Estimated Year-Over-Year Change in Production (Unaudited)

    ---



                                                            North America                  Europe         China       Total



       Light vehicle                                           (1.5)% to               (5.5)% to    1% to 1.5%  (2.5)% to
                                                                   (0.5)%                    (5)%                      (2)%



       Commercial vehicle                                        ~(4.5)%                 ~(15)%          ~2%    ~(2.5)%



       BorgWarner-Weighted                                  (2)% to (1)%                (7)% to     1 to 1.5%  (3.5)% to
                                                                                           (6.5)%                      (3)%

Recast Reportable Segment Information

Effective July 1, 2024, the Company implemented a new business unit and management structure designed to further enhance the execution of the Company's Charging Forward strategy. The Company now reports its results in the following four reportable segments: Turbos & Thermal Technologies, Drivetrain & Morse Systems, PowerDrive Systems (formerly ePropulsion) and Battery & Charging Systems. The reportable segment disclosures have been updated accordingly which included recasting prior period information for the new reporting structure. For informational purposes only, in the following tables, the Company has recast the quarterly segment information for fiscal 2024 and 2023 to align with this presentation.



       
                
                  BorgWarner Reportable Segment Information (Unaudited)

    ---

                                                                                                                     2024



       
                
                  (in millions)                                             Three Months      Three Months
                                                                                          Ended March
                                                                                              31,          Ended June 30,
                                                                                                      2024               2024

    ---


       
                Revenue



       Turbos & Thermal Technologies                                                               $1,574             $1,515



       Drivetrain & Morse Systems                                                                   1,419              1,442



       PowerDrive Systems                                                                             436                464



       Battery & Charging Systems                                                                     177                193



       Inter-segment eliminations                                                                    (11)              (11)



       
                Net Sales                                                                      $3,595             $3,603





       
                Cost of sales                                                                   2,951              2,918



       Gross Profit                                                                                   644                685



       Gross Margin                                                                                17.9 %            19.0 %





       Selling, general and administrative expenses                                                   329                341



       Restructuring expense                                                                           19                 25



       Other operating expense, net                                                                     1                 22



       
                Operating income                                                                  295                297





       
                Non-comparable items                                                               44                 79





       
                Adjusted Operating Income (Loss)



       Turbos & Thermal Technologies                                                                 $228               $224



       Drivetrain & Morse Systems                                                                     253                266



       PowerDrive Systems                                                                            (62)              (49)



       Battery & Charging Systems                                                                    (15)              (10)



       Corporate & Non-Operating                                                                     (65)              (55)



       
                Adjusted Operating Income                                                        $339               $376



       
                
                  BorgWarner Reportable Segment Information (Unaudited)

    ---

                                                                                                                                                                           2023



       
                
                  (in millions)                                             Three Months       Three Months        Three Months         Three Months        Year Ended
                                                                                          Ended March      Ended June 30,      Ended September
                                                                                              31,                                     30,           Ended December 31,    December 31,
                                                                                                      2023                2023                 2023                  2023               2023

    ---


       
                Revenue



       Turbos & Thermal Technologies                                                               $1,541              $1,555               $1,474                $1,442             $6,012



       Drivetrain & Morse Systems                                                                   1,266               1,431                1,449                 1,403              5,549



       PowerDrive Systems                                                                             487                 566                  571                   542              2,166



       Battery & Charging Systems                                                                     110                 139                  146                   151                546



       Inter-segment eliminations                                                                    (21)               (20)                (18)                 (16)              (75)



       
                Net Sales                                                                      $3,383              $3,671               $3,622                $3,522            $14,198





       
                Cost of sales                                                                   2,806               2,991                2,970                 2,863             11,630



       Gross Profit                                                                                   577                 680                  652                   659              2,568



       Gross Margin                                                                                17.1 %             18.5 %              18.0 %               18.7 %            18.1 %





       Selling, general and administrative expenses                                                   299                 334                  330                   353              1,316



       Restructuring expense                                                                            3                   9                   56                    11                 79



       Other operating expense (income), net                                                            1                   4                  (6)                   14                 13



       
                Operating income                                                                  274                 333                  272                   281              1,160





       
                Non-comparable items                                                               31                  39                   77                    51                198





       
                Adjusted Operating Income (Loss)



       Turbos & Thermal Technologies                                                                 $218                $228                 $214                  $214               $874



       Drivetrain & Morse Systems                                                                     201                 246                  253                   258                958



       PowerDrive Systems                                                                            (35)               (19)                (20)                 (16)              (90)



       Battery & Charging Systems                                                                    (23)               (27)                (26)                 (40)             (116)



       Corporate & Non-Operating                                                                     (56)               (56)                (72)                 (84)             (268)



       
                Adjusted Operating Income                                                        $305                $372                 $349                  $332             $1,358

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SOURCE BorgWarner