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Raytheon Reports 2002 Second Quarter Results

     * Defense sales up 7 percent
     * Income from continuing operations of $0.54 per diluted share
     * Operating cash inflow from continuing operations of $417 million
     * Operating income excluding pension income up 6 percent year-over-year
     * Loss from discontinued operations $0.87 per diluted share

    LEXINGTON, Mass., July 17 /PRNewswire-FirstCall/ --
Raytheon Company (NYSE: RTN) reported second quarter 2002 sales of $4.1
billion.  Adjusting for divestitures, sales for the quarter were up 4 percent,
compared with the second quarter a year ago.  The company reported second
quarter operating income of $454 million, compared with $395 million in the
2001 second quarter.  Excluding goodwill amortization, which was discontinued
effective Jan. 1, 2002 as a result of the adoption of SFAS No. 142, operating
income for the prior year quarter was $479 million.  Excluding pension income
and goodwill amortization, operating income in the second quarter of 2002 was
$429 million, compared with $405 million in the second quarter of 2001.
    Income from continuing operations was $223 million, or $0.54 per diluted
share, compared with $136 million, or $0.38 per diluted share, in the 2001
second quarter. Excluding goodwill amortization, income from continuing
operations in the second quarter of 2001 was $212 million, or $0.60 per
diluted share.
    Operating cash flow from continuing operations was $417 million, compared
with $71 million in the second quarter of 2001.  Discontinued operations
consumed $259 million in cash in the second quarter of 2002, compared with a
cash outflow of $81 million in the same period last year.  For the first half
of 2002, operating cash flow from continuing operations was ahead of plan and
stronger than in the same period last year. Net debt at the end of the quarter
was $6.2 billion versus the company's plan of $6.9 billion.
    "While we are pleased with meeting our earnings targets for the quarter,
we are even more pleased with the company's operating cash flow performance,
with continuing operations $600 million ahead of plan for the first half of
the year," said Daniel P. Burnham, Raytheon's chairman and chief executive
officer.
    Including the impact of discontinued operations, the company had a net
loss of $136 million, or $0.33 per diluted share, for the second quarter 2002,
compared with a net loss of $188 million, or $0.53 per diluted share in the
second quarter 2001. The company's outlook for year-end earnings per share
from continuing operations and net debt remain unchanged from previous
guidance; 2002 EPS from continuing operations is expected to be $2.10 to $2.20
and the target for net debt is approximately $6.1 billion.
    During the quarter, the company completed its review for potential
goodwill impairment in accordance with SFAS No. 142 as of Jan. 1, 2002.  As a
result the company recorded a $185 million goodwill impairment, which
represented all of the goodwill at Raytheon Aircraft Company.  The company has
also determined that there is no impairment of goodwill related to any of its
defense businesses beyond the $360 million recorded earlier in the year in
connection with the sale of its former Aircraft Integration Systems business.

    Electronic Systems
    Electronic Systems (ES) reported second quarter sales of $2.2 billion, up
7 percent compared with sales of $2.1 billion a year ago. Operating income was
$300 million in the 2002 second quarter, versus $266 million in the 2001
second quarter.  Excluding goodwill amortization, ES had operating income of
$314 million in the 2001 second quarter. A decline in pension income accounted
for more than the entire decline in operating income, excluding goodwill
amortization. ES had backlog of $12.8 billion at the end of the quarter.
    During the quarter, Raytheon's STANDARD Missile-3 scored its second
ballistic missile intercept in a test of the sea-based missile defense system.
The company was also awarded a $165 million contract from the U.S. Air Force
for continued production of the AIM-120 Advanced Medium-Range Air-to-Air
Missile (AMRAAM), and a contract from Boeing worth $115 million to upgrade F-
15 Eagle radars.

    Command, Control, Communication and Information Systems
    Command, Control, Communication and Information Systems (C3I) had sales of
$1.0 billion, up 10 percent from $931 million in the second quarter a year
ago. The business posted operating income of $106 million in the 2002 second
quarter, compared with $95 million a year ago.  Excluding goodwill
amortization, operating income in the 2001 second quarter was $120 million.
C3I had backlog of $5.0 billion at the end of the quarter.
    During the quarter the company announced that it will join Lockheed
Martin's national team to design and develop the next-generation En Route
Automation Modernization (ERAM) program for the Federal Aviation
Administration.  In addition, Lockheed Martin will join Raytheon's Standard
Terminal Automation Replacement System (STARS) team.  Also during the quarter,
India signed an agreement with the U.S. government to purchase from Thales
Raytheon Systems eight Firefinder weapon locating radars and related support
in a procurement worth approximately $140 million. The agreement marks the
first Foreign Military Sales agreement with India in more than a decade.

    Technical Services
    Technical Services (TS) reported sales of $505 million for the 2002 second
quarter, compared with sales of $499 million a year ago. The business had
operating income of $9 million, down from $42 million a year ago. The sharp
decline in operating income was due primarily to a $28 million write-down of
unbillable contract costs that surfaced during the implementation of SAP.  The
decline was offset by a similarly sized reserve established by the company in
the second half of 2001 to address this specific issue.  Excluding goodwill
amortization, TS had operating income of $48 million in the 2001 second
quarter. TS had backlog of $1.8 billion at the end of the quarter.

    Commercial Electronics
    Commercial Electronics (CE) had sales of $105 million for the 2002 second
quarter, down 10 percent compared with $117 million a year ago.  CE recorded
an operating loss of $4 million in the 2002 second quarter, an improvement
over the operating loss of $15 million a year ago.  Excluding goodwill
amortization, CE posted a loss of $13 million in the second quarter of 2001.
    During the quarter Raytheon signed an agreement with Valeo S.A., a leading
automotive systems supplier based in Paris.  The new venture, which is subject
to closing conditions and is expected to be finalized in the third quarter of
2002, will develop and market Raytheon's obstacle detection radar technology
to offer "blind spot" sensors to automotive manufacturers and subsystem
developers.  The technology can detect obstacles and alert drivers to
potential hazards.  The company also formed a strategic alliance with WIN
Semiconductors Corp., of Taiwan to gain access to low cost production capacity
for next generation components for the wireless telecommunications market. The
agreement  provides a foundation for future cooperation in developing
semiconductor process technologies.

    Raytheon Aircraft Company
    Raytheon Aircraft Company (RAC) reported sales of $526 million, down 32
percent from $768 million a year ago.  Adjusting for divestitures, sales were
down 13 percent, reflecting weak demand in general aviation and fractional
ownership.  RAC shipped 81 aircraft in the quarter, 36 fewer aircraft than it
shipped a year ago. RAC had operating income of $22 million in the 2002 second
quarter, compared with operating income of $27 million a year ago. Operating
income in the second quarter of 2002 included a positive contract adjustment
of $15 million due to improvements in cost performance on the T-6A program.
Excluding goodwill amortization, RAC had operating income of $30 million in
the 2001 second quarter.  RAC had backlog of $4.7 billion at the end of the
quarter.

    Discontinued Operations
    On July 1, 2002 the company announced that it would adjust its estimate to
complete two Massachusetts power plants by $400 million to $450 million.
Consistent with that disclosure, the company has recorded a second quarter
charge of $450 million.  The company also recorded $26 million of ongoing
costs for legal and management costs and interest related to discontinued
operations, a $21 million charge due to a contract adjustment on the Red Oak
construction project due to turbine-related delays, and $19 million of other
costs associated with the engineering and construction operations.  In
addition, the company recorded a net charge of $14 million related to retained
assets and obligations of its former Aircraft Integration Systems business.
The company's total loss from discontinued operations in the quarter was $359
million after-tax, or $0.87 per diluted share.
   With headquarters in Lexington, Mass., Raytheon Company is a global
technology leader in defense, government and commercial electronics, and
business and special mission aircraft.

    Forward-Looking Statements
    Certain statements made in this release, including any statements relating
to the company's future plans, objectives, and projected future financial
performance, contain or are based on, forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
Specifically, statements that are not historical facts, including statements
accompanied by words such as "believe," "expect," "estimate," "intend," or
"plan," variations of these words and similar expressions, are intended to
identify forward-looking statements and convey the uncertainty of future
events or outcomes.  The company cautions readers that any such forward-
looking statements are based on assumptions that the company believes are
reasonable, but are subject to a wide range of risks, and actual results may
differ materially. Given these uncertainties, readers should not rely on
forward-looking statements.  Forward-looking statements also represent the
company's estimates and assumptions only as of the date that they were made.
The company expressly disclaims any current intention to provide updates to
forward-looking statements, and the estimates and assumptions associated with
them, after the date of this press release. Important factors that could cause
actual results to differ include, but are not limited to: differences in
anticipated and actual program results; risks inherent with large long-term
fixed price contracts, particularly the ability to contain cost growth; the
ultimate resolution of contingencies and legal matters; the ability to realize
anticipated cost efficiencies; timely development and certification of new
aircraft; the effect of market conditions, particularly in relation to the
general aviation and commuter aircraft markets;  the impact of changes in the
collateral values of financed aircraft, particularly commuter aircraft; the
ability to finance ongoing operations at attractive rates; government
customers' budgetary constraints; government import and export policies; and
other government regulations; termination of government contracts; financial
and governmental risks related to international transactions; the ability to
recruit and retain qualified employees; delays and uncertainties regarding the
timing of the award of international programs; changes in government or
customer priorities due to program reviews or revisions to strategic
objectives; difficulties in developing and producing operationally advanced
technology systems; economic business and political conditions domestically
and internationally; program performance and timing of contract payments; the
performance of critical subcontractors and the ability to obtain adequate
insurance; the timing and customer acceptance of product deliveries; the
impact of competitive products and pricing; the uncertainty of the timing and
amount of net realizable value of Boeing Business Jet-related assets; and
risks associated with the continuing project obligations and retained assets
and retained liabilities of Raytheon Engineers & Constructors (RE&C) including
timely completion of two Massachusetts construction projects, among other
things. Further information regarding the factors that could cause actual
results to differ materially from projected results can be found in the
company's filings with the Securities and Exchange Commission, including "Item
1-Business" in the company's Annual Report on Form 10-K for the year ended
December 31, 2001.

    Conference Call on Second Quarter 2002 Financial Results
    Raytheon Company will be holding a conference call at 9:00 AM ET on
Thursday, July 18, 2002, to review Second Quarter 2002 results. In order to
participate, please call (877) 606-5624 (domestic) or (706) 679-7694
(international).

    If you are unable to participate on this call, a digital recording will be
available two hours after the completion of the call from July 18, 2002, to
August 18, 2002.  To access the recording, please dial (800) 642-1687
(domestic) or (706) 645-9291 (international) and enter the conference ID
4857743.
    This conference call will be audio cast on the Internet at
http://www.Raytheon.com.  Individuals may listen to the call and view charts as they
are referenced.  These charts will be available for printing prior to the
call.
    Participants are urged to check the website ahead of time to ensure their
computers are configured for the audio stream.  Instructions for obtaining the
required downloadable software are posted to the site.

    Attachment A
    Raytheon Company
    Financial Information
    Second Quarter 2002

    (In millions, except per share amounts)

                             Three Months Ended         Six Months Ended

                                      Pro forma                   Pro forma
                    As         As     excluding    As       As    excluding
                 reported   reported  goodwill  reported reported goodwill
                  30-Jun     01-Jul    01-Jul    30-Jun   01-Jul   01-Jul
                    02        01        01         02       01       01

    Net sales     $4,095    $4,097    $4,097     $8,006   $7,869   $7,869

    Cost of sales  3,207     3,283     3,199      6,367    6,355    6,186
    Administrative
     and selling
     expenses        313       296       296       607      566      566
    Research and
     development
     expenses        121       123       123       225      245      245

    Total
     operating
     expenses      3,641     3,702     3,618     7,199    7,166    6,997

    Operating
     income          454       395       479       807      703      872

    Interest expense,
     net             121       171       171       253      351      351
    Other expense
     (income),
     net              13       (18)      (18)       21      (48)    (48)

    Non-operating
     expense, net    134       153       153       274      303     303

    Income from
     continuing
     operations
     before taxes    320       242       326       533      400     569

    Federal and
     foreign
     income taxes     97       106       114       161      170     193

    Income from
     continuing
     operations      223       136       212       372      230     376

    Loss from
     discontinued
     operations,
     net of tax     (359)     (328)    (328)     (583)     (546)   (546)

    Loss before
     extraordinary
     item and
     accounting
     change         (136)     (192)    (116)     (211)     (316)   (170)

    Extraordinary
     gain from
     debt repurchases,
     net of tax        -         4        4         1         4       4

    Cumulative effect
     of
     change in
     accounting
     principle,
     net of tax        -         -        -      (509)        -       -

    Net loss       $(136)    $(188)   $(112)    $(719)    $(312)  $(166)

    Earnings per share
     from
     continuing
     operations

     Basic         $0.56     $0.39    $0.61     $0.94     $0.67   $1.09
     Diluted       $0.54     $0.38    $0.60     $0.91     $0.66   $1.08

    Loss per share from
     discontinued operations

     Basic        $(0.90)   $(0.94)  $(0.94)   $(1.47)   $(1.58) $(1.58)
     Diluted      $(0.87)   $(0.93)  $(0.93)   $(1.43)   $(1.56) $(1.56)

    Loss per share
     from cumulative
     effect of
     change in
     accounting
     principle
     Basic           $-        $-       $-     $(1.28)    $-      $-
     Diluted         $-        $-       $-     $(1.25)    $-      $-

    Loss per
     share

     Basic        $(0.34)    $(0.54)  $(0.32)  $(1.81)  $(0.90) $(0.48)
     Diluted      $(0.33)    $(0.53)  $(0.32)  $(1.76)  $(0.89) $(0.47)

    Average shares
     outstanding

     Basic         400.0      349.9    349.9    397.8    345.0   345.0
     Diluted       412.9      354.3    354.3    408.6    349.7   349.7


    Attachment B
    Raytheon Company
    Segment Information
    Second Quarter 2002

    As reported
                                                          Operating Income
                        Net Sales      Operating Income  As a Percent of Sales
(In millions)       Three Months Ended Three Months Ended Three Months Ended

                   30-Jun-02 01-Jul-01 30-Jun-02 01-Jul-01 30-Jun-02 01-Jul-01


    Electronic
     Systems          $2,201     $2,055    $300     $266     13.6%    12.9%

    Command, Control,
    Communication
     and Information
     Systems           1,025        931     106       95     10.3%    10.2%

    Technical Services   505        499       9       42      1.8%     8.4%

    Commercial
     Electronics         105        117     (4)     (15)     -3.8%   -12.8%

    Aircraft             526        768      22       27      4.2%     3.5%

    Corporate and
     Eliminations      (267)      (273)      21     (20)

    Total             $4,095     $4,097    $454     $395     11.1%     9.6%


    Excluding goodwill

                                                          Operating Income
                        Net Sales      Operating Income  As a Percent of Sales
(In millions)       Three Months Ended Three Months Ended Three Months Ended

                   30-Jun-02 01-Jul-01 30-Jun-02 01-Jul-01 30-Jun-02 01-Jul-01
    Electronic
     Systems          $2,201     $2,055   $ 300    $ 314     13.6%    15.3%

    Command, Control,
     Communication
     and Information
     Systems           1,025        931     106      120     10.3%    12.9%

    Technical Services   505        499       9       48      1.8%     9.6%

    Commercial
     Electronics         105        117     (4)     (13)     -3.8%   -11.1%

    Aircraft             526        768      22       30      4.2%     3.9%

    Corporate and
     Eliminations      (267)      (273)      21     (20)

    Total             $4,095     $4,097   $ 454    $ 479     11.1%    11.7%


    Excluding goodwill and pension

                                                          Operating Income
                        Net Sales      Operating Income  As a Percent of Sales

(In millions)       Three Months Ended Three Months Ended Three Months Ended

                   30-Jun-02 01-Jul-01 30-Jun-02 01-Jul-01 30-Jun-02 01-Jul-01


    Electronic
     Systems          $2,201     $2,055   $ 289    $ 276     13.1%    13.4%

    Command, Control,
     Communication
     and Information
     Systems           1,025        931     105      109     10.2%    11.7%

    Technical Services   505        499       5       40      1.0%     8.0%

    Commercial
     Electronics         105        117     (4)     (14)     -3.8%   -12.0%

    Aircraft             526        768      14       16      2.7%     2.1%

    Corporate and
     Eliminations      (267)      (273)      20     (22)

    Total             $4,095     $4,097     $429    $405      10.5%    9.9%


    Attachment C

    Raytheon Company
    Other Information
    Continuing Operations
    Second Quarter 2002

    (In millions, except total employees and aircraft shipments)

                                                          Backlog
                                                30-Jun-02          01-Jul-01

    Electronic Systems                            $12,795            $12,984
    Command, Control, Communication
       and Information Systems                      5,021              5,767
    Technical Services                              1,816              1,859
    Commercial Electronics                            435                515
    Aircraft                                        4,672              4,010

                                                  $24,739            $25,135

    U.S. government backlog included
     above                                        $16,669            $16,526


                                                      Total Employees
                                                 30-Jun-02          01-Jul-01

    Total employees                                77,500             86,700


                                                   Aircraft Shipments (Units)
                                                      Three Months Ended
                                                   30-Jun-02      01-Jul-01

    Hawker                                             11                 17
    Premier I                                           7                  1
    Beechjet (Commercial)                               5                  5
    King Air                                           12                 42
    1900D Commuter                                      3                  2
    Pistons                                            26                 42
    T-6A                                               17                  8
       Total aircraft shipments                        81                117


    Attachment D

    Raytheon Company
    Preliminary Financial Information
    Second Quarter 2002

    (In millions)

    Balance sheets
                                           30-Jun-02   31-Dec-01   01-Jul-01
    Assets
    Cash and cash equivalents                 $1,642      $1,214        $529
    Accounts receivable                          461         480         537
    Contracts in process                       3,523       3,165       3,636
    Inventories                                2,083       2,030       2,146
    Deferred federal and foreign income
     taxes                                       649         669         588
    Prepaid expenses and other current
     assets                                      119         309         150
    Assets from discontinued operations          105       1,631       1,674
      Total current assets                     8,582       9,498       9,260

    Property, plant and equipment, net         2,319       2,196       2,361
    Goodwill, net                             11,168      11,370      12,087
    Other assets, net                          3,588       3,572       3,052
        Total assets                         $25,657     $26,636     $26,760

    Liabilities and Stockholders' Equity
    Notes payable and current portion of
     long-term debt                           $1,783      $1,363        $254
    Advance payments, less contracts in
     process                                     845         883       1,042
    Accounts payable                             767         910       1,031
    Accrued salaries and wages                   560         573         502
    Other accrued expenses                     1,428       1,490       1,057
    Liabilities from discontinued
     operations                                  609         550         684
      Total current liabilities                5,992       5,769       4,570

    Accrued retiree benefits and other
     long-term liabilities                     1,269       1,283       1,182
    Deferred federal and foreign income
     taxes                                       835         563         755
    Long-term debt                             6,038       6,874       8,562
    Mandatorily redeemable equity
     securities                                  857         857         856
    Stockholders' equity                      10,666      11,290      10,835
        Total liabilities and
         stockholders' equity                $25,657     $26,636     $26,760


    Debt-to-capital ratio
                                           30-Jun-02   31-Dec-01   01-Jul-01

    Debt                                      $7,821      $8,237      $8,816
    Capital                                   19,344      20,384      20,507
      Debt-to-capital ratio                    40.4%       40.4%       43.0%


    Attachment E

    Raytheon Company
    Preliminary Cash Flow Information
    Second Quarter 2002

    (In millions)

    Cash flow information
                                                        Three Months Ended
                                                 30-Jun-02          01-Jul-01

    Income from continuing operations                $223                $136
    Depreciation                                       73                  71
    Amortization                                       14                  98
    Working capital                                    15                (234)
    Capital spending                                 (105)                (92)
    Internal use software spending                    (26)                (44)
    Discontinued operations                          (259)                (81)
    Other                                             223                 136
       Subtotal - operating cash flow                 158                 (10)

    Net activity in financing receivables              (6)                (33)
    Divestitures                                        -                 155
    Dividends                                         (80)                (68)
    Offering proceeds                                   -               1,213
    Issuance of common stock                           53                   -
    Other                                              (1)                 12
          Change in net debt                         $124              $1,269


    Segment operating cash flow
     information
                                                       Three Months Ended
                                                30-Jun-02          01-Jul-01

    Electronic Systems                               $203                 $30
    Command, Control, Communication
       and Information Systems                         32                  77
    Technical Services                                 82                   2
    Commercial Electronics                              5                 (20)
    Aircraft                                          (70)                (74)
    Discontinued operations                          (259)                (81)
    Other                                             165                  56
                                                     $158                $(10)

     News Media Contact:
     David Polk
     781.860.2386

     Investor Relations Contact:
     Timothy Oliver
     781.860.2167



SOURCE Raytheon Company




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    CONTACT:
    David Polk, +1-781-860-2386, or Timothy
    Oliver, +1-781-860-2167, both for Raytheon Company