2
0
1
7
A
N
N
U
A
L
R
E
P
O
R
T
2017 ANNUAL REPORT
Textron’s Diverse Product Portfolio
Textron is known around the world for its powerful brands of aircraft, defense and industrial products that provide
customers with groundbreaking technologies, innovative solutions and first-class service.
TEXTRON AVIATION
BELL HELICOPTER
INDUSTRIAL
TEXTRON SYSTEMS
Citation Longitude®
Bell V-280 Valor
Arctic Cat M8000 Mountain Cat
Ship-to-Shore Connector (SSC)
Citation Latitude®
Bell-Boeing V-22 Osprey
E-Z-GO RXV® ELiTETM
NIGHTWARDENTM TUAS
Textron Aviation Defense Scorpion®
Bell 525 Relentless
Jacobsen® HF600TM Heavy-Duty Fairway Mower
Aerosonde® SUAS
Cessna SkyCourierTM
Bell 429 Global Ranger
Greenlee® Gator® Next Gen Battery Tools
Lycoming Engines 390 ThunderboltTM
Beechcraft® King Air® 350i
Bell 505 Jet Ranger X
Kautex Fuel Tank
TRU’s Boeing 737 MAX Full Flight Simulator
Cessna Skylane®
Bell AH-1Z Viper
Textron GSE TUG MT
Fury® Precision Weapon System
Textron’s Global Network of Businesses
TEXTRON AVIATION
BELL HELICOPTER
INDUSTRIAL
TEXTRON SYSTEMS
FINANCE
Textron Aviation is home
to the Beechcraft®,
Cessna® and Hawker®
aircraft brands and
continues to be a leader
in general aviation
through two principal
lines of business: aircraft
and aftermarket. Aircraft
includes sales of business
jet, turboprop and piston
aircraft, as well as special
mission and military aircraft.
Aftermarket includes
commercial parts sales,
maintenance, inspection
and repair services.
Bell Helicopter is the
world’s leading supplier
of helicopters and
related spare parts
and services. Bell
is the pioneer of the
revolutionary tiltrotor
aircraft. Globally
recognized for world-
class customer service,
innovation and superior
quality, Bell’s global
workforce serves
customers flying Bell
aircraft in more than
130 countries.
Our Industrial segment
offers three main product
lines: fuel systems and
functional components
produced by Kautex;
specialized vehicles
such as golf cars,
recreational and utility
vehicles, aviation ground
support equipment and
professional mowers,
manufactured by Textron
Specialized Vehicles
businesses; and tools
and test equipment made
by the Textron Tools &
Test companies.
Textron Systems’
businesses provide
innovative solutions to
the defense, aerospace
and general aviation
markets. Product lines
include unmanned
systems, advanced
marine craft, armored
vehicles, intelligent
software solutions,
piston engines,
simulation, training
and other defense and
aviation mission support
products and services.
Our Finance segment,
operated by Textron
Financial Corporation
(TFC), is a commercial
finance business that
provides financing
solutions for purchasers
of Textron products,
primarily Textron
Aviation aircraft and Bell
helicopters. For more
than five decades, TFC
has played a key role
for Textron customers
around the globe.
SELECTED YEAR-OVER-YEAR FINANCIAL DATA
(Dollars in Millions, Except Per Share Amounts)
Total Revenues
Total Segment Profit
Income from Continuing Operations—GAAP
Adjusted Income from Continuing Operations—Non-GAAP1
PER SHARE OF COMMON STOCK
Common Stock Price:
High
Low
Year-End
Diluted Earnings from Continuing Operations—GAAP
Adjusted Diluted Earnings from Continuing Operations—Non-GAAP1
COMMON SHARES OUTSTANDING (In Thousands)
Diluted Average
Year-End
FINANCIAL POSITION
Total Assets
Manufacturing Group Debt
Finance Group Debt
Shareholders’ Equity
Manufacturing Group Debt-to-Capital (Net of Cash)
Manufacturing Group Debt-to-Capital
2017
$14,198
1,169
306
658
$ 57.71
43.66
56.59
1.14
2.45
268,750
261,471
$15,340
3,088
824
5,647
26%
35%
2016
$13,788
1,309
843
715
$ 49.82
30.69
48.56
3.09
2.62
272,365
270,287
$15,358
2,777
903
5,574
23%
33%
KEY PERFORMANCE METRICS
Net Cash Provided by Operating Activities of Continuing Operations for Manufacturing Group—GAAP
Manufacturing Cash Flow Before Pension Contributions—Non-GAAP1
$ 947
889
$ 988
573
1. Adjusted Income from Continuing Operations, Adjusted Diluted Earnings Per Share from Continuing Operations and Manufacturing Cash Flow Before Pension
Contributions are Non-GAAP Measures. See page 7 for a Reconciliation to GAAP.
Textron 2017 Annual Report 1
FELLOW SHAREHOLDERS,
It was a year of transition for
our company as we put into
place the building blocks that
position us for growth in 2018
and beyond.
Scott C. Donnelly
Chairman and
Chief Executive Officer
The achievements of
milestones within our new
product programs, most
notably, the first flight of the
Bell V-280 Valor and first
delivery of the Bell 505
Jet Ranger X; introductions of new products like the
Cessna SkyCourier turboprop; and our acquisition of
Arctic Cat to expand our Textron Specialized Vehicles
product portfolio and dealer network all represented
progress in our long-term growth strategy. This resulted
in 2017 revenues of $14.2 billion, a 3.0% increase
over the previous year, and segment profit of $1.2 billion
with a profit margin of 8.2%.
GROWTH THROUGH NEW PRODUCTS
With the knowledge that innovation and new product
development are the lifeblood of our company, our
businesses maintained their focus in these key areas.
Understanding our customers and the trends that will
help shape their future needs have been hallmarks of
our businesses. Textron Aviation continued to prepare
2017 MILESTONES
its newest large-cabin jet, the Citation Longitude,
for FAA certification and entry into service, which is
expected in early 2018.
In addition to flight testing during the year, the first
production Longitude debuted at major business
aviation shows around the world and embarked on
a 46-city demonstration tour across the U.S. The
Longitude follows the success of the Citation Latitude,
the company’s first Citation large-cabin jet that entered
service in 2015 and achieved its milestone 100th
customer delivery during the fourth quarter of 2017.
In November, Textron Aviation introduced the Cessna
SkyCourier, a new twin-engine, large-utility turboprop.
Textron Aviation collaborated with FedEx Express to
develop the performance specifications for the cargo
version of the SkyCourier and signed on as its launch
customer with an initial order for 50 aircraft and an
option to order 50 more.
Textron Aviation also continued development of the
single-engine Cessna Denali turboprop. These new
aircraft, together with the King Air and Caravan product
lines, will represent the most comprehensive turboprop
product lineup in the market and provide our customers
with solutions to their aircraft needs for years to come.
On the military side at Textron Aviation, our Scorpion
jet and AT-6 Wolverine both performed extremely
well during August’s U.S. Air Force (USAF) OA-X light
JANUARY
FEBRUARY
MARCH
APRIL
MAY
JUNE
E-Z-GO RXV® ELiTETM series vehicle is
introduced.
Textron completes acquisition of Arctic Cat.
2 Textron 2017 Annual Report
Bell Training Academy in Valencia, Spain
achieves EASA certification.
Bell Helicopter delivers first Bell 505 Jet
Ranger X at Heli-Expo.
generation of vertical lift for the U.S. military through
the Joint Multi-Role Technology Demonstrator initiative.
Throughout the year, both our U.S. Army and foreign
government customers experienced the V-280 mockup
complete with virtual reality flights. On the commercial
side, customers began taking deliveries of Bell’s newest
aircraft, the Bell 505 Jet Ranger X, and flight testing
resumed for the Bell 525 Relentless program.
With the acquisition of Arctic Cat in March, Textron
Specialized Vehicles significantly expanded its product
lineup of off-road vehicles, snowmobiles and its dealer
network, while introducing new products like the
Havoc X side-by-side and the Arctic Cat ZR200 youth
snowmobile. TSV also introduced the new E-Z-GO
ELiTE golf car powered by a lithium-ion battery. This
new technology has been well-received among golf
course owners and fleet managers around the world,
lowering maintenance costs and emissions, while
reducing the weight of the E-Z-GO ELiTE.
Drawing on decades of successful unmanned aircraft
systems products, including the Shadow Tactical
Unmanned Aircraft System (TUAS) with more than one
million flight hours, Textron Systems introduced the new
NIGHTWARDEN TUAS as its next-generation platform.
Within our Textron Tools & Test businesses, product
development teams leveraged their expertise and
relationships with customers to introduce new products
throughout the businesses’ sales channels. Greenlee
launched new automated equipment to drive speed
and safety for electrical contractors, Sherman + Reilly
Textron Aviation employees celebrated the rollout of the 100th production Cessna Citation
Latitude, accomplishing the feat in less than 2.5 years.
attack demonstration program at Holloman Air Force
Base in New Mexico. This exercise represented an
important step in the USAF’s evaluation of its needs
for a future light attack fleet.
At Bell Helicopter, capping a successful year of
development and testing, the Bell V-280 Valor completed
its first flight in December. With this achievement, the
V-280 comes one step closer to realizing the next
The United States Marine Corps received a special delivery from Bell Helicopter—our 350th
V-22 Osprey tiltrotor aircraft.
JANUARY
FEBRUARY
MARCH
APRIL
MAY
JUNE
Bell Helicopter unveils FCX-001 concept
helicopter.
Textron Aviation fabricates the first test
components for Cessna Denali.
Textron Systems’ NIGHTWARDENTM TUAS
is introduced.
TRU’s first-ever Boeing 737 MAX Full Flight
Simulator receives qualification.
Klauke opens second production facility
in Slovakia.
Textron 2017 Annual Report 3
developed a new remote-controlled underground cable
puller and Klauke, with its flagship battery-powered
hydraulic tool technology, teamed with several OEM
partners to access new market segments.
STRONGER GLOBAL SALES AND
SERVICE OPERATIONS
With a strong lineup of products and a local presence
around the world, we captured new business in highly
competitive market segments.
Bell Helicopter continued its rapid growth in China.
The first deliveries of 100 Bell 407GXP helicopters
to Shaanxi Helicopter began as part of a deal
announced in June. Also, Reignwood International
Investment Group Company Ltd. of China placed
two orders for a total of 110 Bell 505 Jet Ranger X
helicopters and announced plans to establish a
Bell 505 delivery and maintenance center in China.
Our improving sales in China stem from our hard
work and commitment to developing this emerging
commercial rotorcraft market.
Bell Helicopter also executed on two Foreign Military
Sales contracts: the first three of 12 H-1 helicopters
were delivered to the U.S. Navy for Pakistan and the
first of 17 V-22 tiltrotor aircraft was delivered to the
U.S. Navy for Japan. Meanwhile, Textron Systems
was awarded a Foreign Military Sales contract for its
Aerosonde Small Unmanned Aircraft System (SUAS),
marking the first international sale for this platform.
Kautex continued to expand its presence in China
with its technological prowess, winning contracts with
Shanghai Automotive Industry Corporation (SAIC)
for seven new vehicle programs. Working closely with
SAIC, Kautex created a single-tank solution for three
fuel tank applications that reduced engineering, testing
and development costs. In two of the new programs,
Kautex will employ its proven pressurized hybrid fuel
systems for SAIC’s plug-in hybrid models.
TRU Simulation + Training expanded its general aviation
training solutions programs, receiving full program
certification for its Citation Latitude and King Air 350 pilot
training programs and expanding its ProFlight Training
Center in Tampa.
Bell Helicopter also continued to make investments in
its customer service capabilities, achieving certification
from the European Aviation Safety Agency in January
of its Bell Training Academy in Valencia, Spain, which
includes a Bell 429 simulator for European customers
who now have a more convenient training resource.
For the 23rd consecutive year, Bell Helicopter was
ranked first in the Professional Pilot survey of helicopter
operators, a testament to continuously improving its
level of customer service and support.
JULY
AUGUST
SEPTEMBER
OCTOBER
NOVEMBER
DECEMBER
China’s Shaanxi Helicopter to purchase
100 Bell 407GXPs.
Textron Off Road announces a powerful
new lineup of off-road vehicle models.
4 Textron 2017 Annual Report
Textron Aviation Defense Scorpion® and
AT-6 Wolverine participate in USAF OA-X
experimentation program.
First of 17 Bell V-22 Osprey tiltrotors for
Japan is delivered.
DRIVING GROWTH THROUGH DISCIPLINED EXECUTION
TOTAL REVENUE BY TYPE
Textron Systems won new contracts to provide
maintenance and support for our military customers,
including a five-year contract to provide training and
maintenance in support of USAF and Afghan Air Force
C-208B Caravans. The business also won a separate
contract to supply support and technical services for
the Shadow TUAS and secured its first international
sustainment and support contract with the Italian Army
for the Shadow V2.
In 2017, we continued to move forward with new
technologies, processes and programs that enabled us
to innovate in order to better serve our customers and
markets. These initiatives, combined with our ongoing
investments in new products and the integration of
strategic acquisitions, put us in a good position for future
growth. Our success will come from leveraging these
investments through consistent execution in all phases
of our operations. With the continued support of our
employees, customers and investors, we see exciting
growth opportunities across the company.
Scott C. Donnelly
Chairman and Chief Executive Officer
TOTAL REVENUE BY SEGMENT
TEXTRON AVIATION 33%
INDUSTRIAL 30%
BELL 23%
TEXTRON SYSTEMS 13%
FINANCE 1%
COMMERCIAL 70%
U.S. GOVERNMENT 22%
OTHER MILITARY 7%
FINANCE 1%
TOTAL REVENUE BY REGION
U.S. 62%
EUROPE 14%
ASIA PACIFIC 9%
LATIN AMERICA AND MEXICO 6%
CANADA 6%
MIDDLE EAST 2%
AFRICA 1%
JULY
AUGUST
SEPTEMBER
OCTOBER
NOVEMBER
DECEMBER
Delivery of 100th Citation Latitude® to
NetJets.
HavocTM X, Textron Off Road’s newest side-
by-side with 100-hp engine, is launched.
Cessna SkyCourierTM is introduced with
FedEx Express as launch customer.
First flight of Bell V-280 Valor
next-generation tiltrotor.
Textron 2017 Annual Report 5
Leadership
Board of Directors
Scott C. Donnelly (1)
Chairman, President and CEO
Textron Inc.
Lawrence K. Fish (3) (4)
Chairman and CEO (Retired)
Citizens Financial Group, Inc.
Lloyd G. Trotter (1) (4)
Managing Partner
GenNx 360 Capital Partners
Kathleen M. Bader (1) (3) (5)
President and CEO (Retired)
NatureWorks LLC
Paul E. Gagné (2) (4)
Chairman (Retired)
Wajax Corporation
R. Kerry Clark (1) (2)
Chairman and CEO (Retired)
Cardinal Health, Inc.
James T. Conway (2) (3)
General (Retired)
U.S. Marine Corps
Ivor J. Evans (2) (3)
Operating Partner (Retired)
HCI Equity Partners
Ralph D. Heath (2) (4)
Executive Vice President,
Aeronautics (Retired)
Lockheed Martin Corporation
Deborah Lee James (2) (3)
23rd Secretary of the
U.S. Air Force (Retired)
James L. Ziemer (2) (4)
President and CEO (Retired)
Harley-Davidson, Inc.
Maria T. Zuber (3) (4)
Vice President, Research
Massachusetts Institute of
Technology
Numbers Indicate Committee
Memberships:
(1) Executive Committee:
Chair, Scott C. Donnelly
(2) Audit Committee:
Chair, R. Kerry Clark
(3) Nominating and Corporate
Governance Committee:
Chair, Kathleen M. Bader
(4) Organization and
Compensation Committee:
Chair, Lloyd G. Trotter
(5) Lead Director:
Kathleen M. Bader
Executive
Officers
Scott C. Donnelly
Chairman, President and
Chief Executive Officer
Textron Inc.
Frank T. Connor
Executive Vice President and
Chief Financial Officer
Textron Inc.
Julie G. Duffy
Executive Vice President –
Human Resources
Textron Inc.
E. Robert Lupone
Executive Vice President,
General Counsel, Secretary and
Chief Compliance Officer
Textron Inc.
Segment and
Business Unit
Presidents
Lisa M. Atherton
President and CEO
Textron Systems Segment
Russ Bartlett
President and CEO
Textron Airborne Solutions
Jason Butchko
President and CEO
Greenlee Textron Inc.,
Sherman + Reilly Inc., and
HD Electric Company
Scott A. Ernest
President and CEO
Textron Aviation
Corporate
Officers
Mark S. Bamford
Vice President and
Corporate Controller
Textron Inc.
Dana L. Goldberg
Vice President – Tax
Textron Inc.
Scott P. Hegstrom
Vice President –
Mergers & Acquisitions
Textron Inc.
Stewart Holmes
Senior Vice President –
Washington Operations
Kevin P. Holleran
President and CEO
Industrial Segment and Textron
Specialized Vehicles
Lawrence J. La Sala
Vice President and
Deputy General Counsel –
Litigation
Paul A. Mc Gartoll
Vice President – Strategy and
Business Development
Textron Inc.
R. Danny Maldonado
President and CEO
Textron Financial Corporation
Jörg Rautenstrauch
President and CEO
Kautex
Mitch Snyder
President and CEO
Bell Helicopter
Ian K. Walsh
President and CEO
TRU Simulation + Training Inc.
6 Textron 2017 Annual Report
Thomas N. Nichipor
Vice President –
Textron Audit Services
Textron Inc.
Elizabeth C. Perkins
Vice President and
Deputy General Counsel
Textron Inc.
Eric Salander
Vice President – Investor
Relations and Treasurer
Textron Inc.
Diane K. Schwarz
Vice President and
Chief Information Officer
Textron Inc.
Cathy A. Streker
Vice President –
Human Resources
Textron Inc.
Footnote To Selected Year-Over-Year Financial Data
Adjusted Income from Continuing Operations and Adjusted Diluted Earnings Per Share from
Continuing Operations
Adjusted income from continuing operations and adjusted diluted earnings per share from continuing operations both exclude
special charges, net of income taxes, the income tax impact from the enactment of the Tax Cuts and Jobs Act (the “Act”) and
a significant multi-year income tax settlement. We consider items recorded in special charges, net of income taxes, such as
enterprise-wide restructuring and acquisition-related restructuring, integration and transaction costs, to be of a non-recurring
nature that is not indicative of ongoing operations. In addition, both the impact from the Act and the income tax settlement are
not considered to be indicative of ongoing operations, since they represent significant one-time adjustments.
(Dollars in millions except per share amounts)
Income from Continuing Operations—GAAP
Restructuring, net of taxes
Arctic Cat restructuring, integration and transaction costs, net of taxes
Total special charges, net of taxes
Income tax expense resulting from the Tax Cuts and Jobs Act
Income tax settlement
Adjusted Income from Continuing Operations—Non-GAAP
Diluted Earnings Per Share:
Income from Continuing Operations—GAAP
Restructuring, net of taxes
Arctic Cat restructuring, integration and transaction costs, net of taxes
Total special charges, net of taxes
Income tax expense resulting from the Tax Cuts and Jobs Act
Income tax settlement
Adjusted Income from Continuing Operations—Non-GAAP
2017
$ 306
59
27
86
266
—
2016
$843
78
—
78
—
(206)
$ 658
$ 715
$1.14
0.22
0.10
0.32
0.99
—
$2.45
$3.09
0.29
—
0.29
—
(0.76)
$2.62
Manufacturing Cash Flow Before Pension Contributions
Manufacturing cash flow before pension contributions adjusts net cash from operating activities of continuing operations (GAAP) for
the following:
• Excludes dividends received from Textron Financial Corporation (TFC) and capital contributions to TFC provided under the
Support Agreement and debt agreements as these cash flows are not representative of manufacturing operations;
• Deducts capital expenditures and includes proceeds from the sale of property, plant and equipment to arrive at the net capital
investment required to support ongoing manufacturing operations;
• Adds back pension contributions as we consider our pension obligations to be debt-like liabilities. Additionally, these
contributions can fluctuate significantly from period to period and we believe that they are not representative of cash used by our
manufacturing operations during the period.
While we believe this measure provides a focus on cash generated from manufacturing operations, before pension contributions,
and may be used as an additional relevant measure of liquidity, it does not necessarily provide the amount available for
discretionary expenditures since we have certain non-discretionary obligations that are not deducted from the measure.
(In Millions)
Net Cash Provided By Operating Activities of Continuing Operations—GAAP
Less: Capital expenditures
Dividends received from TFC
Plus: Total pension contributions
Proceeds from the sale of property, plant and equipment
Manufacturing Cash Flow Before Pension Contributions—Non-GAAP
2017
$ 947
(423)
—
358
7
$ 889
2016
$ 988
(446)
(29)
50
10
$ 573
Textron 2017 Annual Report 7
8 Textron 2017 Annual Report
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
[ x ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 30, 2017
or
For the transition period from to .
Commission File Number 1-5480
Textron Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization)
05-0315468
(I.R.S. Employer Identification No.)
40 Westminster Street, Providence, RI
(Address of principal executive offices)
02903
(Zip code)
Registrant’s Telephone Number, Including Area Code: (401) 421-2800
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Common Stock — par value $0.125
Name of Each Exchange on Which Registered
New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ✓ No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No ✓
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes ✓ No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File
required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). Yes ✓ No____
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ✓ ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company,
or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging
growth company” in Rule 12b-2 of the Exchange Act (Check one):
Large accelerated filer [ ✓ ]
Accelerated filer [ ]
Non-accelerated filer [ ]
(do not check if smaller reporting company)
Smaller reporting company [ ]
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with
any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No ✓
The aggregate market value of the registrant’s Common Stock held by non-affiliates at July 1, 2017 was approximately $12.5 billion based on the
New York Stock Exchange closing price for such shares on that date. The registrant has no non-voting common equity.
At February 3, 2018, 261,771,970 shares of Common Stock were outstanding.
Documents Incorporated by Reference
Part III of this Report incorporates information from certain portions of the registrant’s Definitive Proxy Statement for its Annual Meeting of
Shareholders to be held on April 25, 2018.
Textron 2017 Annual Report 1
Textron Inc.
Index to Annual Report on Form 10-K
For the Fiscal Year Ended December 30, 2017
PART I
Item 1.
Business
Item 1A.
Risk Factors
Item 1B.
Unresolved Staff Comments
Item 2.
Properties
Item 3.
Legal Proceedings
Item 4.
Mine Safety Disclosures
PART II
Item 5.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities
Item 6.
Selected Financial Data
Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 7A.
Quantitative and Qualitative Disclosures About Market Risk
Item 8.
Financial Statements and Supplementary Data
Item 9.
Changes In and Disagreements With Accountants on Accounting and Financial Disclosure
Item 9A.
Controls and Procedures
PART III
Item 10.
Directors, Executive Officers and Corporate Governance
Item 11.
Executive Compensation
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
Item 13.
Certain Relationships and Related Transactions and Director Independence
Item 14.
Principal Accountant Fees and Services
PART IV
Item 15.
Exhibits and Financial Statement Schedules
Item 16.
Form 10-K Summary
Signatures
Page
3
10
15
15
16
16
16
18
19
34
36
71
71
73
73
73
73
73
74
77
78
2 Textron 2017 Annual Report
2
PART I
Item 1. Business
Textron Inc. is a multi-industry company that leverages its global network of aircraft, defense, industrial and finance businesses to
provide customers with innovative products and services around the world. We have approximately 37,000 employees worldwide.
Textron Inc. was founded in 1923 and reincorporated in Delaware on July 31, 1967. Unless otherwise indicated, references to
“Textron Inc.,” the “Company,” “we,” “our” and “us” in this Annual Report on Form 10-K refer to Textron Inc. and its consolidated
subsidiaries.
We conduct our business through five operating segments: Textron Aviation, Bell, Textron Systems and Industrial, which represent
our manufacturing businesses, and Finance, which represents our finance business. A description of the business of each of our
segments is set forth below. Our business segments include operations that are unincorporated divisions of Textron Inc. and others
that are separately incorporated subsidiaries. Financial information by business segment and geographic area appears in Note 16 to
the Consolidated Financial Statements on pages 67 through 68 of this Annual Report on Form 10-K. The following description of
our business should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of
Operations” on pages 19 through 34 of this Annual Report on Form 10-K. Information included in this Annual Report on Form 10-
K refers to our continuing businesses unless otherwise indicated.
Textron Aviation Segment
Textron Aviation is a leader in general aviation. Textron Aviation manufactures, sells and services Beechcraft and Cessna aircraft,
and services the Hawker brand of business jets. The segment has two principal product lines: aircraft and aftermarket. Aircraft
includes sales of business jets, turboprop aircraft, piston engine aircraft, and military trainer and defense aircraft. Aftermarket
includes commercial parts sales, and maintenance, inspection and repair services. Revenues in the Textron Aviation segment
accounted for 33%, 36% and 36% of our total revenues in 2017, 2016 and 2015, respectively. Revenues for Textron Aviation’s
principal lines of business were as follows:
(In millions)
Aircraft
Aftermarket
Total revenues
2017
3,112 $
1,574
4,686 $
2016
3,412 $
1,509
4,921 $
2015
3,404
1,418
4,822
$
$
The family of jets currently produced by Textron Aviation includes the Citation M2, Citation CJ3+, Citation CJ4, Citation XLS+,
Citation Latitude, Citation Sovereign+, and the Citation X+, the fastest civilian jet in the world. In addition, the new Citation
Longitude, a super-midsize jet which achieved first flight in October 2016, is expected to enter into service in early 2018. Textron
Aviation is also continuing the development of the Citation Hemisphere, a large-cabin jet.
Textron Aviation’s turboprop aircraft include the Beechcraft King Air C90GTx, King Air 250, King Air 350ER and King Air 350i,
and the Cessna Caravan and Grand Caravan EX. The Cessna Denali, a high-performance single engine turboprop aircraft, is expected
to achieve its first flight in 2018. In addition, Textron Aviation recently announced the Cessna Skycourier, a twin-engine, high-
wing, large-utility turboprop aircraft, which is targeted for first flight in 2019. Textron Aviation’s piston engine aircraft include the
Beechcraft Baron and Bonanza, and the Cessna Skyhawk, Skylane, and the Turbo Stationair.
Textron Aviation also offers the T-6 trainer, which is used to train pilots from more than 20 countries, the AT-6 light attack military
aircraft, and the Scorpion. The Scorpion is a highly affordable, multi-mission aircraft designed primarily for the tactical military jet
aviation market. This aircraft is not yet in production, pending customer orders.
In support of its family of aircraft, Textron Aviation operates a global network of 18 service centers, two of which are co-located
with Bell Helicopter, along with more than 350 authorized independent service centers located throughout the world. Textron
Aviation-owned service centers provide customers with 24-hour service and maintenance. Textron Aviation also provides its
customers with around-the-clock parts support and offers a mobile support program with over 60 mobile service units and several
dedicated support aircraft. In addition, Able Aerospace Services, Inc., a subsidiary of Textron Aviation, also provides component
and maintenance, repair and overhaul services in support of commercial and military fixed- and rotor-wing aircraft.
Textron 2017 Annual Report 3
3
Textron Aviation markets its products worldwide through its own sales force, as well as through a network of authorized independent
sales representatives. Textron Aviation has several competitors domestically and internationally in various market segments. Textron
Aviation’s aircraft compete with other aircraft that vary in size, speed, range, capacity and handling characteristics on the basis of
price, product quality and reliability, direct operating costs, product support and reputation.
Bell Segment
Bell Helicopter is one of the leading suppliers of military and commercial helicopters, tiltrotor aircraft, and related spare parts and
services in the world. Revenues for Bell accounted for 23%, 23% and 26% of our total revenues in 2017, 2016 and 2015, respectively.
Revenues by Bell’s principal lines of business were as follows:
(In millions)
Military:
V-22 Program
Other Military
Commercial
Total revenues
2017
2016
2015
$
$
1,129 $
947
1,241
3,317 $
1,151 $
936
1,152
3,239 $
1,194
839
1,421
3,454
Bell supplies advanced military helicopters and support to the U.S. Government and to military customers outside the United States.
Bell’s primary U.S. Government programs are the V-22 tiltrotor aircraft and the H-1 helicopters. Bell is one of the leading suppliers
of helicopters to the U.S. Government and, in association with The Boeing Company (Boeing), the only supplier of military tiltrotor
aircraft. Tiltrotor aircraft are designed to provide the benefits of both helicopters and fixed-wing aircraft. Through its strategic
alliance with Boeing, Bell produces and supports the V-22 tiltrotor aircraft for the U.S. Department of Defense (DoD), and also for
Japan under the U.S. Government-sponsored foreign military sales program. The H-1 helicopter program includes a utility model,
the UH-1Y, and an advanced attack model, the AH-1Z, which have 84% parts commonality between them. While the U.S. Marine
Corps is the primary customer for H-1 helicopters, we also sell H-1 helicopters under the U.S. Government-sponsored foreign
military sales program.
Bell is developing the V-280 Valor, a next generation vertical lift aircraft as part of the Joint Multi Role Technology Demonstrator
(JMR-TD) initiative. The JMR-TD program is the science and technology precursor to the Department of Defense's Future Vertical
Lift program. Aircraft designed through this initiative will compete to replace thousands of aging utility and attack helicopters for
the U.S. Armed Forces over the next decade. The V-280 achieved its first flight in December 2017.
Through its commercial business, Bell is a leading supplier of commercially certified helicopters and support to corporate, offshore
petroleum exploration and development, utility, charter, police, fire, rescue and emergency medical helicopter operators, and foreign
governments. Bell produces a variety of commercial aircraft types, including light single- and twin-engine helicopters and medium
twin-engine helicopters, along with other related products. The helicopters currently offered by Bell for commercial applications
include the 407GXP, 412EP, 412EPI, 429, 429WLG, 505 Jet Ranger X and Huey II. In addition, the 525 Relentless, Bell’s first
super medium commercial helicopter, is expected to achieve certification in 2019.
For both its military programs and its commercial products, Bell provides post-sale support and service for an installed base of
approximately 13,000 helicopters through a network of five Bell-operated service centers, four global parts distribution centers and
over 100 independent service centers located in 35 countries. Collectively, these service sites offer a complete range of logistics
support, including parts, support equipment, technical data, training devices, pilot and maintenance training, component repair and
overhaul, engine repair and overhaul, aircraft modifications, aircraft customizing, accessory manufacturing, contractor maintenance,
field service and product support engineering.
Bell competes against a number of competitors throughout the world for its helicopter business and its parts and support business.
Competition is based primarily on price, product quality and reliability, product support, performance and reputation.
4 Textron 2017 Annual Report
4
Textron Systems Segment
Textron Systems’ product lines consist of unmanned systems, marine and land systems, and simulation, training and other defense
and aviation mission support products and services. Textron Systems is a supplier to the defense, aerospace and general aviation
markets, and represents 13%, 13% and 11% of our total revenues in 2017, 2016 and 2015, respectively. This segment sells its
products to U.S. Government customers and to customers outside the U.S. through foreign military sales sponsored by the U.S.
Government and directly through commercial sales channels. Textron Systems competes on the basis of technology, contract
performance, price, product quality and reliability, product support and reputation. Revenues by Textron Systems’ product lines
were as follows:
(In millions)
Unmanned Systems
Marine and Land Systems
Simulation, Training and Other
Total revenues
2017
714 $
470
656
1,840 $
2016
763 $
294
699
1,756 $
2015
686
188
646
1,520
$
$
Unmanned Systems
Our Unmanned Systems product line includes the offerings of the Unmanned Systems and Support Solutions businesses. The
Unmanned Systems business has designed, manufactured and fielded combat-proven unmanned aircraft systems for more than 25
years. This business’s products include the U.S. Army’s premier tactical unmanned aircraft system, the Shadow, which has surpassed
one million flight hours since its introduction, and the Aerosonde Small Unmanned Aircraft System, a multi-mission capable
unmanned aircraft system that has amassed more than 200,000 flight hours in commercial and military operations around the world.
In addition, its unmanned aircraft and interoperable command and control technologies provide critical situational awareness and
actionable intelligence for users worldwide. Our Support Solutions business provides logistical support for various unmanned
systems as well as training and supply chain services to government and commercial customers worldwide.
Marine and Land Systems
Our Marine and Land Systems product line includes advanced marine craft, armored vehicles, turrets and related subsystems, in
service with U.S. and international militaries, special operations forces, police forces and civilian entities. Marine and Land Systems’
primary U.S. Government program is for the development and production of the U.S. Navy’s next generation Landing Craft Air
Cushion as part of the Ship-to-Shore Connector program.
Simulation, Training and Other
Our Simulation, Training and Other product line includes products and services from five businesses: TRU Simulation + Training,
Textron Airborne Solutions, Electronic Systems, Lycoming, and Weapons and Sensors.
TRU Simulation + Training designs, develops, manufactures, installs, and provides maintenance of advanced flight training
courseware and devices, including full flight simulators, for both rotary- and fixed-wing aircraft for commercial airlines, aircraft
original equipment manufacturers (OEMs), flight training centers and training organizations worldwide. Through its training centers,
TRU Simulation + Training provides initial type-rating and recurrency training for pilots, as well as maintenance training in its
Aviation Maintenance Training Academy. Textron Airborne Solutions, which includes Airborne Tactical Advantage Company,
focuses on live military air-to-air and air-to-ship training and support services for U.S. Navy, Marine and Air Force pilots. Electronic
Systems provides high technology test equipment, electronic warfare test and training solutions and intelligence software solutions
for U.S. and international defense, intelligence and law enforcement communities.
Lycoming specializes in the engineering, manufacture, service and support of piston aircraft engines for the general aviation and
remotely piloted aircraft markets. Weapons and Sensors offers advanced precision guided weapons systems, airborne and ground-
based sensors and surveillance systems, and protection systems for the defense and aerospace industries.
Textron 2017 Annual Report 5
5
Industrial Segment
Our Industrial segment designs and manufactures a variety of products within three principal product lines. Industrial segment
revenues, which represented 30%, 28% and 26% of our total revenues in 2017, 2016 and 2015, respectively, were as follows:
(In millions)
Fuel Systems and Functional Components
Specialized Vehicles
Tools and Test Equipment
Total revenues
2017
2,330 $
1,486
470
4,286 $
2016
2,273 $
1,080
441
3,794 $
2015
2,078
1,021
445
3,544
$
$
Fuel Systems and Functional Components
Our Fuel Systems and Functional Components product line is produced by our Kautex business unit which is headquartered in Bonn,
Germany and operates over 30 plants in 14 countries. Kautex is a leading developer and manufacturer of blow-molded plastic fuel
systems for cars, light trucks and all-terrain vehicles. Kautex also develops and manufactures clear-vision systems for automobiles
and selective catalytic reduction systems used to reduce emissions from diesel engines, as well as plastic bottles and containers for
medical, household, agricultural, laboratory and industrial uses. Additionally, Kautex operates a business that produces cast iron
engine camshafts, crankshafts and other engine components. Kautex serves the global automobile market, with operating facilities
near its major customers around the world.
Our automotive products have several major competitors worldwide, some of which are affiliated with the OEMs that comprise our
targeted customer base. Competition typically is based on a number of factors including price, technology, environmental
performance, product quality and reliability, prior experience and available manufacturing capacity.
Specialized Vehicles
Our Specialized Vehicles product line includes products sold by the Textron Specialized Vehicles businesses under the E-Z-GO,
Textron Off Road, Arctic Cat, TUG Technologies, Douglas Equipment, Premier, Safeaero, Ransomes, Jacobsen, Cushman and Dixie
Chopper brands. These businesses design, manufacture and sell golf cars, off-road utility vehicles, recreational side-by-side and all-
terrain vehicles, snowmobiles, light transportation vehicles, aviation ground support equipment and professional turf-maintenance
equipment, as well as specialized turf-care vehicles. See Note 2 to the Consolidated Financial Statements for additional information
regarding the acquisition of Arctic Cat that we completed on March 6, 2017.
These businesses have a diversified customer base that includes golf courses and resorts, government agencies and municipalities,
consumers, outdoor enthusiasts, and commercial and industrial users such as factories, warehouses, airports, planned communities,
hunting preserves, educational and corporate campuses, sporting venues, municipalities and landscaping professionals. Sales are
made through a combination of factory direct resources and a network of independent distributors and dealers worldwide. We have
two major competitors for both golf cars and professional turf-maintenance equipment, and several competitors for off-road utility
vehicles, recreational all-terrain and light transportation vehicles, side-by-sides and snowmobiles, aviation ground support
equipment, and specialized turf-care products. Competition is based primarily on price, product quality and reliability, product
features, product support and reputation.
Tools and Test Equipment
The Tools and Test Equipment product line includes products sold by businesses that design and manufacture powered equipment,
electrical test and measurement instruments, mechanical and hydraulic tools, cable connectors, fiber optic assemblies, underground
and aerial transmission and distribution products and power utility products. This product line encompasses the Greenlee, Greenlee
Communications, Greenlee Utility, HD Electric, Klauke, Sherman+Reilly and Endura businesses and brands. Their products are
used principally in the construction, maintenance, telecommunications, data communications, electrical, utility and plumbing
industries, and are distributed through a global network of sales representatives and distributors, as well as through direct sales to
home improvement retailers and OEMs. The businesses have plant operations in five countries with almost half of their combined
revenues coming from outside the United States. These businesses face competition from numerous manufacturers based primarily
on price, delivery lead time, product quality and reliability.
Finance Segment
Our Finance segment, or the Finance group, is a commercial finance business that consists of Textron Financial Corporation (TFC)
and its consolidated subsidiaries. The Finance segment provides financing primarily to purchasers of new and pre-owned Textron
Aviation aircraft and Bell helicopters. A substantial number of the new originations in our finance receivable portfolio are cross-
border transactions for aircraft sold outside of the U.S. Finance receivables originated in the U.S. are primarily for purchasers who
had difficulty in accessing other sources of financing for the purchase of Textron-manufactured products. In 2017, 2016 and 2015,
our Finance group paid our Manufacturing group $174 million, $173 million and $194 million, respectively, related to the sale of
Textron-manufactured products to third parties that were financed by the Finance group.
6 Textron 2017 Annual Report
6
The commercial finance business traditionally is extremely competitive. Our Finance segment is subject to competition from various
types of financing institutions, including banks, leasing companies, commercial finance companies and finance operations of
equipment vendors. Competition within the commercial finance industry primarily is focused on price, term, structure and service.
Our Finance segment’s largest business risk is the collectability of its finance receivable portfolio. See “Finance Portfolio Quality”
in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” on page 28 for information about the
Finance segment’s credit performance.
Backlog
Our backlog at the end of 2017 and 2016 is summarized below:
(In millions)
Bell
Textron Systems
Textron Aviation
Total backlog
December 30,
2017
December 31,
2016
5,360
1,841
1,041
8,242
4,598 $
1,406
1,180
7,184 $
$
$
Approximately 38% of our total backlog at December 30, 2017 represents orders that are not expected to be filled in 2018.
Backlog with the U.S. Government represented 58% of our total backlog at December 30, 2017 and excluded amounts where funding
has not been formally appropriated. At December 30, 2017 and December 31, 2016, Bell’s backlog included $1.6 billion and $1.7
billion, respectively, related to a multi-year contract with the U.S. Government for the purchase of V-22 tiltrotor aircraft.
For information regarding the impact of the new revenue recognition accounting standard on backlog, see Note 1 to the Consolidated
Financial Statements on page 48 of this Annual Report on Form 10-K.
U.S. Government Contracts
In 2017, approximately 22% of our consolidated revenues were generated by or resulted from contracts with the U.S. Government,
excluding those contracts under the U.S. Government-sponsored foreign military sales program. This business is subject to
competition, changes in procurement policies and regulations, the continuing availability of funding, which is dependent upon
congressional appropriations, national and international priorities for defense spending, world events, and the size and timing of
programs in which we may participate.
Our contracts with the U.S. Government generally may be terminated by the U.S. Government for convenience or if we default in
whole or in part by failing to perform under the terms of the applicable contract. If the U.S. Government terminates a contract for
convenience, we normally will be entitled to payment for the cost of contract work performed before the effective date of termination,
including, if applicable, reasonable profit on such work, as well as reasonable termination costs. If, however, the U.S. Government
terminates a contract for default, generally: (a) we will be paid the contract price for completed supplies delivered and accepted and
services rendered, an agreed-upon amount for manufacturing materials delivered and accepted and for the protection and preservation
of property, and an amount for partially completed products accepted by the U.S. Government; (b) the U.S. Government may not be
liable for our costs with respect to unaccepted items and may be entitled to repayment of advance payments and progress payments
related to the terminated portions of the contract; (c) the U.S. Government may not be liable for assets we own and utilize to provide
services under the “fee-for-service” contracts; and (d) we may be liable for excess costs incurred by the U.S. Government in
procuring undelivered items from another source.
Research and Development
Information regarding our research and development expenditures is contained in Note 1 to the Consolidated Financial Statements
on page 47 of this Annual Report on Form 10-K.
Patents and Trademarks
We own, or are licensed under, numerous patents throughout the world relating to products, services and methods of manufacturing.
Patents developed while under contract with the U.S. Government may be subject to use by the U.S. Government. We also own or
license active trademark registrations and pending trademark applications in the U.S. and in various foreign countries or regions, as
well as trade names and service marks. While our intellectual property rights in the aggregate are important to the operation of our
business, we do not believe that any existing patent, license, trademark or other intellectual property right is of such importance that
its loss or termination would have a material adverse effect on our business taken as a whole. Some of these trademarks, trade names
and service marks are used in this Annual Report on Form 10-K and other reports, including: A-2PATS; Able Aerospace Services;
Able Preferred; Aeronautical Accessories; AAI; acAlert; Aerosonde; AirScout; Alterra; AH-1Z; Ambush; Arctic Cat; Ascent;
Textron 2017 Annual Report 7
7
AVCOAT; Baron; BattleHawk; Bearcat; Beechcraft; Beechcraft T-6; Bell; Bell Helicopter; Bell 505; BENDWORKS; BlackWorks
McCauley; Bonanza; Cadillac Gage; CAP; Caravan; Caravan Amphibian; Caravan 675; Cessna; Cessna 350; Cessna 400; Cessna
SkyCourier; Cessna Turbo Skylane JT-A; Cessna Turbo Skyhawk JT-A; Citation; CITATION ALPINE EDITION; Citation
Encore+; Citation Latitude; Citation Longitude; Citation M2; Citation Sovereign; Citation X; Citation X+; Citation XLS+; CJ1+;
CJ2+; CJ3; CJ3+; CJ4; Clairity; CLAW; CLEARTEST; Commando; Cushman; Customer Advantage Plans; CUSV; DataScout;
Denali; Dixie Chopper; Dixie Chopper Stryker; Double Vision; Duct Dawg; Eclipse; El Tigre; ENFORCER; E-Z-GO; E-Z-GO
EXPRESS; FAST-N-LATCH; FASTRAP; Firecat; Firefly; FOREVER WARRANTY; Fury; G3 Tugger; GatorEye; Gator Grips;
GLOBAL MISSION SUPPORT; Gorilla; Grand Caravan; Greenlee; H-1; HAULER; HDE; Hawker; Hemisphere; Huey; Huey II;
iCommand; iPress; IE2; Instinct; Integrated Command Suite; INTELLIBRAKE; INTELLI-CRIMP; Jacobsen; Jacobsen HoverKing;
Jet Ranger X; Kautex; King Air; King Air C90GTx; King Air 250; King Air 350; Kiowa Warrior; Klauke; LF; LOOKOUT;
Lycoming; Lynx; M1117 ASV; MADE FOR THE TRADE; McCauley; Mechtronix; MicroObserver; Millenworks; Mission Critical
Support (MCS); MISSIONLINK; Motorfist; MudPro; Mustang; Next Generation Carbon Canister; Next Generation Fuel System;
NGCC; NGFS; NightWarden; Odyssey; ONSLAUGHT; Overwatch; Pantera; PDCue; Power Advantage; Premier; Pro-Fit;
ProFlight; ProParts; ProPropeller; Prowler; Ransomes; REALCue; REALFeel; Recoil; Relentless; ROCONNECT; RT2; RXV;
SABER; Safeaero; Safe-Zone; Scorpion; Shadow; Shadow Knight; Shadow Master; Sherman+Reilly; Skyhawk; Skyhawk SP;
Skylane; SkyPLUS; Sno Pro; SnoCross; Sovereign; Speed Punch; Speedrack; Spider; Stampede; Stationair; ST 4X4; Super
Cargomaster; Super Medium; SuperCobra; SYMTX; Synturian; TDCue; Team Arctic; Textron; Textron Airborne Solutions; Textron
Aviation; Textron Defense Systems; Textron Financial Corporation; Textron GSE; Textron Marine & Land Systems; Textron Off
Road; Textron Systems; Thundercat; TI-Metal; TRUESET; TRU Simulation + Training; TRUCKSTER; TTx; TUG; Turbo Skylane;
Turbo Stationair; TRV; UH-1Y; Under Dawg; V-Watch; VALOR; Value-Driven MRO Solutions; V-22 Osprey; V-247; V-280;
Watchman; Wildcat; Wolverine; ZR; 2FIVE; 206; 407; 407GT; 407GX; 412; 429; 505; 525 and 525 Relentless. These marks and
their related trademark designs and logotypes (and variations of the foregoing) are trademarks, trade names or service marks of
Textron Inc., its subsidiaries, affiliates or joint ventures.
Environmental Considerations
Our operations are subject to numerous laws and regulations designed to protect the environment. Compliance with these laws and
expenditures for environmental control facilities has not had a material effect on our capital expenditures, earnings or competitive
position. Additional information regarding environmental matters is contained in Note 14 to the Consolidated Financial Statements
on page 66 of this Annual Report on Form 10-K.
We do not believe that existing or pending climate change legislation, regulation, or international treaties or accords are reasonably
likely to have a material effect in the foreseeable future on our business or markets nor on our results of operations, capital
expenditures or financial position. We will continue to monitor emerging developments in this area.
Employees
At December 30, 2017, we had approximately 37,000 employees.
Executive Officers of the Registrant
The following table sets forth certain information concerning our executive officers as of February 15, 2018.
Name
Scott C. Donnelly
Frank T. Connor
Julie G. Duffy
E. Robert Lupone
Age
56
58
52
58
Current Position with Textron Inc.
Chairman, President and Chief Executive Officer
Executive Vice President and Chief Financial Officer
Executive Vice President, Human Resources
Executive Vice President, General Counsel, Secretary and Chief Compliance Officer
Mr. Donnelly joined Textron in June 2008 as Executive Vice President and Chief Operating Officer and was promoted to President
and Chief Operating Officer in January 2009. He was appointed to the Board of Directors in October 2009 and became Chief
Executive Officer of Textron in December 2009, at which time the Chief Operating Officer position was eliminated. In July 2010,
Mr. Donnelly was appointed Chairman of the Board of Directors effective September 1, 2010. Previously, Mr. Donnelly was the
President and CEO of General Electric Company's Aviation business unit, a position he had held since July 2005. GE’s Aviation
business unit is a leading maker of commercial and military jet engines and components, as well as integrated digital, electric power
and mechanical systems for aircraft. Prior to July 2005, Mr. Donnelly served as Senior Vice President of GE Global Research, one
of the world’s largest and most diversified industrial research organizations with facilities in the U.S., India, China and Germany
and held various other management positions since joining General Electric in 1989.
8 Textron 2017 Annual Report
8
Mr. Connor joined Textron in August 2009 as Executive Vice President and Chief Financial Officer. Previously, Mr. Connor was
head of Telecom Investment Banking at Goldman, Sachs & Co. from 2003 to 2008. Prior to that position, he served as Chief
Operating Officer of Telecom, Technology and Media Investment Banking at Goldman, Sachs & Co. from 1998 to 2003. Mr. Connor
joined the Corporate Finance Department of Goldman, Sachs & Co. in 1986 and became a Vice President in 1990 and a Managing
Director in 1996.
Ms. Duffy was named Executive Vice President, Human Resources in July 2017. Ms. Duffy joined Textron in 1997 as a member
of the corporate legal team and has since held positions of increasing responsibility within the Company’s legal function, most
recently serving as Vice President and Deputy General Counsel-Litigation, a position she had held since 2011. In that role she was
responsible for managing the corporate litigation staff with primary oversight of litigation throughout Textron. She has also played
an active role in developing, implementing and standardizing human resources policies across the Company and served as the senior
legal advisor on employment and benefits issues.
Mr. Lupone joined Textron in February 2012 as Executive Vice President, General Counsel, Secretary and Chief Compliance Officer.
Previously, he was senior vice president and general counsel of Siemens Corporation (U.S.) since 1999 and general counsel of
Siemens AG for the Americas since 2008. Prior to joining Siemens in 1992, Mr. Lupone was vice president and general counsel of
Price Communications Corporation.
Available Information
We make available free of charge on our Internet Web site (www.textron.com) our Annual Report on Form 10-K, Quarterly Reports
on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d)
of the Securities Exchange Act of 1934 as soon as reasonably practicable after we electronically file such material with, or furnish
it to, the Securities and Exchange Commission.
Forward-Looking Information
Certain statements in this Annual Report on Form 10-K and other oral and written statements made by us from time to time are
“forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking
statements, which may describe strategies, goals, outlook or other non-historical matters, or project revenues, income, returns or
other financial measures, often include words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “guidance,”
“project,” “target,” “potential,” “will,” “should,” “could,” “likely” or “may” and similar expressions intended to identify forward-
looking statements. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors
that may cause our actual results to differ materially from those expressed or implied by such forward-looking statements. Given
these uncertainties, you should not place undue reliance on these forward-looking statements. Forward-looking statements speak
only as of the date on which they are made, and we undertake no obligation to update or revise any forward-looking statements. In
addition to those factors described herein under “Risk Factors,” among the factors that could cause actual results to differ materially
from past and projected future results are the following:
Interruptions in the U.S. Government’s ability to fund its activities and/or pay its obligations;
•
• Changing priorities or reductions in the U.S. Government defense budget, including those related to military operations in
foreign countries;
• Our ability to perform as anticipated and to control costs under contracts with the U.S. Government;
• The U.S. Government’s ability to unilaterally modify or terminate its contracts with us for the U.S. Government’s
convenience or for our failure to perform, to change applicable procurement and accounting policies, or, under certain
circumstances, to withhold payment or suspend or debar us as a contractor eligible to receive future contract awards;
• Changes in foreign military funding priorities or budget constraints and determinations, or changes in government
regulations or policies on the export and import of military and commercial products;
• Volatility in the global economy or changes in worldwide political conditions that adversely impact demand for our
products;
• Volatility in interest rates or foreign exchange rates;
• Risks related to our international business, including establishing and maintaining facilities in locations around the world
and relying on joint venture partners, subcontractors, suppliers, representatives, consultants and other business partners in
connection with international business, including in emerging market countries;
• Our Finance segment’s ability to maintain portfolio credit quality or to realize full value of receivables;
• Performance issues with key suppliers or subcontractors;
• Legislative or regulatory actions, both domestic and foreign, impacting our operations or demand for our products;
• Our ability to control costs and successfully implement various cost-reduction activities;
• The efficacy of research and development investments to develop new products or unanticipated expenses in connection
with the launching of significant new products or programs;
Textron 2017 Annual Report 9
9
• The timing of our new product launches or certifications of our new aircraft products;
• Our ability to keep pace with our competitors in the introduction of new products and upgrades with features and
technologies desired by our customers;
• Pension plan assumptions and future contributions;
• Demand softness or volatility in the markets in which we do business;
• Cybersecurity threats, including the potential misappropriation of assets or sensitive information, corruption of data or
operational disruption;
• Difficulty or unanticipated expenses in connection with integrating acquired businesses;
• The risk that acquisitions do not perform as planned, including, for example, the risk that acquired businesses will not
achieve revenues and profit projections; and
• The impact of changes in tax legislation (including the recently enacted Tax Cuts and Jobs Act).
Item 1A. Risk Factors
Our business, financial condition and results of operations are subject to various risks, including those discussed below, which may
affect the value of our securities. The risks discussed below are those that we believe currently are the most significant to our
business.
We have customer concentration with the U.S. Government; reduction in U.S. Government defense spending may adversely affect
our results of operations and financial condition.
During 2017, we derived approximately 22% of our revenues from sales to a variety of U.S. Government entities. Our revenues
from the U.S. Government largely result from contracts awarded to us under various U.S. Government defense-related programs.
The funding of these programs is subject to congressional appropriation decisions and the U.S. Government budget process which
includes enacting relevant legislation, such as appropriations bills and accords on the debt ceiling. Although multiple-year contracts
may be planned in connection with major procurements, Congress generally appropriates funds on a fiscal year basis even though a
program may continue for several years. Consequently, programs often are only partially funded initially, and additional funds are
committed only as Congress makes further appropriations. Further uncertainty with respect to ongoing programs could also result
in the event that the U.S. Government finances its operations through temporary funding measures such as “continuing resolutions”
rather than full-year appropriations. If we incur costs in advance or in excess of funds committed on a contract, we are at risk for
non-reimbursement of those costs until additional funds are appropriated. The reduction, termination or delay in the timing of
funding for U.S. Government programs for which we currently provide or propose to provide products or services may result in a
loss of anticipated future revenues that could materially and adversely impact our results of operations and financial condition.
Significant changes in national and international policies or priorities for defense spending could impact the funding, or the timing
of funding, of our programs, which could negatively impact our results of operations and financial condition.
Under the Budget Control Act of 2011, the U.S. Government committed to significantly reduce the federal deficit over ten years. As
a result, long-term funding for various programs in which we participate, as well as future purchasing decisions by our U.S.
Government customers, could be reduced, delayed or cancelled. In addition, these cuts could adversely affect the viability of the
suppliers and subcontractors under our programs. There are many variables in how these budget cuts could be implemented that
make it difficult to determine specific impacts; however, we expect that sequestration, as currently provided for under the Budget
Control Act, would result in lower revenues, profits and cash flows for our company. Such circumstances may also result in an
impairment of our goodwill and intangible assets. Because our U.S. Government contracts generally require us to continue to
perform even if the U.S. Government is unable to make timely payments; if, for example, the debt ceiling is not raised, and, as a
result, our customer does not pay us on a timely basis, we may need to finance our continued performance of the impacted contracts
from our other resources on an interim basis. An extended delay in the timely payment by the U.S. Government could result in a
material adverse effect on our cash flows, results of operations and financial condition.
U.S. Government contracts may be terminated at any time and may contain other unfavorable provisions.
The U.S. Government typically can terminate or modify any of its contracts with us either for its convenience or if we default by
failing to perform under the terms of the applicable contract. In the event of termination for the U.S. Government’s convenience,
contractors are generally protected by provisions covering reimbursement for costs incurred on the contracts and profit on those
costs but not the anticipated profit that would have been earned had the contract been completed. A termination arising out of our
default for failure to perform could expose us to liability, including but not limited to, all costs incurred under the contract plus
potential liability for re-procurement costs in excess of the total original contract amount, less the value of work performed and
accepted by the customer under the contract. Such an event could also have an adverse effect on our ability to compete for future
contracts and orders. If any of our contracts are terminated by the U.S. Government whether for convenience or default, our backlog
and anticipated revenues would be reduced by the expected value of the remaining work under such contracts. We also enter into
“fee for service” contracts with the U.S. Government where we retain ownership of, and consequently the risk of loss on, aircraft
10 Textron 2017 Annual Report
10
and equipment supplied to perform under these contracts. Termination of these contracts could materially and adversely impact our
results of operations. On contracts for which we are teamed with others and are not the prime contractor, the U.S. Government could
terminate a prime contract under which we are a subcontractor, irrespective of the quality of our products and services as a
subcontractor. In addition, in the event that the U.S. Government is unable to make timely payments, failure to continue contract
performance places the contractor at risk of termination for default. Any such event could result in a material adverse effect on our
cash flows, results of operations and financial condition.
As a U.S. Government contractor, we are subject to procurement rules and regulations.
We must comply with and are affected by laws and regulations relating to the formation, administration and performance of U.S.
Government contracts. These laws and regulations, among other things, require certification and disclosure of all cost and pricing
data in connection with contract negotiation, define allowable and unallowable costs and otherwise govern our right to
reimbursement under certain cost-based U.S. Government contracts, and safeguard and restrict the use and dissemination of
classified information, covered defense information, and the exportation of certain products and technical data. New laws, regulations
or procurement requirements or changes to current ones (including, for example, regulations related to cybersecurity) can
significantly increase our costs and risks and reduce our profitability. Our failure to comply with procurement regulations and
requirements could allow the U.S. Government to suspend or debar us from receiving new contracts for a period of time, reduce the
value of existing contracts, issue modifications to a contract, withhold cash on contract payments, and control and potentially prohibit
the export of our products, services and associated materials, any of which could negatively impact our results of operations, financial
condition or liquidity. A number of our U.S. Government contracts contain provisions that require us to make disclosure to the
Inspector General of the agency that is our customer if we have credible evidence that we have violated U.S. criminal laws involving
fraud, conflict of interest, or bribery; the U.S. civil False Claims Act; or received a significant overpayment under a U.S. Government
contract. Failure to properly and timely make disclosures under these provisions may result in a termination for default or cause,
suspension and/or debarment, and potential fines.
As a U.S. Government contractor, our businesses and systems are subject to audit and review by the Defense Contract Audit
Agency (DCAA) and the Defense Contract Management Agency (DCMA).
We operate in a highly regulated environment and are routinely audited and reviewed by the U.S. Government and its agencies such
as DCAA and DCMA. These agencies review our performance under contracts, our cost structure and our compliance with laws and
regulations applicable to U.S. Government contractors. The systems that are subject to review include, but are not limited to, our
accounting, estimating, material management and accounting, earned value management, purchasing and government property
systems. If an audit uncovers improper or illegal activities we may be subject to civil and criminal penalties and administrative
sanctions that may include the termination of our contracts, forfeiture of profits, suspension of payments, fines, and, under certain
circumstances, suspension or debarment from future contracts for a period of time. Whether or not illegal activities are alleged, the
U.S. Government also has the ability to decrease or withhold certain payments when it deems systems subject to its review to be
inadequate. These laws and regulations affect how we conduct business with our government customers and, in some instances,
impose added costs on our business.
The use of multi-award contracts by the U.S. Government may increase competition and pricing pressure.
The U.S. Government increasingly relies upon competitive contract award types, including indefinite-delivery, indefinite-quantity
and multi-award contracts, which have the potential to create greater competition and increased pricing pressure, as well as to
increase our cost by requiring that we submit multiple bids. In addition, multi-award contracts require that we make sustained efforts
to obtain task orders and delivery orders under the contract. Further, the competitive bidding process is costly and demands
managerial time to prepare bids and proposals for contracts that may not be awarded to us or may be split among competitors.
Our profitability and cash flow may vary depending on the mix of our government contracts and our ability to control costs.
Under fixed-price contracts, generally we receive a fixed price irrespective of the actual costs we incur, and, consequently, any costs
in excess of the fixed price are absorbed by us. Changes in underlying assumptions, circumstances or estimates used in developing
the pricing for such contracts may adversely affect our results of operations. Additionally, fixed-price contracts may require progress
payments rather than performance based payments which can delay our ability to recover a significant amount of costs incurred on
a contract and thus affect the timing of our cash flows. Fixed-price incentive-based fee arrangements provide that allowable costs
incurred are reimbursable but are subject to a cost-share which could negatively impact our profitability. Under time and materials
contracts, we are paid for labor at negotiated hourly billing rates and for certain expenses. Under cost-reimbursement contracts that
are subject to a contract-ceiling amount, we are reimbursed for allowable costs and paid a fee, which may be fixed or performance
based, however, if our costs exceed the contract ceiling or are not allowable under the provisions of the contract or applicable
regulations, we may not be able to obtain reimbursement for all such costs. Under each type of contract, if we are unable to control
costs incurred in performing under the contract, our cash flows, results of operations and financial condition could be adversely
affected. Cost overruns also may adversely affect our ability to sustain existing programs and obtain future contract awards.
Textron 2017 Annual Report 11
11
Demand for our aircraft products is cyclical and could adversely affect our financial results.
Demand for business jets, turbo props and commercial helicopters has been cyclical and difficult to forecast. Therefore, future
demand for these products could be significantly and unexpectedly less than anticipated and/or less than previous period deliveries.
Similarly, there is uncertainty as to when or whether our existing commercial backlog for aircraft products will convert to revenues
as the conversion depends on production capacity, customer needs and credit availability. Changes in economic conditions may
cause customers to request that firm orders be rescheduled or cancelled. Reduced demand for our aircraft products or delays or
cancellations of orders could result in a material adverse effect on our cash flows, results of operations and financial condition.
We may make acquisitions that increase the risks of our business.
We may enter into acquisitions in an effort to expand our business and enhance shareholder value. Acquisitions involve risks and
uncertainties that could result in our not achieving expected benefits. Such risks include difficulties in integrating newly acquired
businesses and operations in an efficient and cost-effective manner; challenges in achieving expected strategic objectives, cost
savings and other benefits; the risk that the acquired businesses’ markets do not evolve as anticipated and that the acquired
businesses’ products and technologies do not prove to be those needed to be successful in those markets; the risk that our due
diligence reviews of the acquired business do not identify or adequately assess all of the material issues which impact valuation of
the business or that may result in costs or liabilities in excess of what we anticipated; the risk that we pay a purchase price that
exceeds what the future results of operations would have merited; the risk that the acquired business may have significant internal
control deficiencies or exposure to regulatory sanctions; and the potential loss of key customers, suppliers and employees of the
acquired businesses. In addition, unanticipated delays or difficulties in effecting acquisitions may prevent the consummation of the
acquisition or divert the attention of our management and resources from our existing operations.
If our Finance segment is unable to maintain portfolio credit quality, our financial performance could be adversely affected.
A key determinant of the financial performance of our Finance segment is the quality of loans, leases and other assets in its portfolio.
Portfolio quality may be adversely affected by several factors, including finance receivable underwriting procedures, collateral value,
geographic or industry concentrations, and the effect of general economic conditions. In addition, a substantial number of the new
originations in our finance receivable portfolio are cross-border transactions for aircraft sold outside of the U.S. Cross-border
transactions present additional challenges and risks in realizing upon collateral in the event of borrower default, which may result in
difficulty or delay in collecting on the related finance receivables. If our Finance segment has difficulty successfully collecting its
finance receivable portfolio, our cash flow, results of operations and financial condition could be adversely affected.
We may need to obtain financing in the future; such financing may not be available to us on satisfactory terms, if at all.
We may periodically need to obtain financing in order to meet our debt obligations as they come due, to support our operations
and/or to make acquisitions. Our access to the debt capital markets and the cost of borrowings are affected by a number of factors
including market conditions and the strength of our credit ratings. If we cannot obtain adequate sources of credit on favorable terms,
or at all, our business, operating results, and financial condition could be adversely affected.
Failure to perform by our subcontractors or suppliers could adversely affect our performance.
We rely on other companies to provide raw materials, major components and subsystems for our products. Subcontractors also
perform services that we provide to our customers in certain circumstances. We depend on these suppliers and subcontractors to
meet our contractual obligations to our customers and conduct our operations. Our ability to meet our obligations to our customers
may be adversely affected if suppliers or subcontractors do not provide the agreed-upon supplies or perform the agreed-upon services
in compliance with customer requirements and in a timely and cost-effective manner. Likewise, the quality of our products may be
adversely impacted if companies to whom we delegate manufacture of major components or subsystems for our products, or from
whom we acquire such items, do not provide components or subsystems which meet required specifications and perform to our and
our customers’ expectations. Our suppliers may be less likely than us to be able to quickly recover from natural disasters and other
events beyond their control and may be subject to additional risks such as financial problems that limit their ability to conduct their
operations. The risk of these adverse effects may be greater in circumstances where we rely on only one or two subcontractors or
suppliers for a particular raw material, product or service. In particular, in the aircraft industry, most vendor parts are certified by the
regulatory agencies as part of the overall Type Certificate for the aircraft being produced by the manufacturer. If a vendor does not
or cannot supply its parts, then the manufacturer’s production line may be stopped until the manufacturer can design, manufacture
and certify a similar part itself or identify and certify another similar vendor’s part, resulting in significant delays in the completion
of aircraft. Such events may adversely affect our financial results, damage our reputation and relationships with our customers, and
result in regulatory actions and/or litigation.
Our business could be negatively impacted by information technology disruptions and security threats.
Our information technology (IT) and related systems are critical to the smooth operation of our business and essential to our ability
to perform day to day operations. From time to time, we update and/or replace IT systems used by our businesses. The
implementation of new systems can present temporary disruptions of business activities as existing processes are transitioned to the
new systems, resulting in productivity issues, including delays in production, shipments or other business operations. In addition,
12 Textron 2017 Annual Report
12
we outsource certain support functions, including certain global IT infrastructure services, to third-party service providers. Any
disruption of such outsourced processes or functions also could have a material adverse impact on our operations. In addition, as a
U.S. defense contractor, we face certain security threats, including threats to our IT infrastructure, unlawful attempts to gain access
to our information and threats to the physical security of our facilities and employees, as do our customers, suppliers, subcontractors
and joint venture partners. Cybersecurity threats, such as malicious software, attempts to gain unauthorized access to our
confidential, classified or otherwise proprietary information or that of our employees or customers, as well as other security breaches,
are persistent, continue to evolve and require highly skilled IT resources. While we have experienced cybersecurity attacks, we have
not suffered any material losses relating to such attacks, and we believe our threat detection and mitigation processes and procedures
are robust. Due to the evolving nature of these security threats, the possibility of future material incidents cannot be completely
mitigated. Future attacks or breach of data security, whether of our systems or the systems of our service providers or other third
parties who may have access to our data for business purposes, could disrupt our operations, cause the loss of business information
or compromise confidential information, exposing us to liability or regulatory action. Such an incident also could require significant
management attention and resources, increase costs, which may not be covered by insurance, and result in reputational damage,
potentially adversely affecting our competitiveness and our results of operations.
Developing new products and technologies entails significant risks and uncertainties.
To continue to grow our revenues and segment profit, we must successfully develop new products and technologies or modify our
existing products and technologies for our current and future markets. Our future performance depends, in part, on our ability to
identify emerging technological trends and customer requirements and to develop and maintain competitive products and services.
Delays or cost overruns in the development and acceptance of new products, or certification of new aircraft and other products, could
affect our results of operations. These delays could be caused by unanticipated technological hurdles, production changes to meet
customer demands, unanticipated difficulties in obtaining required regulatory certifications of new aircraft or other products,
coordination with joint venture partners or failure on the part of our suppliers to deliver components as agreed. We also could be
adversely affected if our research and development investments are less successful than expected or if we do not adequately protect
the intellectual property developed through these efforts. Likewise, new products and technologies could generate unanticipated
safety or other concerns resulting in expanded product liability risks, potential product recalls and other regulatory issues that could
have an adverse impact on us. Furthermore, because of the lengthy research and development cycle involved in bringing certain of
our products to market, we cannot predict the economic conditions that will exist when any new product is complete. A reduction in
capital spending in the aerospace or defense industries could have a significant effect on the demand for new products and
technologies under development, which could have an adverse effect on our financial condition and results of operations. In addition,
our investments in equipment or technology that we believe will enable us to obtain future service contracts for our U.S. Government
or other customers may not result in contracts or revenues sufficient to offset such investment. The market for our product offerings
may not develop or continue to expand as we currently anticipate. Furthermore, we cannot be sure that our competitors will not
develop competing technologies which gain superior market acceptance compared to our products. A significant failure in our new
product development efforts or the failure of our products or services to achieve market acceptance relative to our competitors’
products or services could have an adverse effect on our financial condition and results of operations.
We are subject to the risks of doing business in foreign countries.
During 2017, we derived approximately 38% of our revenues from international business, including U.S. exports, and we expect
international revenues to continue to increase. Conducting business internationally exposes us to additional risks than if we conducted
our business solely within the U.S. We maintain manufacturing facilities, service centers, supply centers and other facilities
worldwide, including in various emerging market countries. We also have entered into, and expect to continue to enter into, joint
venture arrangements in emerging market countries, some of which may require capital investment, guaranties or other
commitments. Risks related to international operations include import, export and other trade restrictions; changing U.S. and foreign
procurement policies and practices; restrictions on technology transfer; difficulties in protecting intellectual property; increasing
complexity of employment and environmental, health and safety regulations; foreign investment laws; exchange controls;
repatriation of earnings or cash settlement challenges, competition from foreign and multinational firms with home country
advantages; economic and government instability, acts of terrorism and related safety concerns. The impact of any one or more of
these or other factors could adversely affect our business, financial condition or operating results.
Additionally, some international government customers require contractors to agree to specific in-country purchases, technology
transfers, manufacturing agreements or financial support arrangements, known as offsets, as a condition for a contract award. The
contracts generally extend over several years and may include penalties if we fail to perform in accordance with the offset
requirements which are often subjective. We also are exposed to risks associated with using foreign representatives and consultants
for international sales and operations and teaming with international subcontractors and suppliers in connection with international
programs. In many foreign countries, particularly in those with developing economies, it is common to engage in business practices
that are prohibited by laws and regulations applicable to us, such as the Foreign Corrupt Practices Act. Although we maintain policies
and procedures designed to facilitate compliance with these laws, a violation of such laws by any of our international representatives,
Textron 2017 Annual Report 13
13
consultants, joint ventures, business partners, subcontractors or suppliers, even if prohibited by our policies, could have an adverse
effect on our business and reputation.
We are subject to increasing compliance risks that could adversely affect our operating results.
As a global business, we are subject to laws and regulations in the U.S. and other countries in which we operate. Our increased focus
on international sales and global operations requires importing and exporting goods and technology, some of which have military
applications subjecting them to more stringent import-export controls across international borders on a regular basis. For example,
we sometimes initially must obtain licenses and authorizations from various U.S. Government agencies before we are permitted to
sell certain of our aerospace and defense products outside the U.S. Both U.S. and foreign laws and regulations applicable to us have
been increasing in scope and complexity. For example, both U.S. and foreign governments and government agencies regulate the
aviation industry, and they may impose new regulations with additional aircraft security or other requirements or restrictions,
including, for example, restrictions and/or fees related to carbon emissions levels. Changes in environmental and climate change
laws and regulations, including laws relating to greenhouse gas emissions, could lead to the necessity for new or additional
investment in product designs or manufacturing processes and could increase environmental compliance expenditures, including
costs to defend regulatory reviews. New or changing laws and regulations or related interpretation and policies could increase our
costs of doing business, affect how we conduct our operations, adversely impact demand for our products, and/or limit our ability to
sell our products and services. Compliance with laws and regulations of increasing scope and complexity is even more challenging
in our current business environment in which reducing our operating costs is often necessary to remain competitive. In addition, a
violation of U.S. and/or foreign laws by one of our employees or business partners could subject us or our employees to civil or
criminal penalties, including material monetary fines, or other adverse actions, such as denial of import or export privileges and/or
debarment as a government contractor which could damage our reputation and have an adverse effect on our business.
We are subject to legal proceedings and other claims.
We are subject to legal proceedings and other claims arising out of the conduct of our business, including proceedings and claims
relating to commercial and financial transactions; government contracts; alleged lack of compliance with applicable laws and
regulations; production partners; product liability; patent and trademark infringement; employment disputes; and environmental,
safety and health matters. Due to the nature of our manufacturing business, we may be subject to liability claims arising from
accidents involving our products, including claims for serious personal injuries or death caused by weather or by pilot, driver or user
error. In the case of litigation matters for which reserves have not been established because the loss is not deemed probable, it is
reasonably possible that such claims could be decided against us and could require us to pay damages or make other expenditures in
amounts that are not presently estimable. In addition, we cannot be certain that our reserves are adequate and that our insurance
coverage will be sufficient to cover one or more substantial claims. Furthermore, we may not be able to obtain insurance coverage
at acceptable levels and costs in the future. Litigation is inherently unpredictable, and we could incur judgments, receive adverse
arbitration awards or enter into settlements for current or future claims that could adversely affect our financial position or our results
of operations in any particular period.
Intellectual property infringement claims of others and the inability to protect our intellectual property rights could harm our
business and our customers.
Intellectual property infringement claims may be asserted by third parties against us or our customers. Any related indemnification
payments or legal costs we may be obliged to pay on behalf of our businesses, our customers or other third parties could be costly.
In addition, we own the rights to many patents, trademarks, brand names, trade names and trade secrets that are important to our
business. The inability to enforce these intellectual property rights may have an adverse effect on our results of operations.
Additionally, our intellectual property could be at risk due to various cybersecurity threats.
Certain of our products are subject to laws regulating consumer products and could be subject to repurchase or recall as a result
of safety issues.
As a distributor of consumer products in the U.S., certain of our products also are subject to the Consumer Product Safety Act, which
empowers the U.S. Consumer Product Safety Commission (CPSC) to exclude from the market products that are found to be unsafe
or hazardous. Under certain circumstances, the CPSC could require us to repair, replace or refund the purchase price of one or more
of our products, or potentially even discontinue entire product lines, or we may voluntarily do so, but within strictures recommended
by the CPSC. The CPSC also can impose fines or penalties on a manufacturer for non-compliance with its requirements. Furthermore,
failure to timely notify the CPSC of a potential safety hazard can result in significant fines being assessed against us. Any repurchases
or recalls of our products or an imposition of fines or penalties could be costly to us and could damage the reputation or the value of
our brands. Additionally, laws regulating certain consumer products exist in some states, as well as in other countries in which we
sell our products, and more restrictive laws and regulations may be adopted in the future.
The increasing costs of certain employee and retiree benefits could adversely affect our results.
Our earnings and cash flow may be adversely impacted by the amount of income or expense we expend or record for employee
benefit plans. This is particularly true for our defined benefit pension plans, where required contributions to those plans and related
14 Textron 2017 Annual Report
14
expenses are driven by, among other things, our assumptions of the expected long-term rate of return on plan assets, the discount
rate used for future payment obligations and the rates of future cost growth. Additionally, as part of our annual evaluation of these
plans, significant changes in our assumptions, due to changes in economic, legislative and/or demographic experience or
circumstances, or changes in our actual investment returns could negatively impact the funded status of our plans requiring us to
substantially increase our pension liability with a resulting decrease in shareholders’ equity. Also, changes in pension legislation and
regulations could increase the cost associated with our defined benefit pension plans.
Our business could be adversely affected by strikes or work stoppages and other labor issues.
Approximately 7,200, or 27%, of our U.S. employees are unionized, and many of our non-U.S. employees are represented by
organized councils. As a result, we may experience work stoppages, which could negatively impact our ability to manufacture our
products on a timely basis, resulting in strain on our relationships with our customers and a loss of revenues. The presence of unions
also may limit our flexibility in responding to competitive pressures in the marketplace. In addition, the workforces of many of our
suppliers and customers are represented by labor unions. Work stoppages or strikes at the plants of our key suppliers could disrupt
our manufacturing processes; similar actions at the plants of our customers could result in delayed or canceled orders for our products.
Any of these events could adversely affect our results of operations.
Currency, raw material price and interest rate fluctuations may adversely affect our results.
We are exposed to a variety of market risks, including the effects of changes in foreign currency exchange rates, raw material prices
and interest rates. Currency variations also contribute to variations in sales of products and services in impacted jurisdictions.
Accordingly, fluctuations in foreign currency rates could adversely affect our profitability in future periods. We monitor and manage
these exposures as an integral part of our overall risk management program. In some cases, we purchase derivatives or enter into
contracts to insulate our results of operations from these fluctuations. Nevertheless, changes in currency exchange rates, raw material
prices and interest rates can have substantial adverse effects on our results of operations.
We may be unable to effectively mitigate pricing pressures.
In some markets, particularly where we deliver component products and services to OEMs, we face ongoing customer demands for
price reductions, which sometimes are contractually obligated. However, if we are unable to effectively mitigate future pricing
pressures through technological advances or by lowering our cost base through improved operating and supply chain efficiencies,
our results of operations could be adversely affected.
Unanticipated changes in our tax rates or exposure to additional income tax liabilities could affect our profitability.
We are subject to income taxes in the U.S. and various non-U.S. jurisdictions, and our domestic and international tax liabilities are
subject to the location of income among these different jurisdictions. Our effective tax rate could be adversely affected by changes
in the mix of earnings in countries with differing statutory tax rates, changes in the valuation of deferred tax assets and liabilities,
changes in the amount of earnings indefinitely reinvested offshore, changes to unrecognized tax benefits or changes in tax laws,
which could affect our profitability. In particular, the carrying value of deferred tax assets is dependent on our ability to generate
future taxable income, as well as changes to applicable statutory tax rates. In addition, the amount of income taxes we pay is subject
to audits in various jurisdictions, and a material assessment by a tax authority could affect our profitability.
The Tax Cuts and Jobs Act (the “Act”) was enacted on December 22, 2017 and significantly changed U.S. income tax law. We have
made provisional estimates of the impact of the Act on the remeasurement of our net deferred tax assets and the one-time transition
tax in 2017. However, the financial reporting effects of the Act are complex and are subject to change as guidance interpreting the
Act is issued. The effect of such guidance, as well as any additional tax reform legislation in the United States or elsewhere, could
adversely affect our effective tax rate, have a material impact on the value of our deferred tax assets or increase our future U.S. tax
expense.
Item 1B. Unresolved Staff Comments
None.
Item 2. Properties
On December 30, 2017, we operated a total of 63 plants located throughout the U.S. and 52 plants outside the U.S. We own 61
plants and lease the remainder for a total manufacturing space of approximately 24.6 million square feet. We consider the productive
capacity of the plants operated by each of our business segments to be adequate. We also own or lease offices, warehouses, training
and service centers and other space at various locations. In general, our facilities are in good condition, are considered to be adequate
for the uses to which they are being put and are substantially in regular use.
Textron 2017 Annual Report 15
15
Item 3. Legal Proceedings
As previously reported in Textron’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016, on February 7, 2012,
a lawsuit was filed in the United States Bankruptcy Court, Northern District of Ohio, Eastern Division (Akron) by Brian A. Bash,
Chapter 7 Trustee for Fair Finance Company against TFC, Fortress Credit Corp. and Fair Facility I, LLC. TFC provided a revolving
line of credit of up to $17.5 million to Fair Finance Company from 2002 through 2007. The complaint alleges numerous counts
against TFC, as Fair Finance Company’s working capital lender, including receipt of fraudulent transfers and assisting in fraud
perpetrated on Fair Finance investors. The Trustee seeks avoidance and recovery of alleged fraudulent transfers in the amount of
$316 million as well as damages of $223 million on the other claims. The Trustee also seeks trebled damages on all claims under
Ohio law. On November 9, 2012, the Court dismissed all claims against TFC. The trustee appealed, and on August 23, 2016, the
6th Circuit Court of Appeals reversed the dismissal in part and remanded certain claims back to the trial court. We are vigorously
defending this lawsuit.
We also are subject to actual and threatened legal proceedings and other claims arising out of the conduct of our business, including
proceedings and claims relating to commercial and financial transactions; government contracts; alleged lack of compliance with
applicable laws and regulations; production partners; product liability; patent and trademark infringement; employment disputes;
and environmental, health and safety matters. Some of these legal proceedings and claims seek damages, fines or penalties in
substantial amounts or remediation of environmental contamination. As a government contractor, we are subject to audits, reviews
and investigations to determine whether our operations are being conducted in accordance with applicable regulatory
requirements. Under federal government procurement regulations, certain claims brought by the U.S. Government could result in
our suspension or debarment from U.S. Government contracting for a period of time. On the basis of information presently available,
we do not believe that existing proceedings and claims will have a material effect on our financial position or results of operations.
Item 4. Mine Safety Disclosures
Not applicable.
PART II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities
The principal market on which our common stock is traded is the New York Stock Exchange under the symbol “TXT.” At December
30, 2017, there were approximately 8,800 record holders of Textron common stock. The high and low sales prices per share of our
common stock as reported on the New York Stock Exchange and the dividends paid per share are provided in the following table:
First quarter
Second quarter
Third quarter
Fourth quarter
$
2017
2016
High
50.93 $
48.67
54.07
57.71
Low
43.66 $
45.00
47.00
51.07
Dividends
per Share
0.02 $
0.02
0.02
0.02
High
41.74 $
40.61
41.33
49.82
Low
30.69 $
34.00
35.06
37.19
Dividends
per Share
0.02
0.02
0.02
0.02
Issuer Repurchases of Equity Securities
The following provides information about our fourth quarter 2017 repurchases of equity securities that are registered pursuant to
Section 12 of the Securities Exchange Act of 1934, as amended:
Total
Number of
Shares
Purchased *
Average Price
Paid per Share
(excluding
commissions)
$
Total Number of
Shares Purchased as
part of Publicly
Announced Plan *
Period (shares in thousands)
October 1, 2017 – November 4, 2017
November 5, 2017 – December 2, 2017
December 3, 2017 – December 30, 2017
Total
* These shares were purchased pursuant to a plan authorizing the repurchase of up to 25 million shares of Textron common stock that had been
announced on January 25, 2017. This plan has no expiration date.
740
860
825
2,425
740
860
825
2,425
53.44
53.52
55.55
54.19
$
Maximum
Number of Shares
that may yet be
Purchased under
the Plan
14,767
13,907
13,082
16 Textron 2017 Annual Report
16
Stock Performance Graph
The following graph compares the total return on a cumulative basis at the end of each year of $100 invested in our common stock
on December 31, 2012 with the Standard & Poor’s (S&P) 500 Stock Index, the S&P 500 Aerospace & Defense (A&D) Index and
the S&P 500 Industrials Index, all of which include Textron. The values calculated assume dividend reinvestment.
Textron
S&P 500
S&P 500 A&D
S&P 500 Industrials
$300
$250
$200
$150
$100
Textron Inc.
S&P 500
S&P 500 A&D
S&P 500 Industrials
2012
2013
2017
$ 100.00 $ 148.69 $ 170.68 $ 170.59 $ 197.59 $ 230.63
208.14
305.97
205.41
170.84
216.42
167.59
152.59
182.01
152.19
132.39
154.92
131.64
150.51
172.63
147.91
100.00
100.00
100.00
2014
2016
2015
Textron 2017 Annual Report 17
17
Item 6. Selected Financial Data
2013
2015
2016
2014
2017
$
$
4,686 $
3,317
1,840
4,286
69
4,921 $
3,239
1,756
3,794
78
4,822 $
3,454
1,520
3,544
83
4,568 $
4,245
1,624
3,338
103
303 $
415
139
290
22
1,169
(132)
(145)
(130)
(456)
389 $
386
186
329
19
1,309
(172)
(138)
(123)
(33)
843 $
2,784
4,511
1,665
3,012
132
$ 14,198 $ 13,788 $ 13,423 $ 13,878 $ 12,104
(Dollars in millions, except per share amounts)
Revenues
Textron Aviation
Bell
Textron Systems
Industrial
Finance
Total revenues
Segment profit
Textron Aviation (a)
Bell
Textron Systems
Industrial
Finance
Total segment profit
Corporate expenses and other, net
Interest expense, net for Manufacturing group
Special charges (b)
Income tax expense (c)
Income from continuing operations
Earnings per share
Basic earnings per share — continuing operations
Diluted earnings per share — continuing operations
Basic average shares outstanding (in thousands)
Diluted average shares outstanding (in thousands)
Common stock information
Dividends declared per share
Book value at year-end
Price at year-end
Financial position
Total assets
Manufacturing group debt
Finance group debt
Shareholders’ equity
Manufacturing group debt-to-capital (net of cash)
Manufacturing group debt-to-capital
Investment data
444
Capital expenditures
Manufacturing group depreciation
335
(a) Segment profit included amortization of $12 million and $63 million in 2015 and 2014, respectively, related to fair value step-up adjustments of Beechcraft
$ 15,340 $ 15,358 $ 14,708 $ 14,605 $ 12,944
1,931
$
1,256
$
4,384
$
15%
31%
1.78
$
$
1.75
266,380 270,774 276,682 279,409 279,299
268,750 272,365 278,727 281,790 284,428
234 $
529
150
280
21
1,214
(161)
(148)
(52)
(248)
605 $
400 $
400
129
302
24
1,255
(154)
(130)
—
(273)
698 $
(48)
573
147
242
49
963
(166)
(123)
—
(176)
498
3,088 $
824 $
5,647 $
26%
35%
2,811 $
1,063 $
4,272 $
2,697 $
913 $
4,964 $
2,777 $
903 $
5,574 $
0.08 $
21.60 $
56.59 $
2.17 $
2.15 $
2.52 $
2.50 $
3.11 $
3.09 $
429 $
379 $
420 $
383 $
0.08
18.10
42.01
0.08
15.45
42.17
0.08
20.62
48.56
0.08
15.54
36.61
446 $
368 $
1.15 $
1.14 $
423 $
362 $
$
$
$
$
$
$
$
$
$
$
$
$
23%
33%
26%
35%
33%
40%
306 $
$
$
$
acquired inventories sold during the period.
(b) Special charges included $90 million and $123 million in 2017 and 2016, respectively, related to our 2016 restructuring plan. We also recorded special charges
of $40 million in 2017 related to the Arctic Cat acquisition, which included restructuring, integration and transaction costs. For 2014, special charges included
acquisition and restructuring costs related to the acquisition of Beechcraft.
(c)
Income tax expense for 2017 included a $266 million charge to reflect our provisional estimate of the net impact of the Tax Cuts and Jobs Act, which was enacted
on December 22, 2017. In 2016, we recognized an income tax benefit of $319 million, inclusive of interest, of which $206 million is attributable to continuing
operations and $113 million is attributable to discontinued operations. This benefit was a result of the final settlement with the Internal Revenue Service Office
of Appeals for our 1998 to 2008 tax years.
18 Textron 2017 Annual Report
18
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Overview and Consolidated Results of Operations
During 2017, we maintained focus on investing in our businesses through continued development of new products and services. We
also completed the strategic acquisition of Arctic Cat, a platform to expand and grow our Textron Specialized Vehicles business. In
addition, we continued to take cost reduction actions through the execution of our restructuring plans and integration activities in
order to realign our businesses, improve overall operating efficiency and better position our businesses for the future. All of these
activities support our overall strategy of long-term growth and expansion of our product portfolio and the creation of long-term
shareholder value. Financial highlights of 2017 include the following:
• Generated $947 million in cash from operating activities of our manufacturing businesses, net of a $300 million
•
discretionary contribution to fund a U.S. pension plan.
Invested $634 million in research and development activities, $423 million in capital expenditures and $316 million for the
acquisition of Arctic Cat.
• Returned $603 million to our shareholders through share repurchases and dividend payments.
• Continued execution of our 2016 restructuring plan and the restructuring and integration of the Arctic Cat acquisition,
resulting in special charges of $130 million.
An analysis of our consolidated operating results is set forth below. A more detailed analysis of our segments’ operating results is
provided in the Segment Analysis section on pages 21 to 28.
Revenues
(Dollars in millions)
Revenues
2017
2016
2015
$ 14,198 $ 13,788 $ 13,423
% Change
2017
3%
2016
3%
Revenues increased $410 million, 3%, in 2017, compared with 2016, largely driven by increases in the Industrial, Textron Systems
and Bell segments, partially offset by lower revenues at the Textron Aviation segment. The net revenue increase included the
following factors:
• Higher Industrial revenues of $492 million, primarily due to the impact from the acquisition of Arctic Cat described in the
Segment Analysis section below.
• Higher Textron Systems revenues of $84 million, primarily due to higher volume of $176 million in the Marine and Land
Systems product line, partially offset by lower volume in the other products lines.
• Higher Bell revenues of $78 million, primarily due to an increase in commercial revenues of $89 million, largely reflecting
higher commercial aircraft deliveries.
• Lower Textron Aviation revenues of $235 million, primarily due to lower volume and mix of $307 million, largely the
result of lower military and commercial turboprop volume.
Revenues increased $365 million, 3%, in 2016, compared with 2015, largely driven by increases in the Industrial, Textron Systems
and Textron Aviation segments, partially offset by lower revenues at the Bell segment. The net revenue increase included the
following factors:
• Higher Industrial revenues of $250 million, primarily due to higher volume of $168 million, largely in the Fuel Systems
and Functional Components product line, and the impact from acquired businesses of $121 million.
• Higher Textron Systems revenues of $236 million, primarily due to higher volume of $106 million in the Marine and Land
Systems product line and $77 million in the Unmanned Systems product line.
• Higher Textron Aviation revenues of $99 million, primarily due to the impact from an acquired business of $66 million and
higher volume and mix of $42 million, largely the result of higher Citation jet volume of $165 million, partially offset by
lower commercial turboprop volume.
• Lower Bell revenues of $215 million, primarily due to a decrease in commercial revenues of $269 million, largely reflecting
lower commercial aircraft deliveries.
Textron 2017 Annual Report 19
19
Cost of Sales and Selling and Administrative Expense
(Dollars in millions)
Cost of sales
Gross margin as a percentage of Manufacturing revenues
Selling and administrative expense
2017
2016
2015
$ 11,795 $ 11,311 $ 10,979
16.5%
17.5%
17.7%
% Change
2017
4%
2016
3%
$
1,337 $
1,304 $
1,304
3%
—
In 2017, cost of sales increased $484 million, 4%, and selling and administrative expense increased $33 million, 3%, compared with
2016, primarily due to an increase from acquired businesses, largely Arctic Cat. Gross margin as a percentage of Manufacturing
revenues decreased 100 basis points from 2016, primarily due to lower margins at the Textron Systems segment, largely reflecting
an unfavorable impact from net program adjustments, and the Industrial segment, which included the impact from the Arctic Cat
acquisition.
Cost of sales increased $332 million, 3%, in 2016, compared with 2015, largely due to higher volume at the Textron Systems,
Industrial and Textron Aviation segments, and an increase from acquired businesses. These increases were partially offset by lower
volume at the Bell segment and favorable cost performance across all of our manufacturing segments.
Interest Expense
(Dollars in millions)
Interest expense
2017
174 $
2016
174 $
2015
169
$
% Change
2017
—
2016
3%
Interest expense on the Consolidated Statements of Operations includes interest for both the Finance and Manufacturing borrowing
groups with interest related to intercompany borrowings eliminated. Interest expense for the Finance segment is included within
segment profit and includes intercompany interest. Consolidated interest expense increased $5 million in 2016, compared with 2015,
primarily due to higher average debt outstanding.
Special Charges
In 2016, we initiated a plan to restructure and realign our businesses by implementing headcount reductions, facility consolidations
and other actions in order to improve overall operating efficiency across Textron. Under this plan, Textron Systems discontinued
production of its sensor-fuzed weapon product within its Weapons and Sensors operating unit, we combined our Jacobsen business
with the Textron Specialized Vehicles business by consolidating facilities and general and administrative functions, and we reduced
headcount at Textron Aviation, as well as other businesses and corporate functions. In December 2017, we decided to take additional
restructuring actions to further consolidate operating facilities and streamline product lines, primarily within the Bell, Textron
Systems and Industrial segments, which resulted in additional special charges of $45 million in the fourth quarter of 2017. We
recorded total special charges of $213 million since the inception of the 2016 plan, which included $97 million of severance costs,
$84 million of asset impairments and $32 million in contract terminations and other costs. Of these amounts, $83 million was
incurred at Textron Systems, $63 million at Textron Aviation, $38 million at Industrial, $28 million at Bell and $1 million at
Corporate. The total headcount reduction under this plan is expected to be approximately 2,100 positions, representing 5% of our
workforce.
In connection with the acquisition of Arctic Cat, as discussed in Note 2 to the Consolidated Financial Statements, we initiated a
restructuring plan in the first quarter of 2017 to integrate this business into our Textron Specialized Vehicles business within the
Industrial segment and reduce operating redundancies and maximize efficiencies. Under the Arctic Cat plan, we recorded
restructuring charges of $28 million in 2017, which included $19 million of severance costs, largely related to change-of-control
provisions, and $9 million of contract termination and other costs. In addition, we recorded $12 million of acquisition-related
integration and transaction costs in 2017.
20 Textron 2017 Annual Report
20
Special charges recorded for these plans are as follows:
(In millions)
2017
Industrial
Textron Aviation
Bell
Textron Systems
Total
2016
Industrial
Textron Aviation
Bell
Textron Systems
Corporate
Total
Income Taxes
Effective tax rate
Severance
Costs
Asset
Impairments
Contract
Terminations
and Other
Acquisition
Integration/
Transaction
Costs
Total
Special
Charges
$
$
$
$
26 $
11
3
6
46 $
17 $
33
4
15
1
70 $
1 $
17
12
16
46 $
2 $
1
1
34
—
38 $
19 $
—
8
(1)
26 $
1 $
1
—
13
—
15 $
12 $
—
—
—
12 $
— $
—
—
—
—
— $
58
28
23
21
130
20
35
5
62
1
123
2017
59.8%
2016
3.8%
2015
28.1%
In 2017, our effective tax rate was significantly higher than the U.S. federal statutory tax rate of 35%, largely due to the impact from
the Tax Cuts and Jobs Act (the “Act”). In the fourth quarter of 2017, we recorded a provisional estimate of $266 million for one-
time adjustments resulting from the Act. Approximately $154 million of this provisional estimate represents a charge resulting from
the remeasurement of our U.S. federal deferred tax assets and liabilities, and the remainder represents a provision for the transition
tax on post-1986 earnings and profits previously deferred from U.S. income taxes. In addition, the Act reduces the U.S. federal
corporate tax rate from 35% to 21%, which is expected to lower our effective tax rate for 2018 and future years.
In 2016, our effective tax rate was significantly lower than the U.S. federal statutory tax rate of 35%, largely due to a settlement with
the U.S. Internal Revenue Service Office of Appeals for our 1998 to 2008 tax years. This settlement resulted in a $206 million
benefit recognized in continuing operations and a $113 million benefit in discontinued operations.
For a full reconciliation of our effective tax rate to the U.S. federal statutory tax rate of 35% see Note 13 to the Consolidated Financial
Statements.
Segment Analysis
We operate in, and report financial information for, the following five business segments: Textron Aviation, Bell, Textron Systems,
Industrial and Finance. Segment profit is an important measure used for evaluating performance and for decision-making purposes.
Segment profit for the manufacturing segments excludes interest expense, certain corporate expenses and special charges. The
measurement for the Finance segment includes interest income and expense along with intercompany interest income and expense.
In our discussion of comparative results for the Manufacturing group, changes in revenues and segment profit typically are expressed
for our commercial business in terms of volume, pricing, foreign exchange and acquisitions. Additionally, changes in segment profit
may be expressed in terms of mix, inflation and cost performance. Volume changes in revenues represent increases/decreases in the
number of units delivered or services provided. Pricing represents changes in unit pricing. Foreign exchange is the change resulting
from translating foreign-denominated amounts into U.S. dollars at exchange rates that are different from the prior period. Revenues
generated by acquired businesses are reflected in Acquisitions for a twelve-month period. For segment profit, mix represents a
change due to the composition of products and/or services sold at different profit margins. Inflation represents higher material,
wages, benefits, pension or other costs. Performance reflects an increase or decrease in research and development, depreciation,
selling and administrative costs, warranty, product liability, quality/scrap, labor efficiency, overhead, product line profitability, start-
up, ramp up and cost-reduction initiatives or other manufacturing inputs.
Textron 2017 Annual Report 21
21
Approximately 22% of our 2017 revenues were derived from contracts with the U.S. Government. For our segments that have
significant contracts with the U.S. Government, we typically express changes in segment profit related to the government business
in terms of volume, changes in program performance or changes in contract mix. Changes in volume that are described in net sales
typically drive corresponding changes in our segment profit based on the profit rate for a particular contract. Changes in program
performance typically relate to profit recognition associated with revisions to total estimated costs at completion that reflect improved
or deteriorated operating performance or award fee rates. Changes in contract mix refers to changes in operating margin due to a
change in the relative volume of contracts with higher or lower fee rates such that the overall average margin rate for the segment
changes.
Textron Aviation
(Dollars in millions)
Revenues
Operating expenses
Segment profit
Profit margin
Backlog
2017
4,686 $
4,383
303
6.5%
1,180 $
2016
4,921 $
4,532
389
7.9%
1,041 $
2015
4,822
4,422
400
8.3%
1,074
$
$
% Change
2017
(5)%
(3)%
(22)%
2016
2%
2%
(3)%
13%
(3)%
Textron Aviation Revenues and Operating Expenses
Factors contributing to the 2017 year-over-year revenue change are provided below:
(In millions)
Volume and mix
Other
Total change
2017 versus
2016
(307)
72
(235)
$
$
Textron Aviation’s revenues decreased $235 million, 5%, in 2017, compared with 2016, primarily due to lower volume and mix of
$307 million, largely the result of lower military and commercial turboprop volume. We delivered 180 Citation jets, 86 King Air
turboprops and 13 Beechcraft T-6 trainers in 2017, compared with 178 Citation jets, 106 King Air turboprops and 38 Beechcraft T-
6 trainers in 2016. The portion of the segment’s revenues derived from aftermarket sales and services represented 34% of its total
revenues in 2017, compared with 31% in 2016.
Textron Aviation’s operating expenses decreased $149 million, 3%, in 2017, compared with 2016, largely due to lower net volume
as described above.
Factors contributing to the 2016 year-over-year revenue change are provided below:
(In millions)
Acquisitions
Volume and mix
Other
Total change
2016 versus
2015
66
42
(9)
99
$
$
Textron Aviation’s revenues increased $99 million, 2%, in 2016, compared with 2015, primarily due to the impact from an
acquisition of a repair and overhaul business in the first quarter of 2016, and higher volume and mix of $42 million. The increase
in volume and mix was largely due to higher Citation jet volume of $165 million, partially offset by lower commercial turboprop
volume. We delivered 178 Citation jets and 106 King Air turboprops in 2016, compared with 166 Citation jets and 117 King Air
turboprops in 2015. The portion of the segment’s revenues derived from aftermarket sales and services represented 31% of its total
revenues in 2016, compared with 29% in 2015, largely resulting from the acquisition.
Textron Aviation’s operating expenses increased $110 million, 2%, in 2016, compared with 2015, largely due to higher net volume
as described above and additional operating expenses resulting from the acquisition. These increases were partially offset by
improved cost performance of $64 million, largely attributable to lower research and development costs and lower compensation
expense.
22 Textron 2017 Annual Report
22
Textron Aviation Segment Profit
Factors contributing to 2017 year-over-year segment profit change are provided below:
(In millions)
Volume and mix
Pricing, net of inflation
Performance and other
Total change
2017 versus
2016
(99)
56
(43)
(86)
$
$
Segment profit at Textron Aviation decreased $86 million, 22%, in 2017, compared with 2016, primarily as a result of lower net
volume and mix as described above. The favorable impact of $56 million from pricing, net of inflation, was largely offset by an
unfavorable impact of $43 million from performance and other, largely reflecting higher research, development and engineering
costs, which included costs related to the Scorpion program in 2017.
Factors contributing to 2016 year-over-year segment profit change are provided below:
(In millions)
Performance and other
Volume and mix
Inflation and pricing
Total change
2016 versus
2015
65
(49)
(27)
(11)
$
$
Segment profit at Textron Aviation decreased $11 million, 3%, in 2016, compared with 2015, primarily as a result of the mix of
products sold and the unfavorable impact from inflation and pricing of $27 million. These decreases were partially offset by favorable
performance and other of $65 million, largely attributable to lower research and development costs and lower compensation expense.
Bell
(Dollars in millions)
Revenues:
V-22 Program
Other Military
Commercial
Total revenues
Operating expenses
Segment profit
Profit margin
Backlog
2017
2016
2015
$
1,129 $
947
1,241
3,317
2,902
415
12.5%
1,151 $
936
1,152
3,239
2,853
386
11.9%
1,194
839
1,421
3,454
3,054
400
11.6%
% Change
2017
2016
(2)%
1%
8%
2%
2%
8%
(4)%
12%
(19)%
(6)%
(7)%
(4)%
$
4,598 $
5,360 $
5,224
(14)%
3%
Bell’s major U.S. Government programs at this time are the V-22 tiltrotor aircraft and the H-1 helicopter platforms, which are both
in the production stage and represent a significant portion of Bell’s revenues from the U.S. Government.
Bell Revenues and Operating Expenses
Factors contributing to the 2017 year-over-year revenue change are provided below:
(In millions)
Volume and mix
Other
Total change
2017 versus
2016
57
21
78
$
$
Bell’s revenues increased $78 million, 2%, in 2017, compared with 2016, primarily due to an $89 million increase in commercial
revenues, largely due to higher deliveries as Bell delivered 132 commercial aircraft in 2017, compared with 114 aircraft in 2016.
Military deliveries were largely unchanged in 2017 compared with 2016, as we delivered 22 V-22 aircraft in both years and 38 H-1
aircraft in 2017, compared with 35 H-1 aircraft in 2016.
Textron 2017 Annual Report 23
23
Bell’s operating expenses increased $49 million, 2%, in 2017, compared with 2016, primarily due to higher volume as described
above.
Factors contributing to the 2016 year-over-year revenue change are provided below:
(In millions)
Volume and mix
Other
Total change
2016 versus
2015
(225)
10
(215)
$
$
Bell’s revenues decreased $215 million, 6%, in 2016, compared with 2015, primarily due to the following factors:
•
•
•
$269 million decrease in commercial revenues, primarily due to lower aircraft deliveries, as we delivered 114 commercial
aircraft in 2016, compared with 175 aircraft in 2015.
$43 million decrease in V-22 program revenues, primarily due to lower aircraft deliveries, as we delivered 22 V-22 aircraft
in 2016, compared with 24 V-22 aircraft in 2015.
$97 million increase in other military revenues, primarily reflecting higher H-1 program revenues, as we delivered 35 H-1
aircraft in 2016, compared with 24 H-1 aircraft in 2015.
Bell’s operating expenses decreased $201 million, 7%, in 2016, compared with 2015, primarily due to lower net sales volume as
described above.
Bell Segment Profit
Factors contributing to 2017 year-over-year segment profit change are provided below:
(In millions)
Performance and other
Volume and mix
Total change
2017 versus
2016
66
(37)
29
$
$
Bell’s segment profit increased $29 million, 8%, in 2017, compared with 2016, reflecting a favorable impact from performance and
other of $66 million, largely the result of improved manufacturing performance and lower research and development costs, partially
offset by an unfavorable impact from volume and mix of $37 million.
Factors contributing to 2016 year-over-year segment profit change are provided below:
(In millions)
Volume and mix
Performance and other
Total change
2016 versus
2015
(46)
32
(14)
$
$
Bell’s segment profit decreased $14 million, 4%, in 2016, compared with 2015. The unfavorable impact from volume and mix was
primarily due to lower commercial aircraft deliveries, while the favorable performance and other was largely the result of lower
research and development costs.
Bell Backlog
Bell’s backlog decreased $762 million, 14%, in 2017, and increased $136 million, 3%, in 2016. The decrease in 2017 was primarily
due to deliveries on the V-22 and H-1 programs in excess of orders.
24 Textron 2017 Annual Report
24
Textron Systems
(Dollars in millions)
Revenues
Operating expenses
Segment profit
Profit margin
Backlog
$
2017
1,840 $
1,701
139
2016
1,756 $
1,570
186
7.6%
10.6%
$
1,406 $
1,841 $
2015
1,520
1,391
129
8.5%
2,328
% Change
2017
5%
8%
(25)%
2016
16%
13%
44%
(24)%
(21)%
Textron Systems Revenues and Operating Expenses
Factors contributing to the 2017 year-over-year revenue change are provided below:
(In millions)
Volume
Acquisitions
Other
Total change
2017 versus
2016
67
10
7
84
$
$
Revenues at Textron Systems increased $84 million, 5%, in 2017, compared with 2016, primarily due to higher volume of $176
million in the Marine and Land Systems product line, partially offset by lower volume in the other product lines, largely due to the
final deliveries of our discontinued sensor-fuzed weapon product in the first half of 2017.
Textron Systems’ operating expenses increased $131 million, 8%, in 2017, compared with 2016, primarily due to higher volume as
described above and the unfavorable impact from net program adjustments described below.
Factors contributing to the 2016 year-over-year revenue change are provided below:
(In millions)
Volume
Acquisitions
Other
Total change
2016 versus
2015
200
32
4
236
$
$
Revenues at Textron Systems increased $236 million, 16%, in 2016, compared with 2015, primarily due to higher volume of $106
million in the Marine and Land Systems product line and $77 million in the Unmanned Systems product line, and the impact from
an acquisition of $32 million.
Textron Systems’ operating expenses increased $179 million, 13%, in 2016, compared with 2015, primarily due to higher volume
as described above.
Textron Systems Segment Profit
Factors contributing to 2017 year-over-year segment profit change are provided below:
(In millions)
Performance
Volume and mix
Other
Total change
2017 versus
2016
(28)
(13)
(6)
(47)
$
$
Textron Systems’ segment profit decreased $47 million, 25%, in 2017, compared with 2016, primarily due to unfavorable
performance. Performance reflects an unfavorable impact from net program adjustments compared with 2016, largely due to $44
million of adjustments recorded in 2017 related to the Tactical Armoured Patrol Vehicle program (TAPV). In 2017, this program
experienced inefficiencies resulting from various production issues during the ramp up and subsequent production.
Textron 2017 Annual Report 25
25
Factors contributing to 2016 year-over-year segment profit change are provided below:
(In millions)
Performance
Volume and mix
Other
Total change
2016 versus
2015
43
13
1
57
$
$
Textron Systems’ segment profit increased $57 million, 44%, in 2016, compared with 2015, primarily due to improved cost
performance and higher volume as described above.
Textron Systems Backlog
Backlog at Textron Systems decreased $435 million, 24%, in 2017, primarily due to deliveries in excess of orders in the Marine and
Land Systems product line as TAPV deliveries near completion, and final deliveries of our discontinued sensor-fuzed weapon
product in 2017. In 2016, backlog decreased by $487 million, 21%, primarily due to deliveries in excess of orders in the Weapons
and Sensors business and Unmanned Systems product line.
Industrial
(Dollars in millions)
Revenues:
Fuel Systems and Functional Components
Other Industrial
Total revenues
Operating expenses
Segment profit
Profit margin
2017
2016
2015
% Change
2017
2016
$
2,330 $
1,956
4,286
3,996
290
6.8%
2,273 $
1,521
3,794
3,465
329
8.7%
2,078
1,466
3,544
3,242
302
8.5%
3%
29%
13%
15%
(12)%
9%
4%
7%
7%
9%
Industrial Revenues and Operating Expenses
Factors contributing to the 2017 year-over-year revenue change are provided below:
(In millions)
Acquisitions
Volume
Foreign exchange
Other
Total change
2017 versus
2016
393
77
27
(5)
492
$
$
Industrial segment revenues increased $492 million, 13%, in 2017, compared with 2016, primarily due to the impact from acquired
businesses of $393 million, largely related to the acquisition of Arctic Cat as described below. Revenues were also impacted by
higher volume of $77 million, primarily related to the Fuel Systems and Functional Components product line and a favorable impact
of $27 million from foreign exchange, primarily related to the Euro.
On March 6, 2017, we acquired Arctic Cat, a manufacturer of all-terrain vehicles, side-by-sides and snowmobiles, in addition to
related parts, garments and accessories. Arctic Cat provides a platform to expand our product portfolio and increase our distribution
channel to support growth within our Textron Specialized Vehicles business. The operating results of Arctic Cat have been included
in our financial results only for the period subsequent to the completion of the acquisition. See Note 2 to the Consolidated Financial
Statements for additional information regarding this acquisition.
Operating expenses for the Industrial segment increased $531 million, 15%, in 2017, compared with 2016, primarily due to additional
operating expenses from acquired businesses. The increase in operating expenses was also due to higher volume as described above.
26 Textron 2017 Annual Report
26
Factors contributing to the 2016 year-over-year revenue change are provided below:
(In millions)
Volume
Acquisitions
Foreign exchange
Other
Total change
2016 versus
2015
168
121
(35)
(4)
250
$
$
Industrial segment revenues increased $250 million, 7%, in 2016, compared with 2015, primarily due to higher volume of $168
million and the impact from acquired businesses of $121 million. The increase in volume was primarily related to the Fuel Systems
and Functional Components product line, largely reflecting automotive industry demand in Europe.
Operating expenses for the Industrial segment increased $223 million, 7%, in 2016, compared with 2015, primarily due to the impact
from higher volume as described above and additional operating expenses from acquired businesses.
Industrial Segment Profit
Factors contributing to 2017 year-over-year segment profit change are provided below:
(In millions)
Pricing and inflation
Performance and other
Volume and mix
Total change
2017 versus
2016
(23)
(10)
(6)
(39)
$
$
Industrial’s segment profit decreased $39 million, 12%, in 2017, compared with 2016, largely due to an unfavorable impact from
pricing and inflation of $23 million, primarily in the Fuel Systems and Functional Components product line, and unfavorable
performance and other of $10 million. Performance and other primarily included the operating results of Arctic Cat, partially offset
by favorable performance in the Fuel Systems and Functional Components product line.
Factors contributing to 2016 year-over-year segment profit change are provided below:
(In millions)
Inflation, net of pricing
Foreign exchange
Volume
Performance and other
Total change
2016 versus
2015
19
(12)
11
9
27
$
$
Segment profit for the Industrial segment increased $27 million, 9%, in 2016, compared with 2015, largely due to a $19 million
favorable impact from inflation, net of pricing, primarily in our Specialized Vehicles product line, and higher volume as described
above, partially offset by an unfavorable impact of $12 million from changes in foreign currency exchange rates.
Finance
(In millions)
Revenues
Segment profit
$
2017
2016
69 $
22
78 $
19
2015
83
24
Finance segment revenues decreased in both 2017 and 2016, primarily attributable to lower average finance receivables. Finance
segment profit increased in 2017, compared with 2016, primarily due to lower provision for loan losses, partially offset by lower
average finance receivables. Finance segment profit decreased in 2016, compared with 2015, primarily due to lower average finance
receivables.
Textron 2017 Annual Report 27
27
Finance Portfolio Quality
The following table reflects information about the Finance segment’s credit performance related to finance receivables.
(Dollars in millions)
Finance receivables*
Nonaccrual finance receivables
Ratio of nonaccrual finance receivables to finance receivables
60+ days contractual delinquency
60+ days contractual delinquency as a percentage of finance receivables
* Excludes finance receivables held for sale of $30 million at December 31, 2016.
Liquidity and Capital Resources
$
December 30,
2017
850 $
61
7.18%
$
34 $
December 31,
2016
946
87
9.20%
40
4.23%
4.00%
Our financings are conducted through two separate borrowing groups. The Manufacturing group consists of Textron consolidated
with its majority-owned subsidiaries that operate in the Textron Aviation, Bell, Textron Systems and Industrial segments. The
Finance group, which also is the Finance segment, consists of Textron Financial Corporation and its consolidated subsidiaries. We
designed this framework to enhance our borrowing power by separating the Finance group. Our Manufacturing group operations
include the development, production and delivery of tangible goods and services, while our Finance group provides financial
services. Due to the fundamental differences between each borrowing group’s activities, investors, rating agencies and analysts use
different measures to evaluate each group’s performance. To support those evaluations, we present balance sheet and cash flow
information for each borrowing group within the Consolidated Financial Statements.
Key information that is utilized in assessing our liquidity is summarized below:
(Dollars in millions)
Manufacturing group
Cash and equivalents
Debt
Shareholders’ equity
Capital (debt plus shareholders’ equity)
Net debt (net of cash and equivalents) to capital
Debt to capital
Finance group
Cash and equivalents
Debt
December 30,
2017
December 31,
2016
$
1,079 $
3,088
5,647
8,735
26%
35%
1,137
2,777
5,574
8,351
23%
33%
$
183 $
824
161
903
We believe that our calculations of debt to capital and net debt to capital are useful measures as they provide a summary indication
of the level of debt financing (i.e., leverage) that is in place to support our capital structure, as well as to provide an indication of the
capacity to add further leverage. We believe that we will have sufficient cash to meet our future needs, based on our existing cash
balances, the cash we expect to generate from our manufacturing operations and other available funding alternatives, as appropriate.
Textron has a senior unsecured revolving credit facility that expires in September 2021 for an aggregate principal amount of $1.0
billion, of which up to $100 million is available for the issuance of letters of credit. At December 30, 2017, there were no amounts
borrowed against the facility and there were $11 million of letters of credit issued against it.
We also maintain an effective shelf registration statement filed with the Securities and Exchange Commission that allows us to issue
an unlimited amount of public debt and other securities. During 2017, we issued $1.0 billion of public debt under this registration
statement, which consisted of $350 million in 3.65% Notes due March 2027, $300 million in 3.375% Notes due March 2028, and
$350 million of Floating Rate Notes due November 2020.
28 Textron 2017 Annual Report
28
Manufacturing Group Cash Flows
Cash flows from continuing operations for the Manufacturing group as presented in our Consolidated Statements of Cash Flows are
summarized below:
(In millions)
Operating activities
Investing activities
Financing activities
$
2017
947 $
(745)
(266)
2016
988 $
(621)
(146)
2015
1,038
(496)
(308)
In 2017, cash flows provided by operating activities was $947 million, compared with $988 million in 2016, a 4% decrease, as higher
pension contributions of $308 million and lower earnings were largely offset by improvements in working capital. Significant factors
contributing to the favorable change in working capital included an increase in cash flows of $769 million related to changes in
inventory between the periods, principally in the Textron Aviation and Textron Systems segments, $333 million related to changes
in customer deposits and $179 million from changes in net taxes paid/received, partially offset by changes in accounts payable and
accounts receivable. The increase in cash flows from customer deposits between the periods is primarily related to lower
performance-based payments received on certain military contracts in the Bell segment in 2016.
Cash flows provided by operating activities was $988 million in 2016, compared with $1,038 million in 2015, a 5% decrease. This
decrease was primarily the result of changes in working capital, which included lower customer deposits of $257 million largely
related to performance-based payments on certain military contracts in the Bell segment, along with a $34 million reduction in
dividends received from the Finance group. These decreases were partially offset by a $75 million increase in cash proceeds from
the settlements of corporate-owned life insurance policies and $42 million in lower payments for taxes and pension contributions as
disclosed below.
Net tax (receipts)/payments were $(16) million, $163 million and $187 million in 2017, 2016 and 2015, respectively. Pension
contributions were $358 million, $50 million and $68 million in 2017, 2016 and 2015, respectively. In 2017, pension contributions
included a $300 million discretionary contribution to fund a U.S. pension plan.
Investing cash flows included capital expenditures of $423 million, $446 million and $420 million in 2017, 2016 and 2015,
respectively. In 2017, cash flows from investing activities included a $316 million aggregate cash payment, including the repayment
of debt and net of cash acquired, for the acquisition of Arctic Cat. Investing cash flows also included cash used for acquisitions of
$186 million and $81 million in 2016 and 2015, respectively.
Total financing cash flows included proceeds from long-term debt of $992 million and $345 million in 2017 and 2016, respectively.
In 2017, 2016 and 2015, financing activities also included the repayment of outstanding debt of $704 million, $254 million and $100
million, respectively.
Share Repurchases
On January 25, 2017, we announced the adoption of a plan authorizing the repurchase of up to 25 million shares of Textron common
stock to offset the impact of dilution from share-based compensation and benefit plans and for opportunistic capital management
purposes. This plan has no expiration date and replaced the previous plan adopted in 2013 that had 4.0 million remaining shares
available for repurchase. During 2017, we repurchased an aggregate of 11.9 million shares of our outstanding common stock for
$582 million under this plan. Under the 2013 share repurchase authorization, we repurchased an aggregate of 6.9 million and 5.2
million shares of our outstanding common stock in 2016 and 2015, respectively, for $241 million and $219 million, respectively.
Dividends
Dividend payments to shareholders totaled $21 million, $22 million and $22 million in 2017, 2016 and 2015, respectively.
Dividends received from the Finance group, which totaled $29 million and $63 million in 2016 and 2015, respectively, are included
within cash flows from operating activities for the Manufacturing group as they represent a return on investment.
Textron 2017 Annual Report 29
29
Finance Group Cash Flows
The cash flows from continuing operations for the Finance group as presented in our Consolidated Statements of Cash Flows are
summarized below:
(In millions)
Operating activities
Investing activities
Financing activities
$
2017
(24) $
140
(94)
2016
11 $
142
(51)
2015
30
197
(259)
The Finance group’s cash flows from operating activities included net tax payments of $48 million, $11 million and $11 million in
2017, 2016 and 2015, respectively. Cash flows from investing activities primarily included collections on finance receivables
totaling $273 million, $292 million and $351 million in 2017, 2016 and 2015, respectively, partially offset by finance receivable
originations of $174 million, $173 million and $194 million, respectively.
Cash flows used in financing activities included payments on long-term and nonrecourse debt of $137 million, $203 million and
$256 million in 2017, 2016 and 2015, respectively, which were partially offset by proceeds from long-term debt of $44 million, $180
million and $61 million, respectively. In 2016 and 2015, dividend payments to the Manufacturing group totaled $29 million and $63
million, respectively.
Consolidated Cash Flows
The consolidated cash flows from continuing operations, after elimination of activity between the borrowing groups, are summarized
below:
(In millions)
Operating activities
Investing activities
Financing activities
$
2017
980 $
(662)
(360)
2016
1,014 $
(523)
(168)
2015
1,094
(388)
(504)
Consolidated cash flows provided by operating activities was $980 million in 2017, compared with $1,014 million in 2016, a 3%
decrease, as higher pension contributions of $308 million and lower earnings were largely offset by improvements in working capital.
Significant factors contributing to the favorable change in working capital included an increase in cash flows of $764 million related
to changes in inventory between the periods, principally in the Textron Aviation and Textron Systems segments, $333 million related
to changes in customer deposits and $142 million of lower net tax payments, partially offset by changes in accounts payable and
accounts receivable. The increase in cash flows from customer deposits between the periods is primarily related to lower
performance-based payments received on certain military contracts in the Bell segment in 2016.
Cash flows provided by operating activities was $1,014 million in 2016, compared with $1,094 million in 2015, a 7% decrease.
This decrease was primarily the result of changes in working capital, which included lower customer deposits of $257 million largely
related to performance-based payments on certain military contracts in the Bell segment. These decreases were partially offset by a
$75 million increase in cash proceeds from the settlements of corporate-owned life insurance policies and $42 million in lower
payments for taxes and pension contributions as disclosed below.
Net tax payments were $32 million, $174 million and $198 million in 2017, 2016 and 2015, respectively. Pension contributions
were $358 million, $50 million and $68 million in 2017, 2016 and 2015, respectively. In 2017, pension contributions included a
$300 million discretionary contribution to fund a U.S. pension plan.
Investing cash flows included capital expenditures of $423 million, $446 million and $420 million in 2017, 2016 and 2015,
respectively. In 2017, cash flows from investing activities included a $316 million aggregate cash payment, including the repayment
of debt and net of cash acquired, for the acquisition of Arctic Cat. Investing cash flows also included cash used for acquisitions of
$186 million and $81 million in 2016 and 2015, respectively.
In 2017, 2016 and 2015, cash used in financing activities included the repayment of outstanding debt of $841 million, $457 million
and $356 million, respectively, and share repurchases of $582 million, $241 million and $219 million, respectively, partially offset
by proceeds from long-term debt of $1.0 billion, $525 million and $61 million, respectively.
30 Textron 2017 Annual Report
30
Captive Financing and Other Intercompany Transactions
The Finance group provides financing primarily to purchasers of new and pre-owned Textron Aviation aircraft and Bell helicopters
manufactured by our Manufacturing group, otherwise known as captive financing. In the Consolidated Statements of Cash Flows,
cash received from customers is reflected as operating activities when received from third parties. However, in the cash flow
information provided for the separate borrowing groups, cash flows related to captive financing activities are reflected based on the
operations of each group. For example, when product is sold by our Manufacturing group to a customer and is financed by the
Finance group, the origination of the finance receivable is recorded within investing activities as a cash outflow in the Finance
group’s statement of cash flows. Meanwhile, in the Manufacturing group’s statement of cash flows, the cash received from the
Finance group on the customer’s behalf is recorded within operating cash flows as a cash inflow. Although cash is transferred
between the two borrowing groups, there is no cash transaction reported in the consolidated cash flows at the time of the original
financing. These captive financing activities, along with all significant intercompany transactions, are reclassified or eliminated
from the Consolidated Statements of Cash Flows.
Reclassification adjustments included in the Consolidated Statements of Cash Flows are summarized below:
(In millions)
Reclassification adjustments from investing activities:
Cash received from customers
Finance receivable originations for Manufacturing group inventory sales
Other
Total reclassification adjustments from investing activities
Reclassification adjustments from financing activities:
Dividends received by Manufacturing group from Finance group
Total reclassification adjustments to cash flow from operating activities
2017
2016
2015
$
241 $
(174)
(10)
57
248 $
(173)
(31)
44
$
—
57 $
(29)
15 $
284
(194)
(1)
89
(63)
26
Under a Support Agreement between Textron and TFC, Textron is required to maintain a controlling interest in TFC. The agreement,
as amended in December 2015, also requires Textron to ensure that TFC maintains fixed charge coverage of no less than 125% and
consolidated shareholder’s equity of no less than $125 million. There were no cash contributions required to be paid to TFC in 2017,
2016 and 2015 to maintain compliance with the support agreement.
Contractual Obligations
Manufacturing Group
The following table summarizes the known contractual obligations, as defined by reporting regulations, of our Manufacturing group
as of December 30, 2017:
(In millions)
Debt
Purchase obligations not reflected in balance sheet
Interest on borrowings
Pension benefits for unfunded plans
Postretirement benefits other than pensions
Other long-term liabilities
Operating leases
Total Manufacturing group
Total
3,108 $
2,360
775
404
289
476
397
7,809 $
$
$
14 $
2,111
133
27
31
111
80
2,507 $
820 $
232
252
51
55
125
115
1,650 $
More Than 5
Years
1,760
—
234
279
157
168
137
2,735
514 $
17
156
47
46
72
65
917 $
Payments Due by Period
Year 1
Years 2-3
Years 4-5
Pension and Postretirement Benefits
We maintain defined benefit pension plans and postretirement benefit plans other than pensions as described in Note 11 to the
Consolidated Financial Statements. Included in the above table are discounted estimated benefit payments we expect to make related
to unfunded pension and other postretirement benefit plans. Actual benefit payments are dependent on a number of factors, including
mortality assumptions, expected retirement age, rate of compensation increases and medical trend rates, which are subject to change
in future years. Our policy for funding pension plans is to make contributions annually, consistent with applicable laws and
regulations; however, future contributions to our pension plans are not included in the above table. In 2018, we expect to make
approximately $27 million of contributions to our funded pension plans and the Retirement Account Plan. Based on our current
assumptions, which may change with changes in market conditions, our current contribution for each of the years from 2019 through
2022 are estimated to be in the range of approximately $50 million to $55 million under the plan provisions in place at this time.
Textron 2017 Annual Report 31
31
Other Long-Term Liabilities
Other long-term liabilities consist of undiscounted amounts in the Consolidated Balance Sheets that primarily include obligations
under deferred compensation arrangements, estimated environmental remediation costs, and a one-time transition tax, as disclosed
in Note 13 to the Consolidated Financial Statements, that will be paid over an eight-year period. Payments under deferred
compensation arrangements have been estimated based on management’s assumptions of expected retirement age, mortality, stock
price and rates of return on participant deferrals. The timing of cash flows associated with environmental remediation costs is largely
based on historical experience. Certain other long-term liabilities, such as deferred taxes, unrecognized tax benefits and product
liability, warranty and litigation reserves, have been excluded from the table due to the uncertainty of the timing of payments
combined with the absence of historical trends to be used as a predictor for such payments.
Purchase Obligations
Purchase obligations include undiscounted amounts committed under legally enforceable contracts or purchase orders for goods and
services with defined terms as to price, quantity and delivery dates. Approximately 33% of the purchase obligations we disclose
represent purchase orders issued for goods and services to be delivered under firm contracts with the U.S. Government for which
we have full recourse under customary contract termination clauses.
Finance Group
The following table summarizes the known contractual obligations, as defined by reporting regulations, of our Finance group as of
December 30, 2017:
(In millions)
Term debt
Subordinated debt
Interest on borrowings
Total Finance group
Total
525 $
299
182
1,006 $
$
$
22 $
—
23
45 $
401 $
—
34
435 $
More Than 5
Years
52
299
101
452
50 $
—
24
74 $
Payments Due by Period
Year 1
Years 2-3
Years 4-5
At December 30, 2017, the Finance group also had $38 million in other liabilities that are payable within the next 12 months.
Critical Accounting Estimates
To prepare our Consolidated Financial Statements to be in conformity with generally accepted accounting principles, we must make
complex and subjective judgments in the selection and application of accounting policies. The accounting policies that we believe
are most critical to the portrayal of our financial condition and results of operations are listed below. We believe these policies
require our most difficult, subjective and complex judgments in estimating the effect of inherent uncertainties. This section should
be read in conjunction with Note 1 to the Consolidated Financial Statements, which includes other significant accounting policies.
Long-Term Contracts
We make a substantial portion of our sales to government customers pursuant to long-term contracts. These contracts require
development and delivery of products over multiple years and may contain fixed-price purchase options for additional products. We
account for these long-term contracts under the percentage-of-completion method of accounting. Under this method, we estimate
profit as the difference between total estimated revenues and cost of a contract. The percentage-of-completion method of accounting
involves the use of various estimating techniques to project costs at completion and, in some cases, includes estimates of recoveries
asserted against the customer for changes in specifications. Due to the size, length of time and nature of many of our contracts, the
estimation of total contract costs and revenues through completion is complicated and subject to many variables relative to the
outcome of future events over a period of several years. We are required to make numerous assumptions and estimates relating to
items such as expected engineering requirements, complexity of design and related development costs, product performance,
performance of subcontractors, availability and cost of materials, labor productivity and cost, overhead and capital costs,
manufacturing efficiencies and the achievement of contract milestones, including product deliveries, technical requirements, or
schedule.
Our cost estimation process is based on the professional knowledge and experience of engineers and program managers along with
finance professionals. We update our projections of costs at least semiannually or when circumstances significantly change.
Adjustments to projected costs are recognized in earnings when determinable. Anticipated losses on contracts are recognized in full
in the period in which the losses become probable and estimable. Due to the significance of judgment in the estimation process
described above, it is likely that materially different revenues and/or cost of sales amounts could be recorded if we used different
assumptions or if the underlying circumstances were to change. Our earnings could be reduced by a material amount resulting in a
charge to earnings if (a) total estimated contract costs are significantly higher than expected due to changes in customer specifications
prior to contract amendment, (b) total estimated contract costs are significantly higher than previously estimated due to cost overruns
32 Textron 2017 Annual Report
32
or inflation, (c) there is a change in engineering efforts required during the development stage of the contract or (d) we are unable to
meet contract milestones.
At the outset of each contract, we estimate the initial profit booking rate. The initial profit booking rate of each contract considers
risks surrounding the ability to achieve the technical requirements (for example, a newly-developed product versus a mature product),
schedule (for example, the number and type of milestone events), and costs by contract requirements in the initial estimated costs at
completion. Profit booking rates may increase during the performance of the contract if we successfully retire risks surrounding the
technical, schedule, and costs aspects of the contract. Likewise, the profit booking rate may decrease if we are not successful in
retiring the risks; and, as a result, our estimated costs at completion increase. All of the estimates are subject to change during the
performance of the contract and, therefore, may affect the profit booking rate. When adjustments are required, any changes from
prior estimates are recognized using the cumulative catch-up method with the impact of the change from inception-to-date recorded
in the current period.
The following table sets forth the aggregate gross amount of all program profit adjustments that are included within segment profit
for the three years ended December 30, 2017:
(In millions)
Gross favorable
Gross unfavorable
Net adjustments
$
$
2017
92 $
(87)
5 $
2016
106 $
(23)
83 $
2015
111
(33)
78
Goodwill
We evaluate the recoverability of goodwill annually in the fourth quarter or more frequently if events or changes in circumstances,
such as declines in sales, earnings or cash flows, or material adverse changes in the business climate, indicate that the carrying value
of a reporting unit might be impaired. The reporting unit represents the operating segment unless discrete financial information is
prepared and reviewed by segment management for businesses one level below that operating segment, in which case such
component is the reporting unit. In certain instances, we have aggregated components of an operating segment into a single reporting
unit based on similar economic characteristics.
We calculate the fair value of each reporting unit, primarily using discounted cash flows. These cash flows incorporate assumptions
for short- and long-term revenue growth rates, operating margins and discount rates that represent our best estimates of current and
forecasted market conditions, cost structure, anticipated net cost reductions, and the implied rate of return that we believe a market
participant would require for an investment in a business having similar risks and business characteristics to the reporting unit being
assessed. The revenue growth rates and operating margins used in our discounted cash flow analysis are based on our strategic plans
and long-range planning forecasts. The long-term growth rate we use to determine the terminal value of the business is based on
our assessment of its minimum expected terminal growth rate, as well as its past historical growth and broader economic
considerations such as gross domestic product, inflation and the maturity of the markets we serve. We utilize a weighted-average
cost of capital in our impairment analysis that makes assumptions about the capital structure that we believe a market participant
would make and include a risk premium based on an assessment of risks related to the projected cash flows of each reporting
unit. We believe this approach yields a discount rate that is consistent with an implied rate of return that an independent investor or
market participant would require for an investment in a company having similar risks and business characteristics to the reporting
unit being assessed.
If the reporting unit’s estimated fair value exceeds its carrying value, there is no impairment, and no further analysis is performed.
Otherwise, the amount of the impairment is determined by comparing the carrying amount of the reporting unit’s goodwill to the
implied fair value of that goodwill. The implied fair value of goodwill is determined by assigning a fair value to all of the reporting
unit’s assets and liabilities, including any unrecognized intangible assets, as if the reporting unit had been acquired in a business
combination. If the carrying amount of the goodwill exceeds the implied fair value, an impairment loss is recognized in an amount
equal to that excess.
Based on our annual impairment review, the fair value of all of our reporting units exceeded their carrying values, and we do not
believe that there is a reasonable possibility that any units might fail the initial step of the impairment test in the foreseeable future.
Textron 2017 Annual Report 33
33
Retirement Benefits
We maintain various pension and postretirement plans for our employees globally. These plans include significant pension and
postretirement benefit obligations, which are calculated based on actuarial valuations. Key assumptions used in determining these
obligations and related expenses include expected long-term rates of return on plan assets, discount rates and healthcare cost
projections. We also make assumptions regarding employee demographic factors such as retirement patterns, mortality, turnover
and rate of compensation increases. We evaluate and update these assumptions annually.
To determine the weighted-average expected long-term rate of return on plan assets, we consider the current and expected asset
allocation, as well as historical and expected returns on each plan asset class. A lower expected rate of return on plan assets will
increase pension expense. For 2017, the assumed expected long-term rate of return on plan assets used in calculating pension
expense was 7.57%, compared with 7.58% in 2016. For the last six years, the assumed rate of return for our domestic plans, which
represent approximately 91% of our total pension assets, was 7.75%. A 50 basis-point decrease in this long-term rate of return in
2017 would have increased pension cost for our domestic plans by approximately $30 million.
The discount rate enables us to state expected future benefit payments as a present value on the measurement date, reflecting the
current rate at which the pension liabilities could be effectively settled. This rate should be in line with rates for high-quality fixed
income investments available for the period to maturity of the pension benefits, which fluctuate as long-term interest rates change.
A lower discount rate increases the present value of the benefit obligations and increases pension expense. In 2017, the weighted-
average discount rate used in calculating pension expense was 4.13%, compared with 4.66% in 2016. For our domestic plans, the
assumed discount rate was 4.25% in 2017, compared with 4.75% in 2016. A 50 basis-point decrease in the weighted-average
discount rate would have increased pension cost for our domestic plans by approximately $37 million in 2017.
The trend in healthcare costs is difficult to estimate and has an important effect on postretirement liabilities. The 2017 medical and
prescription drug healthcare cost trend rates represent the weighted-average annual projected rate of increase in the per capita cost
of covered benefits. In 2017, we assumed a trend rate of 7.25% for both medical and prescription drug healthcare rates and assumed
this rate would gradually decline to 5% by 2024 and then remain at that level. See Note 11 to the Consolidated Financial Statements
for the impact of a one-percentage-point change in the cost trend rate.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Foreign Currency Exchange Risks
Our financial results are affected by changes in foreign currency exchange rates in the various countries in which our products are
manufactured and/or sold. For our manufacturing operations, we manage our foreign currency transaction exposures by entering
into foreign currency exchange contracts. These contracts generally are used to fix the local currency cost of purchased goods or
services or selling prices denominated in currencies other than the functional currency. The notional amount of outstanding foreign
currency exchange contracts was approximately $426 million and $665 million at December 30, 2017 and December 31, 2016,
respectively. We also manage exposures to foreign currency assets and earnings primarily by funding certain foreign currency-
denominated assets with liabilities in the same currency so that certain exposures are naturally offset. We primarily use borrowings
denominated in British pound sterling for these purposes. The impact of foreign currency exchange rate changes on our Consolidated
Financial Statements are as follows:
(In millions)
Increase (decrease) in revenues
Decrease in segment profit
$
2017
27 $
(1)
2016
(36) $
(12)
2015
(244)
(20)
Interest Rate Risks
Our financial results are affected by changes in interest rates. As part of managing this risk, we seek to achieve a prudent balance
between floating- and fixed-rate exposures. We continually monitor our mix of these exposures and adjust the mix, as necessary.
For our Finance group, we limit our risk to changes in interest rates with a strategy of matching floating-rate assets with floating-
rate liabilities.
Quantitative Risk Measures
In the normal course of business, we enter into financial instruments for purposes other than trading. The financial instruments that
are subject to market risk include finance receivables (excluding leases), debt (excluding capital lease obligations) and foreign
currency exchange contracts. To quantify the market risk inherent in these financial instruments, we utilize a sensitivity analysis
that includes a hypothetical change in fair value assuming a 10% decrease in interest rates and a 10% strengthening in foreign
exchange rates against the U.S. dollar. The fair value of these financial instruments is estimated using discounted cash flow analysis
and indicative market pricing as reported by leading financial news and data providers.
34 Textron 2017 Annual Report
34
At the end of each year, the table below provides the carrying and fair values of these financial instruments along with the sensitivity
of fair value to the hypothetical changes discussed above. This sensitivity analysis is most likely not indicative of actual results in
the future.
(In millions)
Manufacturing group
Foreign exchange rate risk
Debt
Foreign currency exchange contracts
Interest rate risk
Debt
Finance group
Interest rate risk
Finance receivables
Debt
* The value represents an asset or (liability).
December 30, 2017
December 31, 2016
Carrying
Value*
Fair
Value*
Sensitivity of
Fair Value
to a 10%
Change
Carrying
Value*
Fair
Value*
Sensitivity of
Fair Value
to a 10%
Change
$
$
(212) $
11
(201) $
(232) $
11
(221) $
(23) $
26
3 $
(187) $
(3)
(190) $
(211) $
(3)
(214) $
(21)
29
8
$
(3,007) $
(3,136) $
(33) $
(2,690) $
(2,809) $
(22)
$
643 $
(824)
675 $
(799)
14 $
2
759 $
(903)
788 $
(831)
15
20
Textron 2017 Annual Report 35
35
Item 8. Financial Statements and Supplementary Data
Our Consolidated Financial Statements and the related report of our independent registered public accounting firm thereon are included in this
Annual Report on Form 10-K on the pages indicated below:
Consolidated Statements of Operations for each of the years in the three-year period ended December 30, 2017
Consolidated Statements of Comprehensive Income for each of the years in the three-year period ended December 30, 2017
Consolidated Balance Sheets as of December 30, 2017 and December 31, 2016
Consolidated Statements of Shareholders’ Equity for each of the years in the three-year period ended December 30, 2017
Consolidated Statements of Cash Flows for each of the years in the three-year period ended December 30, 2017
Notes to the Consolidated Financial Statements
Summary of Significant Accounting Policies
Business Acquisitions, Goodwill and Intangible Assets
Accounts Receivable and Finance Receivables
Inventories
Property, Plant and Equipment, Net
Accrued Liabilities
Debt and Credit Facilities
Derivative Instruments and Fair Value Measurements
Shareholders’ Equity
Share-Based Compensation
Note 1.
Note 2.
Note 3.
Note 4.
Note 5.
Note 6.
Note 7.
Note 8.
Note 9.
Note 10.
Note 11. Retirement Plans
Special Charges
Note 12.
Note 13.
Income Taxes
Note 14. Commitments and Contingencies
Note 15.
Note 16.
Supplemental Cash Flow Information
Segment and Geographic Data
Report of Independent Registered Public Accounting Firm
Supplementary Information:
Quarterly Data for 2017 and 2016 (Unaudited)
Schedule II – Valuation and Qualifying Accounts
Page
37
38
39
40
41
43
48
50
52
52
52
53
54
55
56
58
62
63
66
67
67
69
70
71
All other schedules are omitted either because they are not applicable or not required or because the required information is included in the financial
statements or notes thereto.
36 Textron 2017 Annual Report
36
2016
2015
$ 14,129 $ 13,710 $ 13,340
83
13,423
78
13,788
Consolidated Statements of Operations
For each of the years in the three-year period ended December 30, 2017
2017
69
14,198
(In millions, except per share data)
Revenues
Manufacturing revenues
Finance revenues
Total revenues
Costs, expenses and other
Cost of sales
Selling and administrative expense
Interest expense
Special charges
Total costs, expenses and other
Income from continuing operations before income taxes
Income tax expense
Income from continuing operations
Income (loss) from discontinued operations, net of income taxes*
Net income
Basic earnings per share
Continuing operations
Discontinued operations
Basic earnings per share
Diluted earnings per share
Continuing operations
Discontinued operations
Diluted earnings per share
* See Note 13 to the Consolidated Financial Statements for additional information regarding the year ended December 31, 2016.
11,795
1,337
174
130
13,436
762
456
306
1
307 $
1.14 $
1.14 $
1.15 $
1.15 $
$
$
$
$
$
—
—
See Notes to the Consolidated Financial Statements.
11,311
1,304
174
123
12,912
876
33
843
119
962 $
10,979
1,304
169
—
12,452
971
273
698
(1)
697
3.11 $
0.44
3.55 $
3.09 $
0.44
3.53 $
2.52
—
2.52
2.50
—
2.50
Textron 2017 Annual Report 37
37
Consolidated Statements of Comprehensive Income
For each of the years in the three-year period ended December 30, 2017
(In millions)
Net income
Other comprehensive income (loss), net of tax:
Pension and postretirement benefits adjustments, net of reclassifications
Foreign currency translation adjustments
Deferred gains (losses) on hedge contracts, net of reclassifications
Other comprehensive income (loss)
Comprehensive income
See Notes to the Consolidated Financial Statements.
$
2017
307 $
2016
962 $
2015
697
109
107
14
230
537 $
(178)
(49)
20
(207)
755 $
184
(65)
(11)
108
805
$
38 Textron 2017 Annual Report
38
Consolidated Balance Sheets
(In millions, except share data)
Assets
Manufacturing group
Cash and equivalents
Accounts receivable, net
Inventories
Other current assets
Total current assets
Property, plant and equipment, net
Goodwill
Other assets
Total Manufacturing group assets
Finance group
Cash and equivalents
Finance receivables, net
Other assets
Total Finance group assets
Total assets
Liabilities and shareholders’ equity
Liabilities
Manufacturing group
Short-term debt and current portion of long-term debt
Accounts payable
Accrued liabilities
Total current liabilities
Other liabilities
Long-term debt
Total Manufacturing group liabilities
Finance group
Other liabilities
Debt
Total Finance group liabilities
Total liabilities
Shareholders’ equity
Common stock (262.3 million and 270.3 million shares issued, respectively,
and 261.5 million and 270.3 million shares outstanding, respectively)
Capital surplus
Treasury stock
Retained earnings
Accumulated other comprehensive loss
Total shareholders’ equity
Total liabilities and shareholders’ equity
See Notes to the Consolidated Financial Statements.
December 30,
2017
December 31,
2016
$
1,079 $
1,363
4,150
435
7,027
2,721
2,364
2,059
14,171
1,137
1,064
4,464
388
7,053
2,581
2,113
2,331
14,078
183
819
167
1,169
161
935
184
1,280
$ 15,340 $ 15,358
$
14 $
1,205
2,441
3,660
2,006
3,074
8,740
129
824
953
9,693
363
1,273
2,257
3,893
2,354
2,414
8,661
220
903
1,123
9,784
33
1,669
(48)
5,368
(1,375)
5,647
34
1,599
—
5,546
(1,605)
5,574
$ 15,340 $ 15,358
Textron 2017 Annual Report 39
39
Consolidated Statements of Shareholders’ Equity
(In millions, except per share data)
Balance at January 3, 2015
Net income
Other comprehensive income
Dividends declared ($0.08 per share)
Share-based compensation activity
Purchases of common stock
Other
Balance at January 2, 2016
Net income
Other comprehensive loss
Dividends declared ($0.08 per share)
Share-based compensation activity
Purchases of common stock
Retirement of treasury stock
Other
Balance at December 31, 2016
Net income
Other comprehensive income
Dividends declared ($0.08 per share)
Share-based compensation activity
Purchases of common stock
Retirement of treasury stock
Balance at December 30, 2017
Common
Stock
$
36
Capital
Surplus
$ 1,459
Treasury
Stock
(340)
$
36
1
(3)
34
126
2
1,587
119
(105)
(2)
1,599
139
(219)
(559)
(241)
800
—
Accumulated
Other
Comprehensive
Loss
(1,506)
$
108
Retained
Earnings
$ 4,623
697
(22)
5,298
962
(22)
(692)
5,546
307
(21)
(1,398)
(207)
(1,605)
230
(1)
33
(69)
$ 1,669
$
$
(582)
534
(48)
(464)
$ 5,368
$
(1,375)
Total
Shareholders’
Equity
$ 4,272
697
108
(22)
126
(219)
2
4,964
962
(207)
(22)
120
(241)
—
(2)
5,574
307
230
(21)
139
(582)
—
$ 5,647
See Notes to the Consolidated Financial Statements.
40 Textron 2017 Annual Report
40
Consolidated Statements of Cash Flows
For each of the years in the three-year period ended December 30, 2017
(In millions)
Cash flows from operating activities
Net income
Less: Income (loss) from discontinued operations
Income from continuing operations
Adjustments to reconcile income from continuing operations
to net cash provided by operating activities:
Non-cash items:
Depreciation and amortization
Asset impairments
Deferred income taxes
Other, net
Changes in assets and liabilities:
Accounts receivable, net
Inventories
Other assets
Accounts payable
Accrued and other liabilities
Income taxes, net
Pension, net
Captive finance receivables, net
Other operating activities, net
Net cash provided by operating activities of continuing operations
Net cash used in operating activities of discontinued operations
Net cash provided by operating activities
Cash flows from investing activities
Capital expenditures
Net cash used in acquisitions
Finance receivables repaid
Other investing activities, net
Net cash used in investing activities
Cash flows from financing activities
Proceeds from long-term debt
Principal payments on long-term debt and nonrecourse debt
Purchases of Textron common stock
Proceeds from exercise of stock options
Dividends paid
Other financing activities, net
Net cash used in financing activities
Effect of exchange rate changes on cash and equivalents
Net increase (decrease) in cash and equivalents
Cash and equivalents at beginning of year
Cash and equivalents at end of year
See Notes to the Consolidated Financial Statements.
Consolidated
2016
2017
$
307 $
1
306
962 $
119
843
447
47
346
90
(236)
412
(27)
(156)
(113)
78
(277)
67
(4)
980
(27)
953
(423)
(331)
32
60
(662)
449
40
48
92
(33)
(352)
72
215
(281)
(189)
25
75
10
1,014
(2)
1,012
(446)
(186)
44
65
(523)
1,036
(841)
(582)
52
(21)
(4)
(360)
33
(36)
1,298
1,262 $
525
(457)
(241)
36
(22)
(9)
(168)
(28)
293
1,005
1,298 $
$
2015
697
(1)
698
461
7
4
99
(14)
(239)
(36)
43
(155)
71
69
90
(4)
1,094
(4)
1,090
(420)
(81)
67
46
(388)
61
(356)
(219)
32
(22)
—
(504)
(15)
183
822
1,005
Textron 2017 Annual Report 41
41
Consolidated Statements of Cash Flows continued
For each of the years in the three-year period ended December 30, 2017
(In millions)
Cash flows from operating activities
Net income
Less: Income (loss) from discontinued operations
Income from continuing operations
Adjustments to reconcile income from continuing operations
to net cash provided by (used in) operating activities:
Non-cash items:
Depreciation and amortization
Asset impairments
Deferred income taxes
Other, net
Changes in assets and liabilities:
Accounts receivable, net
Inventories
Other assets
Accounts payable
Accrued and other liabilities
Income taxes, net
Pension, net
Dividends received from Finance group
Other operating activities, net
Net cash provided by (used in) operating activities of continuing operations
Net cash used in operating activities of discontinued operations
Net cash provided by (used in) operating activities
Cash flows from investing activities
Capital expenditures
Net cash used in acquisitions
Finance receivables repaid
Finance receivables originated
Other investing activities, net
Net cash provided by (used in) investing activities
Cash flows from financing activities
Proceeds from long-term debt
Principal payments on long-term debt and nonrecourse debt
Purchases of Textron common stock
Proceeds from exercise of stock options
Dividends paid
Other financing activities, net
Net cash used in financing activities
Effect of exchange rate changes on cash and equivalents
Net increase (decrease) in cash and equivalents
Cash and equivalents at beginning of year
Cash and equivalents at end of year
See Notes to the Consolidated Financial Statements.
Manufacturing Group
Finance Group
2017
2016
2015
2017
2016
2015
$
248 $
1
247
951 $
119
832
683 $
(1)
684
59 $
—
59
11 $
—
11
14
—
14
435
47
390
94
(236)
422
(26)
(156)
(108)
119
(277)
—
(4)
947
(27)
920
(423)
(331)
—
—
9
(745)
437
40
36
90
(33)
(347)
104
215
(276)
(174)
25
29
10
988
(2)
986
(446)
(186)
—
—
11
(621)
449
7
14
90
(14)
(241)
(40)
43
(144)
62
69
63
(4)
1,038
(4)
1,034
(420)
(81)
—
—
5
(496)
992
(704)
(582)
52
(21)
(3)
(266)
33
(58)
1,137
345
(254)
(241)
36
(22)
(10)
(146)
(28)
191
946
$ 1,079 $ 1,137 $
—
(100)
(219)
32
(22)
1
(308)
(15)
215
731
946 $
12
—
(44)
(4)
—
—
(1)
—
(5)
(41)
—
—
—
(24)
—
(24)
—
—
273
(174)
41
140
44
(137)
—
—
—
(1)
(94)
—
22
161
183 $
12
—
12
2
—
—
(6)
—
(5)
(15)
—
—
—
11
—
11
—
—
292
(173)
23
142
180
(203)
—
—
(29)
1
(51)
—
102
59
161 $
12
—
(10)
9
—
—
4
—
(8)
9
—
—
—
30
—
30
—
—
351
(194)
40
197
61
(256)
—
—
(63)
(1)
(259)
—
(32)
91
59
42 Textron 2017 Annual Report
42
Notes to the Consolidated Financial Statements
Note 1. Summary of Significant Accounting Policies
Principles of Consolidation and Financial Statement Presentation
Our Consolidated Financial Statements include the accounts of Textron Inc. and its majority-owned subsidiaries. Our financings are
conducted through two separate borrowing groups. The Manufacturing group consists of Textron Inc. consolidated with its majority-
owned subsidiaries that operate in the Textron Aviation, Bell, Textron Systems and Industrial segments. The Finance group, which
also is the Finance segment, consists of Textron Financial Corporation (TFC) and its consolidated subsidiaries. We designed this
framework to enhance our borrowing power by separating the Finance group. Our Manufacturing group operations include the
development, production and delivery of tangible goods and services, while our Finance group provides financial services. Due to
the fundamental differences between each borrowing group’s activities, investors, rating agencies and analysts use different measures
to evaluate each group’s performance. To support those evaluations, we present balance sheet and cash flow information for each
borrowing group within the Consolidated Financial Statements.
Our Finance group provides financing primarily to purchasers of new and pre-owned Textron Aviation aircraft and Bell helicopters
manufactured by our Manufacturing group, otherwise known as captive financing. In the Consolidated Statements of Cash Flows,
cash received from customers is reflected as operating activities when received from third parties. However, in the cash flow
information provided for the separate borrowing groups, cash flows related to captive financing activities are reflected based on the
operations of each group. For example, when product is sold by our Manufacturing group to a customer and is financed by the
Finance group, the origination of the finance receivable is recorded within investing activities as a cash outflow in the Finance
group’s statement of cash flows. Meanwhile, in the Manufacturing group’s statement of cash flows, the cash received from the
Finance group on the customer’s behalf is recorded within operating cash flows as a cash inflow. Although cash is transferred
between the two borrowing groups, there is no cash transaction reported in the consolidated cash flows at the time of the original
financing. These captive financing activities, along with all significant intercompany transactions, are reclassified or eliminated in
consolidation.
Collaborative Arrangements
Our Bell segment has a strategic alliance agreement with The Boeing Company (Boeing) to provide engineering, development and
test services related to the V-22 aircraft, as well as to produce the V-22 aircraft, under a number of separate contracts with the U.S.
Government (V-22 Contracts). The alliance created by this agreement is not a legal entity and has no employees, no assets and no
true operations. This agreement creates contractual rights and does not represent an entity in which we have an equity interest. We
account for this alliance as a collaborative arrangement with Bell and Boeing reporting costs incurred and revenues generated from
transactions with the U.S. Government in each company’s respective income statement. Neither Bell nor Boeing is considered to be
the principal participant for the transactions recorded under this agreement. Profits on cost-plus contracts are allocated between Bell
and Boeing on a 50%-50% basis. Negotiated profits on fixed-price contracts are also allocated 50%-50%; however, Bell and Boeing
are each responsible for their own cost overruns and are entitled to retain any cost underruns. Based on the contractual arrangement
established under the alliance, Bell accounts for its rights and obligations under the specific requirements of the V-22 Contracts
allocated to Bell under the work breakdown structure. We account for all of our rights and obligations, including warranty, product
and any contingent liabilities, under the specific requirements of the V-22 Contracts allocated to us under the agreement. Revenues
and cost of sales reflect our performance under the V-22 Contracts with revenues currently recognized using the units-of-delivery
method. We include all assets used in performance of the V-22 Contracts that we own, including inventory and unpaid receivables
and all liabilities arising from our obligations under the V-22 Contracts in our Consolidated Balance Sheets.
Use of Estimates
We prepare our financial statements in conformity with generally accepted accounting principles, which require us to make estimates
and assumptions that affect the amounts reported in the financial statements. Actual results could differ from those estimates. Our
estimates and assumptions are reviewed periodically, and the effects of changes, if any, are reflected in the Consolidated Statements
of Operations in the period that they are determined.
We periodically change our estimates of revenues and costs on certain long-term contracts that are accounted for under the
percentage-of-completion method of accounting. These changes in estimates increased income from continuing operations before
income taxes by $5 million, $83 million and $78 million in 2017, 2016 and 2015, respectively, ($3 million, $52 million and $49
million after tax, respectively, or $0.01, $0.19 and $0.18 per diluted share, respectively). For 2017, 2016 and 2015, the gross
favorable program profit adjustments totaled $92 million, $106 million and $111 million, respectively, and the gross unfavorable
program profit adjustments totaled $87 million, $23 million and $33 million, respectively. Gross unfavorable program adjustments
for 2017 included $44 million related to the Tactical Armoured Patrol Vehicle program. In 2017, this program experienced
inefficiencies resulting from various production issues during the ramp up and subsequent production.
Textron 2017 Annual Report 43
43
Revenue Recognition
We generally recognize revenue for the sale of products, which are not under long-term contracts, upon delivery. For commercial
aircraft, delivery is upon completion of manufacturing, customer acceptance, and the transfer of the risk and rewards of ownership.
Taxes collected from customers and remitted to government authorities are recorded on a net basis.
When a sale arrangement involves multiple deliverables, such as sales of products that include customization and other services, we
evaluate the arrangement to determine whether there are separate items that are required to be delivered under the arrangement that
qualify as separate units of accounting. These arrangements typically involve the customization services we offer to customers who
purchase Bell helicopters, and the services generally are provided within the first six months after the customer accepts the aircraft
and assumes risk of loss. We consider the aircraft and the customization services to be separate units of accounting and allocate
contract price between the two on a relative selling price basis using the best evidence of selling price for each of the deliverables,
typically by reference to the price charged when the same or similar items are sold separately by us. We also consider any
performance, cancellation, termination or refund-type provisions. Revenue is recognized when the recognition criteria for each unit
of accounting are met.
Long-Term Contracts
Revenues under long-term contracts are accounted for under the percentage-of-completion method of accounting. Under this
method, we estimate profit as the difference between the total estimated revenues and cost of a contract. We then recognize that
estimated profit over the contract term based on either the units-of-delivery method or the cost-to-cost method (which typically is
used for development effort as costs are incurred), as appropriate under the circumstances. Revenues under fixed-price contracts
generally are recorded using the units-of-delivery method. Revenues under cost-reimbursement contracts are recorded using the
cost-to-cost method.
Long-term contract profits are based on estimates of total contract cost and revenues utilizing current contract specifications,
expected engineering requirements, the achievement of contract milestones and product deliveries. Certain contracts are awarded
with fixed-price incentive fees that also are considered when estimating revenues and profit rates. Contract costs typically are
incurred over a period of several years, and the estimation of these costs requires substantial judgment. Our cost estimation process
is based on the professional knowledge and experience of engineers and program managers along with finance professionals. We
update our projections of costs at least semiannually or when circumstances significantly change. When adjustments are required,
any changes from prior estimates are recognized using the cumulative catch-up method with the impact of the change from inception-
to-date recorded in the current period. Anticipated losses on contracts are recognized in full in the period in which the losses become
probable and estimable.
Finance Revenues
Finance revenues primarily include interest on finance receivables, capital lease earnings and portfolio gains/losses. Portfolio
gains/losses include impairment charges related to repossessed assets and properties and gains/losses on the sale or early termination
of finance assets. We recognize interest using the interest method, which provides a constant rate of return over the terms of the
receivables. Accrual of interest income is suspended if credit quality indicators suggest full collection of principal and interest is
doubtful. In addition, we automatically suspend the accrual of interest income for accounts that are contractually delinquent by more
than three months unless collection is not doubtful. Cash payments on nonaccrual accounts, including finance charges, generally are
applied to reduce the net investment balance. Once we conclude that the collection of all principal and interest is no longer doubtful,
we resume the accrual of interest and recognize previously suspended interest income at the time either a) the loan becomes
contractually current through payment according to the original terms of the loan, or b) if the loan has been modified, following a
period of performance under the terms of the modification.
Cash and Equivalents
Cash and equivalents consist of cash and short-term, highly liquid investments with original maturities of three months or less.
Inventories
Inventories are stated at the lower of cost or estimated net realizable value. We value our inventories generally using the first-in,
first-out (FIFO) method or the last-in, first-out (LIFO) method for certain qualifying inventories where LIFO provides a better
matching of costs and revenues. We determine costs for our commercial helicopters on an average cost basis by model considering
the expended and estimated costs for the current production release. Inventories include costs related to long-term contracts, which
are stated at actual production costs, including allocable operating overhead, advances to suppliers, and, in the case of contracts with
the U.S. Government, allocable research and development and general and administrative expenses. Since our inventoried costs
include amounts related to contracts with long production cycles, a portion of these costs is not expected to be realized within one
year. Pursuant to contract provisions, agencies of the U.S. Government have title to, or security interest in, inventories related to
such contracts as a result of advances, performance-based payments and progress payments. Accordingly, these advances and
payments are reflected as an offset against the related inventory balances with any remaining amounts recorded as a liability in
44 Textron 2017 Annual Report
44
customer deposits. Customer deposits are recorded against inventory only when the right of offset exists, while all other customer
deposits are recorded in Accrued liabilities.
Property, Plant and Equipment
Property, plant and equipment are recorded at cost and are depreciated primarily using the straight-line method. We capitalize
expenditures for improvements that increase asset values and extend useful lives. Property, plant and equipment are reviewed for
impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. If
the carrying value of the asset exceeds the sum of the undiscounted expected future cash flows, the asset is written down to fair
value.
Goodwill and Intangible Assets
Goodwill represents the excess of the consideration paid for the acquisition of a business over the fair values assigned to intangible
and other net assets of the acquired business. Goodwill and intangible assets deemed to have indefinite lives are not amortized, but
are subject to an annual impairment test. We evaluate the recoverability of these assets in the fourth quarter of each year or more
frequently if events or changes in circumstances, such as declines in sales, earnings or cash flows, or material adverse changes in the
business climate, indicate a potential impairment.
For our impairment test, we calculate the fair value of each reporting unit and indefinite-lived intangible asset primarily using
discounted cash flows. A reporting unit represents the operating segment unless discrete financial information is prepared and
reviewed by segment management for businesses one level below that operating segment, in which case such component is the
reporting unit. In certain instances, we have aggregated components of an operating segment into a single reporting unit based on
similar economic characteristics. For the goodwill impairment test, the discounted cash flows incorporate assumptions for revenue
growth, operating margins and discount rates that represent our best estimates of current and forecasted market conditions, cost
structure, anticipated net cost reductions, and the implied rate of return that we believe a market participant would require for an
investment in a business having similar risks and characteristics to the reporting unit being assessed. If the reporting unit’s estimated
fair value exceeds its carrying value, there is no impairment. Otherwise, the amount of the impairment is determined by comparing
the carrying amount of the reporting unit’s goodwill to the implied fair value of that goodwill. The implied fair value of goodwill is
determined by assigning a fair value to all of the reporting unit’s assets and liabilities as if the reporting unit had been acquired in a
business combination. If the carrying amount of the goodwill exceeds the implied fair value, an impairment loss is recognized in an
amount equal to that excess. For indefinite-lived intangible assets, if the carrying amount of an intangible asset exceeds its fair value,
an impairment loss is recognized in an amount equal to that excess.
Acquired intangible assets with finite lives are subject to amortization. These assets are reviewed for impairment whenever events
or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Amortization of these intangible
assets is recognized over their estimated useful lives using a method that reflects the pattern in which the economic benefits of the
intangible assets are consumed or otherwise realized. Approximately 78% of our gross intangible assets are amortized based on the
cash flow streams used to value the assets, with the remaining assets amortized using the straight-line method.
Finance Receivables
Finance receivables primarily include loans provided to purchasers of new and pre-owned Textron Aviation aircraft and Bell
helicopters. Finance receivables are generally recorded at the amount of outstanding principal less allowance for losses.
We maintain an allowance for losses on finance receivables at a level considered adequate to cover inherent losses in the portfolio
based on management’s evaluation. For larger balance accounts specifically identified as impaired, a reserve is established based
on comparing the expected future cash flows, discounted at the finance receivable’s effective interest rate, or the fair value of the
underlying collateral if the finance receivable is collateral dependent, to its carrying amount. The expected future cash flows consider
collateral value; financial performance and liquidity of our borrower; existence and financial strength of guarantors; estimated
recovery costs, including legal expenses; and costs associated with the repossession and eventual disposal of collateral. When there
is a range of potential outcomes, we perform multiple discounted cash flow analyses and weight the potential outcomes based on
their relative likelihood of occurrence. The evaluation of our portfolio is inherently subjective, as it requires estimates, including the
amount and timing of future cash flows expected to be received on impaired finance receivables and the estimated fair value of the
underlying collateral, which may differ from actual results. While our analysis is specific to each individual account, critical factors
included in this analysis include industry valuation guides, age and physical condition of the collateral, payment history and existence
and financial strength of guarantors.
We also establish an allowance for losses to cover probable but specifically unknown losses existing in the portfolio. This allowance
is established as a percentage of non-recourse finance receivables, which have not been identified as requiring specific reserves. The
percentage is based on a combination of factors, including historical loss experience, current delinquency and default trends,
collateral values and both general economic and specific industry trends.
Textron 2017 Annual Report 45
45
Finance receivables are charged off at the earlier of the date the collateral is repossessed or when no payment has been received for
six months, unless management deems the receivable collectible. Repossessed assets are recorded at their fair value, less estimated
cost to sell.
Pension and Postretirement Benefit Obligations
We maintain various pension and postretirement plans for our employees globally. These plans include significant pension and
postretirement benefit obligations, which are calculated based on actuarial valuations. Key assumptions used in determining these
obligations and related expenses include expected long-term rates of return on plan assets, discount rates and healthcare cost
projections. We evaluate and update these assumptions annually in consultation with third-party actuaries and investment advisors.
We also make assumptions regarding employee demographic factors such as retirement patterns, mortality, turnover and rate of
compensation increases.
For our year-end measurement, our defined benefit plan assets and obligations are measured as of the month-end date closest to our
fiscal year-end. We recognize the overfunded or underfunded status of our pension and postretirement plans in the Consolidated
Balance Sheets and recognize changes in the funded status of our defined benefit plans in comprehensive income in the year in which
they occur. Actuarial gains and losses that are not immediately recognized as net periodic pension cost are recognized as a component
of other comprehensive income (loss) (OCI) and are amortized into net periodic pension cost in future periods.
Derivatives and Hedging Activities
We are exposed to market risk primarily from changes in currency exchange rates and interest rates. We do not hold or issue
derivative financial instruments for trading or speculative purposes. To manage the volatility relating to our exposures, we net these
exposures on a consolidated basis to take advantage of natural offsets. For the residual portion, we enter into various derivative
transactions pursuant to our policies in areas such as counterparty exposure and hedging practices. Credit risk related to derivative
financial instruments is considered minimal and is managed by requiring high credit standards for counterparties and through
periodic settlements of positions.
All derivative instruments are reported at fair value in the Consolidated Balance Sheets. Designation to support hedge accounting
is performed on a specific exposure basis. For financial instruments qualifying as cash flow hedges, we record changes in the fair
value of derivatives (to the extent they are effective as hedges) in OCI, net of deferred taxes. Changes in fair value of derivatives
not qualifying as hedges are recorded in earnings.
Foreign currency denominated assets and liabilities are translated into U.S. dollars. Adjustments from currency rate changes are
recorded in the cumulative translation adjustment account in shareholders’ equity until the related foreign entity is sold or
substantially liquidated. We use foreign currency financing transactions to effectively hedge long-term investments in foreign
operations with the same corresponding currency. Foreign currency gains and losses on the hedge of the long-term investments are
recorded in the cumulative translation adjustment account.
Product Liabilities
We accrue for product liability claims and related defense costs when a loss is probable and reasonably estimable. Our estimates
are generally based on the specifics of each claim or incident and our best estimate of the probable loss using historical experience.
Environmental Liabilities and Asset Retirement Obligations
Liabilities for environmental matters are recorded on a site-by-site basis when it is probable that an obligation has been incurred and
the cost can be reasonably estimated. We estimate our accrued environmental liabilities using currently available facts, existing
technology, and presently enacted laws and regulations, all of which are subject to a number of factors and uncertainties. Our
environmental liabilities are not discounted and do not take into consideration possible future insurance proceeds or significant
amounts from claims against other third parties.
We have incurred asset retirement obligations primarily related to costs to remove and dispose of underground storage tanks and
asbestos materials used in insulation, adhesive fillers and floor tiles. There is no legal requirement to remove these items, and there
currently is no plan to remodel the related facilities or otherwise cause the impacted items to require disposal. Since these asset
retirement obligations are not estimable, there is no related liability recorded in the Consolidated Balance Sheets.
Warranty and Product Maintenance Liabilities
We provide limited warranty and product maintenance programs for certain products for periods ranging from one to five years. A
significant portion of these liabilities arises from our commercial aircraft businesses. For our product maintenance contracts, revenue
is recognized on a straight-line basis over the contract period, unless sufficient historical evidence indicates that the cost of providing
these services is incurred on a basis other than straight-line. In those circumstances, revenue is recognized over the contract period
in proportion to the costs expected to be incurred in performing the service.
46 Textron 2017 Annual Report
46
For our warranty programs, we estimate the costs that may be incurred and record a liability in the amount of such costs at the time
product revenues are recognized. Factors that affect this liability include the number of products sold, historical costs per claim,
contractual recoveries from vendors and historical and anticipated rates of warranty claims, including production and warranty
patterns for new models. We assess the adequacy of our recorded warranty liability periodically and adjust the amounts as necessary.
Additionally, we may establish a warranty liability related to the issuance of aircraft service bulletins for aircraft no longer covered
under the limited warranty programs.
Research and Development Costs
Our customer-funded research and development costs are charged directly to the related contracts, which primarily consist of U.S.
Government contracts. In accordance with government regulations, we recover a portion of company-funded research and
development costs through overhead rate charges on our U.S. Government contracts. Research and development costs that are not
reimbursable under a contract with the U.S. Government or another customer are charged to expense as incurred. Company-funded
research and development costs were $634 million, $677 million and $778 million in 2017, 2016 and 2015, respectively, and are
included in cost of sales.
Income Taxes
The provision for income tax expense is calculated on reported Income from continuing operations before income taxes based on
current tax law and includes, in the current period, the cumulative effect of any changes in tax rates from those used previously in
determining deferred tax assets and liabilities. Tax laws may require items to be included in the determination of taxable income at
different times from when the items are reflected in the financial statements. Deferred tax balances reflect the effects of temporary
differences between the financial reporting carrying amounts of assets and liabilities and their tax bases, as well as from net operating
losses and tax credit carryforwards, and are stated at enacted tax rates in effect for the year taxes are expected to be paid or recovered.
Deferred tax assets represent tax benefits for tax deductions or credits available in future years and require certain estimates and
assumptions to determine whether it is more likely than not that all or a portion of the benefit will not be realized. The recoverability
of these future tax deductions and credits is determined by assessing the adequacy of future expected taxable income from all sources,
including the future reversal of existing taxable temporary differences, taxable income in carryback years, estimated future taxable
income and available tax planning strategies. Should a change in facts or circumstances lead to a change in judgment about the
ultimate recoverability of a deferred tax asset, we record or adjust the related valuation allowance in the period that the change in
facts and circumstances occurs, along with a corresponding increase or decrease in income tax expense.
We record tax benefits for uncertain tax positions based upon management’s evaluation of the information available at the reporting
date. To be recognized in the financial statements, the tax position must meet the more-likely-than-not threshold that the position
will be sustained upon examination by the tax authority based on technical merits assuming the tax authority has full knowledge of
all relevant information. For positions meeting this recognition threshold, the benefit is measured as the largest amount of benefit
that meets the more-likely-than-not threshold to be sustained. We periodically evaluate these tax positions based on the latest
available information. For tax positions that do not meet the threshold requirement, we recognize net tax-related interest and
penalties for continuing operations in income tax expense.
New Accounting Standards
Revenue Recognition
In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue
from Contracts with Customers, that outlines a five-step revenue recognition model based on the principle that an entity should
recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to
which the entity expects to be entitled in exchange for those goods and services. This new standard became effective for us at the
beginning of 2018, and will be adopted using the modified retrospective transition method. Under this method, we will record the
cumulative effect of adopting the new standard in the first quarter of 2018.
Based on review and analysis of our contracts, the standard primarily impacts our Bell and Textron Systems segments, which have
long-term production contracts with the U.S. Government. Prior to adoption of the new standard, revenue was generally recognized
for these contracts as units were delivered, while under the new standard, revenue will be recognized over time, principally as costs
are incurred. This change will generally result in an acceleration of revenue for these contracts. At the adoption date, the impact of
recognizing these revenues under the new standard for historical periods ending prior to December 31, 2017 will result in a
cumulative after-tax transition adjustment to increase retained earnings by approximately $90 million, largely related to the Bell
segment. In addition, the transition adjustment will establish contract assets of approximately $350 million, with corresponding
decreases in inventory of approximately $200 million and in contract liabilities (deferred revenue and customer deposits) and
accounts receivables, primarily reflecting the conversion of contracts to the cost-to-cost method. This change is not expected to have
a significant impact on our future operating results as the revenues that would have been recognized under the units-of-delivery
method in future years, will essentially be replaced by the acceleration of revenue on other contracts into earlier periods using the
Textron 2017 Annual Report 47
47
cost-to-cost method. The new standard will have no impact on cash flows and does not affect the economics of our underlying
customer contracts. The standard does not have a significant impact on revenue recognition for our Textron Aviation and Industrial
segments, which will continue to primarily recognize revenue at the point in time when the customer accepts delivery of the goods
provided.
At the end of 2017, our backlog excluded amounts where funding from the U.S. Government had not been formally appropriated.
Under the new standard, backlog will generally include these unfunded amounts as backlog will be the equivalent of the transaction
price allocated to our remaining performance obligations, which represents the revenue we expect to recognize under our contracts
in future periods for which work has not yet been performed. At adoption, the increase in our backlog for the unfunded amounts
will be fully offset by the decrease due to the acceleration of revenues in the transition adjustment. We expect backlog at the Bell
segment to decrease by approximately 15% at the adoption date, which will partially be offset by an increase of approximately 7%
at the Textron Systems segment.
We have updated the accounting policies affected by this standard, redesigned our related internal controls over financial reporting
and are expanding the disclosures to be included in our first quarter Form 10-Q to meet the new requirements.
Other Standards
In March 2017, the FASB issued ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic
Postretirement Benefit Cost. This standard requires companies to present only the service cost component of net periodic benefit
costs in operating income in the same line as other employee compensation costs, while the other components of net periodic benefit
costs must be excluded from operating income. In addition, only the service cost component will be eligible for capitalization into
inventory. This standard is effective for our company at the beginning of 2018. The reclassification of the other components of net
periodic benefit cost out of operating income must be applied retrospectively, while the change in the amount companies may
capitalize into inventory can be applied prospectively. This standard will not have a material impact on our consolidated financial
statements and will not change our segment reporting.
In February 2016, the FASB issued ASU No. 2016-02, Leases, that requires lessees to recognize all leases with a term greater than
12 months on the balance sheet as right-to-use assets and lease liabilities, while lease expenses would continue to be recognized in
the statement of operations in a manner similar to current accounting guidance. Under the current accounting guidance, we are not
required to recognize assets and liabilities arising from operating leases on the balance sheet. The new standard is effective for our
company at the beginning of 2019 and early adoption is permitted. Entities must adopt the standard on a modified retrospective
basis whereby it would be applied at the beginning of the earliest comparative year. While we continue to evaluate the impact of
the standard on our consolidated financial statements, we expect that it will materially increase the assets and liabilities on our
consolidated balance sheet as we recognize the rights and corresponding obligations related to operating leases.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses. For most financial assets, such as trade
and other receivables, loans and other instruments, this standard changes the current incurred loss model to a forward-looking
expected credit loss model, which generally will result in the earlier recognition of allowances for losses. The new standard is
effective for our company at the beginning of 2020 with early adoption permitted beginning in 2019. Entities are required to apply
the provisions of the standard through a cumulative-effect adjustment to retained earnings as of the effective date. We are currently
evaluating the impact of the standard on our consolidated financial statements.
Note 2. Business Acquisitions, Goodwill and Intangible Assets
2017 Acquisitions
On March 6, 2017, we completed the acquisition of Arctic Cat Inc. (Arctic Cat), a publicly-held company (NASDAQ: ACAT),
pursuant to a cash tender offer for $18.50 per share, followed by a short-form merger. Arctic Cat manufactures and markets all-
terrain vehicles, side-by-sides and snowmobiles, in addition to related parts, garments and accessories. The cash paid for this
business, including repayment of debt and net of cash acquired, totaled $316 million. Arctic Cat provides a platform to expand our
product portfolio and increase our distribution channel to support growth within our Textron Specialized Vehicles business in the
Industrial segment. The operating results of Arctic Cat are included in the Consolidated Statements of Operations since the closing
date.
We allocated the consideration paid for this business on a preliminary basis to the assets acquired and liabilities assumed based on
their estimated fair values at the acquisition date. We expect to finalize the purchase accounting in the first quarter of 2018. Based
on the preliminary allocation, $230 million has been allocated to goodwill, related to expected synergies and the value of the
assembled workforce, and $75 million to intangible assets, which included $18 million of indefinite-lived assets related to
tradenames. The definite-lived intangible assets are primarily related to customer/dealer relationships and technology, which will be
amortized over 8 to 20 years. We determined the value of the intangible assets using the relief-from-royalty and multi-period excess
48 Textron 2017 Annual Report
48
earnings methods, which utilize significant unobservable inputs, or Level 3 inputs, as defined by the fair value hierarchy. Under
these valuation methods, we are required to make estimates and assumptions about sales, operating margins, growth rates, royalty
rates and discount rates based on anticipated cash flows and marketplace data. Approximately $5 million of the goodwill is
deductible for tax purposes.
2016 and 2015 Acquisitions
In 2016, we paid $186 million in cash and assumed debt of $19 million to acquire six businesses, net of cash acquired and
holdbacks. Our acquisition of Able Engineering and Component Services, Inc. and Able Aerospace, Inc. in the first quarter of 2016
represented the largest of these businesses and is included in the Textron Aviation segment. During 2015, we made aggregate cash
payments for acquisitions of $81 million, which included three businesses within our Industrial and Textron Aviation segments.
Goodwill
The changes in the carrying amount of goodwill by segment are as follows:
(In millions)
Balance at January 2, 2016
Acquisitions
Foreign currency translation
Balance at December 31, 2016
Acquisitions
Foreign currency translation
Balance at December 30, 2017
Intangible Assets
Our intangible assets are summarized below:
Textron
Aviation
560 $
54
(1)
613
—
1
614 $
$
$
Bell
31 $
—
—
31
—
—
31 $
Textron
Systems
Industrial
1,051 $
36
—
1,087
—
—
1,087 $
381 $
7
(6)
382
234
16
632 $
Total
2,023
97
(7)
2,113
234
17
2,364
(Dollars in millions)
Patents and technology
Customer relationships and
contractual agreements
Trade names and trademarks
Other
Total
Weighted-Average
Amortization
Period (in years)
14
December 30, 2017
Gross
Carrying
Amount
Accumulated
Amortization
$
545 $
(188) $
15
15
9
418
284
18
1,265 $
(255)
(40)
(17)
(500) $
$
December 31, 2016
Gross
Carrying
Amount
Accumulated
Amortization
537 $
(158) $
384
264
18
1,203 $
(226)
(36)
(16)
(436) $
Net
357 $
163
244
1
765 $
Net
379
158
228
2
767
Trade names and trademarks in the table above include $222 million and $204 million of indefinite-lived intangible assets at
December 30, 2017 and December 31, 2016, respectively. Amortization expense totaled $69 million, $66 million and $61 million
in 2017, 2016 and 2015, respectively. Amortization expense is estimated to be approximately $68 million, $66 million, $61 million,
$58 million and $58 million in 2018, 2019, 2020, 2021 and 2022, respectively.
Textron 2017 Annual Report 49
49
Note 3. Accounts Receivable and Finance Receivables
Accounts Receivable
Accounts receivable is composed of the following:
(In millions)
Commercial
U.S. Government contracts
Allowance for doubtful accounts
Total
December 30,
2017
December 31,
2016
797
294
1,091
(27)
1,064
1,007 $
383
1,390
(27)
1,363 $
$
$
We have unbillable receivables, primarily on U.S. Government contracts, that arise when the revenues we have appropriately
recognized based on performance cannot be billed yet under terms of the contract. Unbillable receivables within accounts receivable
totaled $179 million at December 30, 2017 and $178 million at December 31, 2016.
Finance Receivables
Finance receivables are presented in the following table:
(In millions)
Finance receivables*
Allowance for losses
Total finance receivables, net
* Included finance receivables held for sale of $30 million at December 31, 2016.
$
December 30,
2017
850 $
(31)
819 $
December 31,
2016
976
(41)
935
$
Finance receivables primarily includes loans provided to purchasers of new and pre-owned Textron Aviation aircraft and Bell
helicopters. These loans typically have initial terms ranging from five to ten years, amortization terms ranging from eight to fifteen
years and an average balance of $1 million at December 30, 2017. Loans generally require the customer to pay a significant down
payment, along with periodic scheduled principal payments that reduce the outstanding balance through the term of the loan.
Our finance receivables are diversified across geographic region and borrower industry. At December 30, 2017, 56% of our finance
receivables were distributed internationally and 44% throughout the U.S., compared with 61% and 39%, respectively, at the end of
2016. At December 30, 2017 and December 31, 2016, finance receivables of $257 million and $411 million, respectively, have been
pledged as collateral for TFC’s debt of $175 million and $244 million, respectively.
Finance Receivable Portfolio Quality
Credit Quality Indicators and Nonaccrual Finance Receivables
We internally assess the quality of our finance receivables based on a number of key credit quality indicators and statistics such as
delinquency, loan balance to estimated collateral value and the financial strength of individual borrowers and guarantors. Because
many of these indicators are difficult to apply across an entire class of receivables, we evaluate individual loans on a quarterly basis
and classify these loans into three categories based on the key credit quality indicators for the individual loan. These three categories
are performing, watchlist and nonaccrual.
We classify finance receivables as nonaccrual if credit quality indicators suggest full collection of principal and interest is doubtful.
In addition, we automatically classify accounts as nonaccrual once they are contractually delinquent by more than three months
unless collection of principal and interest is not doubtful. Accounts are classified as watchlist when credit quality indicators have
deteriorated as compared with typical underwriting criteria, and we believe collection of full principal and interest is probable but
not certain. All other finance receivables that do not meet the watchlist or nonaccrual categories are classified as performing.
Delinquency
We measure delinquency based on the contractual payment terms of our finance receivables. In determining the delinquency aging
category of an account, any/all principal and interest received is applied to the most past-due principal and/or interest amounts due.
If a significant portion of the contractually due payment is delinquent, the entire finance receivable balance is reported in accordance
with the most past-due delinquency aging category.
50 Textron 2017 Annual Report
50
Finance receivables categorized based on the credit quality indicators and by delinquency aging category are summarized as follows:
(Dollars in millions)
Performing
Watchlist
Nonaccrual
Nonaccrual as a percentage of finance receivables
Less than 31 days past due
31-60 days past due
61-90 days past due
Over 90 days past due
60+ days contractual delinquency as a percentage of finance receivables
$
December 30,
2017
733 $
56
61
7.18%
$
791 $
25
14
20
4.00%
December 31,
2016
758
101
87
9.20%
857
49
18
22
4.23%
Impaired Loans
On a quarterly basis, we evaluate individual finance receivables for impairment in non-homogeneous portfolios and larger balance
accounts in homogeneous loan portfolios. A finance receivable is considered impaired when it is probable that we will be unable to
collect all amounts due according to the contractual terms of the loan agreement based on our review of the credit quality indicators
described above. Impaired finance receivables include both nonaccrual accounts and accounts for which full collection of principal
and interest remains probable, but the account’s original terms have been, or are expected to be, significantly modified. If the
modification specifies an interest rate equal to or greater than a market rate for a finance receivable with comparable risk, the account
is not considered impaired in years subsequent to the modification. Interest income recognized on impaired loans was not significant
in 2017 or 2016.
A summary of impaired finance receivables, excluding leveraged leases, and the average recorded investment is provided below:
(In millions)
Recorded investment:
Impaired loans with related allowance for losses
Impaired loans with no related allowance for losses
Total
Unpaid principal balance
Allowance for losses on impaired loans
Average recorded investment
December 30,
2017
December 31,
2016
$
$
$
24 $
70
94 $
106 $
6
92
55
65
120
125
11
101
Allowance for Losses
A rollforward of the allowance for losses on finance receivables and a summary of its composition, based on how the underlying
finance receivables are evaluated for impairment, is provided below. The finance receivables reported in this table specifically
exclude $98 million and $99 million of leveraged leases at December 30, 2017 and December 31, 2016, respectively, in accordance
with U.S. generally accepted accounting principles.
(In millions)
Balance at beginning of year
Provision for losses
Charge-offs
Recoveries
Balance at end of year
Allowance based on collective evaluation
Allowance based on individual evaluation
Finance receivables evaluated collectively
Finance receivables evaluated individually
December 30,
2017
$
$
$
December 31,
2016
48
(1)
(16)
10
41
30
11
727
120
41 $
(11)
(6)
7
31 $
25 $
6
658
94
Textron 2017 Annual Report 51
51
Note 4. Inventories
Inventories are composed of the following:
(In millions)
Finished goods
Work in process
Raw materials and components
Progress/milestone payments
Total
December 30,
2017
December 31,
2016
1,947
2,742
724
5,413
(949)
4,464
1,790 $
2,238
804
4,832
(682)
4,150 $
$
$
Inventories valued by the LIFO method totaled $2.2 billion and $1.9 billion at December 30, 2017 and December 31, 2016,
respectively, and the carrying values of these inventories would have been higher by approximately $452 million and $457 million,
respectively, had our LIFO inventories been valued at current costs. Inventories related to long-term contracts, net of
progress/milestone payments, were $387 million and $557 million at December 30, 2017 and December 31, 2016, respectively.
Note 5. Property, Plant and Equipment, Net
Our Manufacturing group’s property, plant and equipment, net is composed of the following:
(Dollars in millions)
Land and buildings
Machinery and equipment
Accumulated depreciation and amortization
Total
Useful Lives
(in years)
3 – 40
1 – 20
December 30,
2017
December 31,
2016
1,884
4,820
6,704
(4,123)
2,581
1,948 $
4,893
6,841
(4,120)
2,721 $
$
$
At December 30, 2017 and December 31, 2016, assets under capital leases totaled $290 million and $284 million, respectively, and
had accumulated amortization of $94 million and $85 million, respectively. The Manufacturing group’s depreciation expense, which
included amortization expense on capital leases, totaled $362 million, $368 million and $383 million in 2017, 2016 and 2015,
respectively.
Note 6. Accrued Liabilities
The accrued liabilities of our Manufacturing group are summarized below:
(In millions)
Customer deposits
Salaries, wages and employer taxes
Current portion of warranty and product maintenance contracts
Other
Total
Changes in our warranty liability are as follows:
December 30,
2017
December 31,
2016
991
301
151
814
2,257
1,007 $
329
190
915
2,441 $
$
$
(In millions)
Balance at beginning of year
Provision
Settlements
Acquisitions
Adjustments*
Balance at end of year
* Adjustments include changes to prior year estimates, new issues on prior year sales and currency translation adjustments.
2017
138 $
81
(69)
35
(21)
164 $
$
$
52 Textron 2017 Annual Report
2016
143 $
79
(70)
2
(16)
138 $
2015
148
78
(72)
3
(14)
143
52
Note 7. Debt and Credit Facilities
Our debt is summarized in the table below:
(In millions)
Manufacturing group
5.60% due 2017
Variable-rate note due 2018 (2.09%)
Variable-rate notes due 2019 (1.95%)
7.25% due 2019
6.625% due 2020
Variable-rate notes due 2020 (1.96%)
3.65% due 2021
5.95% due 2021
4.30% due 2024
3.875% due 2025
4.00% due 2026
3.65% due 2027
3.375% due 2028
Other (weighted-average rate of 3.04% and 2.86%, respectively)
Total Manufacturing group debt
Less: Short-term debt and current portion of long-term debt
Total Long-term debt
Finance group
Fixed-rate notes due 2017 (weighted-average rate of 4.59%) (a)
Variable-rate note due 2019 (2.38% and 1.89%, respectively)
2.26% note due 2019
Fixed-rate notes due 2017-2028 (weighted-average rate of 3.15% and 2.87%, respectively) (a) (b)
Variable-rate notes due 2017-2027 (weighted-average rate of 2.99% and 1.97%, respectively) (a) (b)
Fixed-to-Floating Rate Junior Subordinated Notes (3.15% and 6.00%, respectively)
Total Finance group debt
(a) Notes amortize on a quarterly or semi-annual basis.
(b) Notes are secured by finance receivables as described in Note 3.
December 30,
2017
December 31,
2016
$
$
$
$
$
— $
—
—
250
201
350
250
250
350
350
350
350
300
87
3,088 $
(14)
3,074 $
— $
200
150
131
44
299
824 $
350
150
200
250
184
—
250
250
350
350
350
—
—
93
2,777
(363)
2,414
10
200
150
202
42
299
903
The following table shows required payments during the next five years on debt outstanding at December 30, 2017:
(In millions)
Manufacturing group
Finance group
Total
$
$
2018
14 $
22
36 $
2019
257 $
373
630 $
2020
563 $
28
591 $
2021
507 $
25
532 $
2022
7
25
32
Textron has a senior unsecured revolving credit facility that expires in September 2021 for an aggregate principal amount of $1.0
billion, of which up to $100 million is available for the issuance of letters of credit. At December 30, 2017, there were no amounts
borrowed against the facility and there were $11 million of letters of credit issued against it.
Fixed-to-Floating Rate Junior Subordinated Notes
The Finance group’s $299 million of Fixed-to-Floating Rate Junior Subordinated Notes are unsecured and rank junior to all of its
existing and future senior debt. The notes mature on February 15, 2067; however, we have the right to redeem the notes at par at
any time and we are obligated to redeem the notes beginning on February 15, 2042. Interest on the notes was fixed at 6% through
February 15, 2017 and is now variable at the three-month London Interbank Offered Rate + 1.735%.
Support Agreement
Under a Support Agreement, as amended in December 2015, Textron Inc. is required to ensure that TFC maintains fixed charge
coverage of no less than 125% and consolidated shareholder’s equity of no less than $125 million. There were no cash contributions
required to be paid to TFC in 2017, 2016 and 2015 to maintain compliance with the support agreement.
Textron 2017 Annual Report 53
53
Note 8. Derivative Instruments and Fair Value Measurements
We measure fair value at the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date. We prioritize the assumptions that market participants would use in pricing
the asset or liability into a three-tier fair value hierarchy. This fair value hierarchy gives the highest priority (Level 1) to quoted
prices in active markets for identical assets or liabilities and the lowest priority (Level 3) to unobservable inputs in which little or no
market data exist, requiring companies to develop their own assumptions. Observable inputs that do not meet the criteria of Level
1, which include quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets and liabilities in
markets that are not active, are categorized as Level 2. Level 3 inputs are those that reflect our estimates about the assumptions
market participants would use in pricing the asset or liability based on the best information available in the circumstances. Valuation
techniques for assets and liabilities measured using Level 3 inputs may include methodologies such as the market approach, the
income approach or the cost approach and may use unobservable inputs such as projections, estimates and management’s
interpretation of current market data. These unobservable inputs are utilized only to the extent that observable inputs are not available
or cost effective to obtain.
Assets and Liabilities Recorded at Fair Value on a Recurring Basis
We manufacture and sell our products in a number of countries throughout the world, and, therefore, we are exposed to movements
in foreign currency exchange rates. We primarily utilize foreign currency exchange contracts with maturities of no more than three
years to manage this volatility. These contracts qualify as cash flow hedges and are intended to offset the effect of exchange rate
fluctuations on forecasted sales, inventory purchases and overhead expenses. Net gains and losses recognized in earnings and
Accumulated other comprehensive loss on cash flow hedges, including gains and losses related to hedge ineffectiveness, were not
significant in the periods presented.
Our foreign currency exchange contracts are measured at fair value using the market method valuation technique. The inputs to this
technique utilize current foreign currency exchange forward market rates published by third-party leading financial news and data
providers. These are observable data that represent the rates that the financial institution uses for contracts entered into at that date;
however, they are not based on actual transactions so they are classified as Level 2. At December 30, 2017 and December 31, 2016,
we had foreign currency exchange contracts with notional amounts upon which the contracts were based of $426 million and $665
million, respectively. At December 30, 2017, the fair value amounts of our foreign currency exchange contracts were a $13 million
asset and a $7 million liability. At December 31, 2016, the fair value amounts of our foreign currency exchange contracts were a $7
million asset and a $17 million liability.
We hedge our net investment position in major currencies and generate foreign currency interest payments that offset other
transactional exposures in these currencies. To accomplish this, we borrow directly in foreign currency and designate a portion of
foreign currency debt as a hedge of a net investment. We record changes in the fair value of these contracts in other comprehensive
income to the extent they are effective as cash flow hedges. Currency effects on the effective portion of these hedges, which are
reflected in the foreign currency translation adjustments within Accumulated other comprehensive loss, were not significant in the
periods presented.
Assets and Liabilities Not Recorded at Fair Value
The carrying value and estimated fair value of our financial instruments that are not reflected in the financial statements at fair value
are as follows:
(In millions)
Manufacturing group
Debt, excluding leases
Finance group
Finance receivables, excluding leases
Debt
December 30, 2017
Carrying
Value
Estimated
Fair Value
December 31, 2016
Carrying
Value
Estimated
Fair Value
$
(3,007) $
(3,136) $
(2,690) $
(2,809)
643
(824)
675
(799)
729
(903)
758
(831)
Fair value for the Manufacturing group debt is determined using market observable data for similar transactions (Level 2). The fair
value for the Finance group debt was determined primarily based on discounted cash flow analyses using observable market inputs
from debt with similar duration, subordination and credit default expectations (Level 2). Fair value estimates for finance receivables
were determined based on internally developed discounted cash flow models primarily utilizing significant unobservable inputs
(Level 3), which include estimates of the rate of return, financing cost, capital structure and/or discount rate expectations of current
market participants combined with estimated loan cash flows based on credit losses, payment rates and expectations of borrowers’
ability to make payments on a timely basis.
54 Textron 2017 Annual Report
54
Note 9. Shareholders’ Equity
Capital Stock
We have authorization for 15 million shares of preferred stock with a par value of $0.01 and 500 million shares of common stock
with a par value of $0.125. Outstanding common stock activity is presented below:
(In thousands)
Balance at beginning of year
Stock repurchases
Share-based compensation activity
Balance at end of year
2017
2016
270,287
(11,917)
3,101
261,471
274,228
(6,898)
2,957
270,287
2015
276,582
(5,197)
2,843
274,228
Earnings Per Share
We calculate basic and diluted earnings per share (EPS) based on net income, which approximates income available to common
shareholders for each period. Basic EPS is calculated using the two-class method, which includes the weighted-average number of
common shares outstanding during the period and restricted stock units to be paid in stock that are deemed participating securities
as they provide nonforfeitable rights to dividends. Diluted EPS considers the dilutive effect of all potential future common stock,
including stock options.
The weighted-average shares outstanding for basic and diluted EPS are as follows:
(In thousands)
Basic weighted-average shares outstanding
Dilutive effect of stock options
Diluted weighted-average shares outstanding
2017
2016
266,380
2,370
268,750
270,774
1,591
272,365
2015
276,682
2,045
278,727
In 2017, 2016 and 2015, stock options to purchase 1.6 million, 2.0 million and 2.1 million shares, respectively, of common stock are
excluded from the calculation of diluted weighted-average shares outstanding as their effect would have been anti-dilutive.
Accumulated Other Comprehensive Loss
The components of Accumulated Other Comprehensive Loss are presented below:
(In millions)
Balance at January 2, 2016
Other comprehensive income (loss) before reclassifications
Reclassified from Accumulated other comprehensive loss
Other comprehensive income (loss)
Balance at December 31, 2016
Other comprehensive income before reclassifications
Reclassified from Accumulated other comprehensive loss
Other comprehensive income
Balance at December 30, 2017
Pension and
Postretirement
Benefits
Adjustments
Foreign
Currency
Translation
Adjustments
Deferred
Gains (Losses)
on Hedge
Contracts
$
$
$
(1,327) $
(240)
62
(178)
(1,505) $
16
93
109
(1,396) $
(47) $
(49)
—
(49)
(96) $
107
—
107
11
$
(24) $
Accumulated
Other
Comprehensive
Loss
(1,398)
(282)
75
(207)
(1,605)
131
99
230
(1,375)
7
13
20
(4) $
8
6
14
10
$
Textron 2017 Annual Report 55
55
Other Comprehensive Income (Loss)
The before and after-tax components of other comprehensive income (loss) are presented below:
2017
2016
2015
Pre-Tax
Amount
Tax
(Expense)
Benefit
After-
Tax
Amount
Pre-Tax
Amount
Tax
(Expense)
Benefit
After-
Tax
Amount
Pre-Tax
Amount
Tax
(Expense)
Benefit
After-
Tax
Amount
$ 18 $
136
7
(1)
(1) $ 17 $ (382) $ 135 $ (247) $ 136 $ (44) $ 92
97
(5)
—
(In millions)
Pension and postretirement benefits
adjustments:
Unrealized gains (losses)
Amortization of net actuarial loss*
Amortization of prior service cost (credit)*
Recognition of prior service credit (cost)
Pension and postretirement benefits
adjustments, net
Deferred gains (losses) on hedge contracts:
Current deferrals
Reclassification adjustments
Deferred gains (losses) on hedge
contracts, net
Foreign currency translation adjustments
Total
*These components of other comprehensive income (loss) are included in the computation of net periodic pension cost. See Note 11 for additional information.
(11)
(65)
$ 277 $ (47) $ 230 $ (281) $ 74 $ (207) $ 210 $ (102) $ 108
150
(7)
—
104
(7)
12
(53)
2
—
(48)
(2)
—
17
100
14
107
(39)
4
(5)
65
(3)
7
88
5
(1)
(14)
(55)
28
(36)
(8)
(13)
20
(49)
3
(10)
(33)
19
(26)
15
10
7
7
13
11
17
(3)
7
7
(4)
(2)
(1)
(4)
(4)
279
(273)
160
(178)
109
184
8
6
(95)
(51)
95
Note 10. Share-Based Compensation
Our 2015 Long-Term Incentive Plan (Plan), which replaced our 2007 Long-Term Incentive Plan in April 2015, authorizes awards
to selected employees in the form of stock options, restricted stock, restricted stock units, stock appreciation rights, performance
stock, performance share units and other awards. A maximum of 17 million shares is authorized for issuance for all purposes under
the Plan plus any shares that become available upon cancellation, forfeiture or expiration of awards granted under the 2007 Long-
Term Incentive Plan. No more than 17 million shares may be awarded pursuant to incentive stock options, and no more than 4.25
million shares may be issued pursuant to awards of restricted stock, restricted stock units, performance stock or other awards that
are payable in shares.
Through our Deferred Income Plan for Textron Executives, we provide certain executives the opportunity to voluntarily defer up to
80% of their base salary, along with incentive compensation. Elective deferrals may be put into either a stock unit account or an
interest-bearing account. Participants cannot move amounts between the two accounts while actively employed by us and cannot
receive distributions until termination of employment. The intrinsic value of amounts paid under this deferred income plan was not
significant in 2017, 2016 and 2015.
Share-based compensation costs are reflected primarily in selling and administrative expense. Compensation expense included in
net income for our share-based compensation plans is as follows:
(In millions)
Compensation expense
Income tax benefit
Total net compensation expense included in net income
$
$
2017
77 $
(28)
49 $
2016
71 $
(26)
45 $
2015
63
(23)
40
Compensation expense included $20 million, $20 million and $21 million in 2017, 2016 and 2015, respectively, for a portion of the
fair value of stock options issued and the portion of previously granted options for which the requisite service has been rendered.
Compensation cost for awards subject only to service conditions that vest ratably are recognized on a straight-line basis over the
requisite service period for each separately vesting portion of the award. As of December 30, 2017, we had not recognized $45
million of total compensation costs associated with unvested awards subject only to service conditions. We expect to recognize
compensation expense for these awards over a weighted-average period of approximately two years.
56 Textron 2017 Annual Report
56
Stock Options
Options to purchase our shares have a maximum term of ten years and generally vest ratably over a three-year period. The stock
option compensation cost calculated under the fair value approach is recognized over the vesting period of the stock options. We
estimate the fair value of options granted on the date of grant using the Black-Scholes option-pricing model. Expected volatilities
are based on implied volatilities from traded options on our common stock, historical volatilities and other factors. The expected
term is based on historical option exercise data, which is adjusted to reflect any anticipated changes in expected behavior.
The weighted-average fair value of options granted during the past three years and the assumptions used in our option-pricing model
for such grants are as follows:
Fair value of options at grant date
Dividend yield
Expected volatility
Risk-free interest rate
Expected term (in years)
The stock option activity during 2017 is provided below:
(Options in thousands)
Outstanding at beginning of year
Granted
Exercised
Forfeited or expired
Outstanding at end of year
Exercisable at end of year
2017
13.80
$
2016
10.33
$
$
0.2%
29.2%
1.9%
4.7
0.2%
33.6%
1.2%
4.8
2015
14.03
0.2%
34.9%
1.5%
4.8
Number of
Options
9,264 $
1,840
(1,626)
(240)
9,238 $
5,865 $
Weighted-
Average
Exercise Price
33.61
50.34
(31.99)
(41.92)
37.02
32.79
At December 30, 2017, our outstanding options had an aggregate intrinsic value of $181 million and a weighted-average remaining
contractual life of six years. Our exercisable options had an aggregate intrinsic value of $140 million and a weighted-average
remaining contractual life of five years at December 30, 2017. The total intrinsic value of options exercised during 2017, 2016 and
2015 was $29 million, $15 million and $23 million, respectively.
Restricted Stock Units
We issue restricted stock units settled in both cash and stock (vesting one-third each in the third, fourth and fifth year following the
year of the grant), which include the right to receive dividend equivalents. The fair value of these units is based on the trading price
of our common stock and is recognized ratably over the vesting period. For units payable in stock, we use the trading price on the
grant date, while units payable in cash are remeasured using the price at each reporting period date.
The 2017 activity for restricted stock units is provided below:
Units Payable in Stock
Units Payable in Cash
(Shares/Units in thousands)
Outstanding at beginning of year, nonvested
Granted
Vested
Forfeited
Outstanding at end of year, nonvested
Number of
Shares
797
154
(252)
(31)
668
Weighted-
Average Grant
Date Fair Value
35.94
$
49.57
(32.07)
(35.42)
40.55
$
Number of
Units
1,444
310
(378)
(113)
1,263
Weighted-
Average Grant
Date Fair Value
36.33
$
49.65
(31.57)
(39.33)
40.75
$
The fair value of the restricted stock unit awards that vested and/or amounts paid under these awards is as follows:
(In millions)
Fair value of awards vested
Cash paid
$
2017
2016
27 $
19
20 $
12
2015
25
20
Textron 2017 Annual Report 57
57
Performance Share Units
The fair value of share-based compensation awards accounted for as liabilities includes performance share units, which are paid in
cash in the first quarter of the year following vesting. Payouts under performance share units vary based on certain performance
criteria generally set for each year of a three-year performance period. The performance share units vest at the end of three years.
The fair value of these awards is based on the trading price of our common stock and is remeasured at each reporting period date.
The 2017 activity for our performance share units is as follows:
(Units in thousands)
Outstanding at beginning of year, nonvested
Granted
Vested
Forfeited
Outstanding at end of year, nonvested
Number of
Units
535 $
231
(262)
(19)
485 $
Weighted-
Average Grant
Date Fair Value
39.13
49.58
(44.15)
(39.18)
41.34
The fair value of the performance share units that vested and/or amounts paid under these awards is as follows:
(In millions)
Fair value of awards vested
Cash paid
Note 11. Retirement Plans
$
2017
2016
15 $
15
14 $
13
2015
16
17
Our defined benefit and contribution plans cover substantially all of our employees. A significant number of our U.S.-based
employees participate in the Textron Retirement Plan, which is designed to be a “floor-offset” arrangement with both a defined
benefit component and a defined contribution component. The defined benefit component of the arrangement includes the Textron
Master Retirement Plan (TMRP) and the Bell Helicopter Textron Master Retirement Plan (BHTMRP), and the defined contribution
component is the Retirement Account Plan (RAP). The defined benefit component provides a minimum guaranteed benefit (or
“floor” benefit). Under the RAP, participants are eligible to receive contributions from Textron of 2% of their eligible compensation,
but may not make contributions to the plan. Upon retirement, participants receive the greater of the floor benefit or the value of the
RAP. Both the TMRP and the BHTMRP are subject to the provisions of the Employee Retirement Income Security Act of 1974
(ERISA). Effective on January 1, 2010, the Textron Retirement Plan was closed to new participants, and employees hired after that
date receive an additional 4% annual cash contribution to their Textron Savings Plan account based on their eligible compensation.
We also have other funded and unfunded defined benefit pension plans that cover certain of our U.S. and Non-U.S. employees. In
addition, several defined contribution plans are sponsored by our various businesses, of which the largest plan is the Textron Savings
Plan, which is a qualified 401(k) plan subject to ERISA. Our defined contribution plans cost $123 million, $110 million and $103
million in 2017, 2016 and 2015, respectively, which included $13 million, $10 million and $12 million, respectively, in contributions
to the RAP. We also provide postretirement benefits other than pensions for certain retired employees in the U.S. that include
healthcare, dental care, Medicare Part B reimbursement and life insurance.
58 Textron 2017 Annual Report
58
Periodic Benefit Cost (Credit)
The components of net periodic benefit cost (credit) and other amounts recognized in OCI are as follows:
(In millions)
Net periodic benefit cost (credit)
Service cost
Interest cost
Expected return on plan assets
Amortization of prior service cost (credit)
Amortization of net actuarial loss (gain)
Curtailment and other charges
Net periodic benefit cost (credit)
Other changes in plan assets and benefit obligations
recognized in OCI
Current year actuarial loss (gain)
Current year prior service cost (credit)
Amortization of net actuarial gain (loss)
Amortization of prior service credit (cost)
Total recognized in OCI, before taxes
Total recognized in net periodic benefit cost (credit) and OCI
Pension Benefits
Postretirement Benefits
Other than Pensions
2017
2016
2015
2017
2016
2015
$ 100 $
98 $ 113 $
323
(507)
15
137
338
(490)
15
104
— —
$
68 $
3 $
16
3 $
12
4
327
15
(483) — — —
(25)
(22)
(8)
2
(1) —
6 — — —
(4)
16
148
(3) $
6 $
65 $ 127 $
$
(11) $ 399 $ (107) $
(7) $
1 — — —
(137)
(15)
(104)
(15)
(148)
(18)
$ (162) $ 280 $ (273) $
(94) $ 345 $ (146) $
$
(17) $
(29)
(12) —
(2)
25
(6)
(10)
1 —
22
8
2 $
(7) $
(10) $
8 $
The estimated amount that will be amortized from Accumulated other comprehensive loss into net periodic pension costs in 2018 is
as follows:
(In millions)
Net actuarial loss (gain)
Prior service cost (credit)
Total
$
$
Pension
Benefits
Postretirement
Benefits
Other than
Pensions
(1)
(6)
(7)
154 $
15
169 $
Obligations and Funded Status
All of our plans are measured as of our fiscal year-end. The changes in the projected benefit obligation and in the fair value of plan
assets, along with our funded status, are as follows:
Pension Benefits
Postretirement Benefits
Other than Pensions
2016
2017
2016
2017
$
(In millions)
Change in projected benefit obligation
Projected benefit obligation at beginning of year
Service cost
Interest cost
Plan participants’ contributions
Actuarial losses (gains)
Benefits paid
Plan amendment
Curtailments and special termination benefits
Foreign exchange rate changes and other
Projected benefit obligation at end of year
Change in fair value of plan assets
6,874 $
Fair value of plan assets at beginning of year
1,011
Actual return on plan assets
345
Employer contributions*
(413)
Benefits paid
60
Foreign exchange rate changes and other
7,877 $
Fair value of plan assets at end of year
Funded status at end of year
(686) $
*In 2017, employer contributions included a $300 million discretionary contribution to fund a U.S. pension plan.
7,991 $
100
323
—
494
(413)
1
—
67
8,563 $
$
$
$
$
7,476 $
98
338
—
571
(410)
—
(7)
(75)
7,991 $
6,668
655
40
(410)
(79)
6,874
(1,117) $
317 $
3
12
5
(7)
(41)
—
—
—
289 $
364
3
16
5
(17)
(42)
(12)
—
—
317
(289) $
(317)
Textron 2017 Annual Report 59
59
Amounts recognized in our balance sheets are as follows:
(In millions)
Non-current assets
Current liabilities
Non-current liabilities
Recognized in Accumulated other comprehensive loss, pre-tax:
Net loss (gain)
Prior service cost (credit)
Pension Benefits
Postretirement Benefits
Other than Pensions
$
2017
106 $
(27)
(765)
2016
63 $
(26)
(1,154)
2017
— $
(31)
(258)
2,055
64
2,187
78
(13)
(33)
2016
—
(35)
(282)
(8)
(40)
The accumulated benefit obligation for all defined benefit pension plans was $8.1 billion and $7.6 billion at December 30, 2017 and
December 31, 2016, respectively, which included $404 million and $387 million, respectively, in accumulated benefit obligations
for unfunded plans where funding is not permitted or in foreign environments where funding is not feasible.
Pension plans with accumulated benefit obligations exceeding the fair value of plan assets are as follows:
(In millions)
Projected benefit obligation
Accumulated benefit obligation
Fair value of plan assets
$
2017
741 $
670
237
2016
7,799
7,422
6,627
Assumptions
The weighted-average assumptions we use for our pension and postretirement plans are as follows:
Pension Benefits
Postretirement Benefits
Other than Pensions
2017
2016
2015
2017
2016
2015
Net periodic benefit cost
Discount rate
Expected long-term rate of return on assets
Rate of compensation increase
Benefit obligations at year-end
Discount rate
Rate of compensation increase
4.13%
7.57%
3.50%
3.66%
3.50%
4.66%
7.58%
3.49%
4.13%
3.50%
4.25%
7.57%
3.49%
4.66%
3.49%
4.00%
4.50%
4.00%
3.50%
4.00%
4.50%
Our assumed healthcare cost trend rate for both the medical and prescription drug cost was 7.25% in both 2017 and 2016. We expect
this rate to gradually decline to 5% by 2024 where we assume it will remain. A one-percentage-point change in these assumed
healthcare cost trend rates would have the following effects:
(In millions)
Effect on total of service and interest cost components
Effect on postretirement benefit obligations other than pensions
One-
Percentage-
Point
Increase
$
1 $
12
One-
Percentage-
Point
Decrease
(1)
(11)
Pension Assets
The expected long-term rate of return on plan assets is determined based on a variety of considerations, including the established
asset allocation targets and expectations for those asset classes, historical returns of the plans’ assets and other market considerations.
We invest our pension assets with the objective of achieving a total rate of return over the long term that will be sufficient to fund
future pension obligations and to minimize future pension contributions. We are willing to tolerate a commensurate level of risk to
achieve this objective based on the funded status of the plans and the long-term nature of our pension liability. Risk is controlled by
maintaining a portfolio of assets that is diversified across a variety of asset classes, investment styles and investment managers.
Where possible, investment managers are prohibited from owning our securities in the portfolios that they manage on our behalf.
60 Textron 2017 Annual Report
60
For U.S. plan assets, which represent the majority of our plan assets, asset allocation target ranges are established consistent with
our investment objectives, and the assets are rebalanced periodically. For Non-U.S. plan assets, allocations are based on expected
cash flow needs and assessments of the local practices and markets. Our target allocation ranges are as follows:
U.S. Plan Assets
Domestic equity securities
International equity securities
Global equities
Debt securities
Real estate
Private investment partnerships
Hedge funds
Non-U.S. Plan Assets
Equity securities
Debt securities
Real estate
20% to 35%
8% to 19%
0% to 12%
27% to 38%
7% to 13%
5% to 11%
0% to 5%
58% to 61%
31% to 34%
8%
The fair value of our pension plan assets by major category and valuation method is as follows:
December 30, 2017
December 31, 2016
(In millions)
Cash and equivalents
Equity securities:
Domestic
International
Mutual funds
Debt securities:
National, state and local governments
Corporate debt
Asset-backed securities
Private investment partnerships
Real estate
Hedge funds
Total
Level 1
Level 2
Level 3
Not
Subject to
Leveling
Level 1
$
22 $
10 $ — $ 149 $
26 $
Level 2
Not
Subject to
Leveling
8 $ — $ 156
Level 3
618
665 1,262 — —
1,404 — —
773 — —
919 — —
510
636
309 — — —
387 — — —
56
44
289 —
645
121
—
912 —
100
— — —
506
— — —
292
— —
460
— — —
254
$ 3,377 $ 1,211 $ 460 $ 2,829 $ 2,711 $ 1,068 $ 494 $ 2,601
246 —
341
769 —
148 —
103 —
45 —
591 — — —
284 — —
494
197 — — —
Cash and equivalents, equity securities and debt securities include comingled funds, which represent investments in funds offered to
institutional investors that are similar to mutual funds in that they provide diversification by holding various equity and debt
securities. Since these comingled funds are not quoted on any active market, they are priced based on the relative value of the
underlying equity and debt investments and their individual prices at any given time; these funds are not subject to leveling within
the fair value hierarchy. Debt securities are valued based on same day actual trading prices, if available. If such prices are not
available, we use a matrix pricing model with historical prices, trends and other factors.
Private investment partnerships represents interests in funds which invest in equity, debt and other financial assets. These funds are
generally not publicly traded so the interests therein are valued using income and market methods that include cash flow projections
and market multiples for various comparable investments. Real estate includes owned properties and limited partnership interests
in real estate partnerships. Owned properties are valued using certified appraisals at least every three years that are updated at least
annually by the real estate investment manager based on current market trends and other available information. These appraisals
generally use the standard methods for valuing real estate, including forecasting income and identifying current transactions for
comparable real estate to arrive at a fair value. Limited partnership interests in real estate partnerships are valued similarly to private
investment partnerships, with the general partner using standard real estate valuation methods to value the real estate properties and
securities held within their portfolios. Neither private investment nor real estate partnerships are subject to leveling within the fair
value hierarchy.
The hedge funds category represents an investment in a diversified fund of hedge funds of which we are the sole investor. The fund
invests in portfolio funds that are not publicly traded and are managed by various portfolio managers. Investments in portfolio funds
are typically valued on the basis of the most recent price or valuation provided by the fund’s administrator. The administrator for
Textron 2017 Annual Report 61
61
the fund aggregates these valuations with the other assets and liabilities to calculate the value of the fund, which is not subject to
leveling within the fair value hierarchy.
The table below presents a reconciliation of the fair value measurements for owned real estate properties, which use significant
unobservable inputs (Level 3):
(In millions)
Balance at beginning of year
Unrealized gains (losses), net
Realized gains, net
Purchases, sales and settlements, net
Balance at end of year
$
$
2017
494 $
(6)
24
(52)
460 $
2016
436
6
10
42
494
Estimated Future Cash Flow Impact
Defined benefits under salaried plans are based on salary and years of service. Hourly plans generally provide benefits based on
stated amounts for each year of service. Our funding policy is consistent with applicable laws and regulations. In 2018, we expect
to contribute approximately $55 million to fund our pension plans and the RAP. Benefit payments provided below reflect expected
future employee service, as appropriate, and are expected to be paid, net of estimated participant contributions. These payments are
based on the same assumptions used to measure our benefit obligation at the end of 2017. While pension benefit payments primarily
will be paid out of qualified pension trusts, we will pay postretirement benefits other than pensions out of our general corporate
assets. Benefit payments that we expect to pay on an undiscounted basis are as follows:
(In millions)
Pension benefits
Post-retirement benefits other than pensions
$
2018
413 $
32
2019
419 $
30
2020
426 $
29
2021
436 $
27
2022
444 $
26
2023-2027
2,352
104
Note 12. Special Charges
In 2016, we initiated a plan to restructure and realign our businesses by implementing headcount reductions, facility consolidations
and other actions in order to improve overall operating efficiency across Textron. Under this plan, Textron Systems discontinued
production of its sensor-fuzed weapon product within its Weapons and Sensors operating unit, we combined our Jacobsen business
with the Textron Specialized Vehicles business by consolidating facilities and general and administrative functions, and we reduced
headcount at Textron Aviation, as well as other businesses and corporate functions. In December 2017, we decided to take additional
restructuring actions to further consolidate operating facilities and streamline product lines, primarily within the Bell, Textron
Systems and Industrial segments, which resulted in additional special charges of $45 million in the fourth quarter of 2017. We
recorded total special charges of $213 million since the inception of the 2016 plan, which included $97 million of severance costs,
$84 million of asset impairments and $32 million in contract terminations and other costs. Of these amounts, $83 million was
incurred at Textron Systems, $63 million at Textron Aviation, $38 million at Industrial, $28 million at Bell and $1 million at
Corporate. The total headcount reduction under this plan is expected to be approximately 2,100 positions, representing 5% of our
workforce.
In connection with the acquisition of Arctic Cat, as discussed in Note 2, we initiated a restructuring plan in the first quarter of 2017
to integrate this business into our Textron Specialized Vehicles business within the Industrial segment and reduce operating
redundancies and maximize efficiencies. Under the Arctic Cat plan, we recorded restructuring charges of $28 million in 2017, which
included $19 million of severance costs, largely related to change-of-control provisions, and $9 million of contract termination and
other costs. In addition, we recorded $12 million of acquisition-related integration and transaction costs in 2017.
62 Textron 2017 Annual Report
62
58
28
23
21
130
20
35
5
62
1
123
Total
90
(5)
(22)
63
58
28
(87)
(14)
(4)
44
Special charges recorded for these plans are as follows:
(In millions)
2017
Industrial
Textron Aviation
Bell
Textron Systems
Total
2016
Industrial
Textron Aviation
Bell
Textron Systems
Corporate
Total
Severance
Costs
Asset
Impairments
Contract
Terminations
and Other
Acquisition
Integration/
Transaction
Costs
Total
Special
Charges
$
$
$
$
26 $
11
3
6
46 $
17 $
33
4
15
1
70 $
1 $
17
12
16
46 $
2 $
1
1
34
—
38 $
19 $
—
8
(1)
26 $
1 $
1
—
13
—
15 $
12 $
—
—
—
12 $
— $
—
—
—
—
— $
An analysis of our restructuring reserve activity for both plans is summarized below:
(In millions)
Provision for 2016 plan
Reversals
Cash paid
Balance at December 31, 2016
Provision for 2016 plan
Provision for Arctic Cat plan
Cash paid
Reversals*
Non-cash utilization
Balance at December 30, 2017
*Primarily related to favorable contract negotiations in the Textron Systems segment.
Severance
Costs
Contract
Terminations
and Other
$
$
75 $
(5)
(20)
50
33
19
(72)
(6)
—
24 $
15 $
—
(2)
13
25
9
(15)
(8)
(4)
20 $
Both the 2016 plan and Arctic Cat plan are substantially completed with the majority of the remaining cash outlays of $44 million
expected to be paid in the first half of 2018. Severance costs generally are paid on a lump-sum basis and include outplacement costs,
which are paid in accordance with normal payment terms.
Note 13. Income Taxes
We conduct business globally and, as a result, file numerous consolidated and separate income tax returns within and outside the
U.S. For all of our U.S. subsidiaries, we file a consolidated federal income tax return. Income from continuing operations before
income taxes is as follows:
(In millions)
U.S.
Non-U.S.
Income from continuing operations before income taxes
$
$
2017
428 $
334
762 $
2016
652 $
224
876 $
2015
745
226
971
Textron 2017 Annual Report 63
63
Income tax expense for continuing operations is summarized as follows:
(In millions)
Current expense (benefit):
Federal
State
Non-U.S.
Deferred expense (benefit):
Federal
State
Non-U.S.
Income tax expense
2017
2016
$
$
29 $
(9)
79
99
358
(14)
13
357
456 $
(74) $
18
41
(15)
47
(7)
8
48
33 $
2015
212
16
41
269
17
(14)
1
4
273
The following table reconciles the federal statutory income tax rate to our effective income tax rate for continuing operations:
U.S. Federal statutory income tax rate
Increase (decrease) resulting from:
U.S. tax reform impact
Federal tax settlement of 1998 to 2008
State income taxes (net of federal impact)
Non-U.S. tax rate differential and foreign tax credits*
Domestic manufacturing deduction
Research credit
Other, net
Effective income tax rate
* Included a favorable impact of (1.4)% in 2015 related to a net change in valuation allowances.
2017
35.0%
34.9
—
(1.9)
(2.9)
(1.1)
(2.6)
(1.6)
59.8%
2016
35.0%
—
(23.5)
0.8
(2.7)
(1.6)
(3.2)
(1.0)
3.8%
2015
35.0%
—
—
0.2
(3.6)
(2.7)
(1.5)
0.7
28.1%
U.S. Tax Reform
The Tax Cuts and Jobs Act (the “Act”) was enacted on December 22, 2017. Among other things, the Act reduces the U.S. federal
corporate tax rate from 35% to 21% and requires companies to pay a one-time transition tax on earnings of certain foreign subsidiaries
that were previously tax deferred. We have reasonably estimated the effects of the Act and recorded provisional amounts in the
fourth quarter of 2017 totaling $266 million. Our provisional estimate included a $154 million charge to remeasure our U.S. federal
deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is generally 21%. In
addition, the provisional estimate included $112 million in expense for the one-time transition tax. This tax was based on
approximately $1.6 billion of our post-1986 earnings and profits that were previously deferred from U.S. income taxes, and on the
amount of those earnings held in cash and other specified net assets.
The U.S. Government and state tax authorities are expected to continue to issue guidance regarding the Act, which may result in
adjustments to our provisional estimates. We are continuing to analyze certain aspects of the Act and may refine our estimates, which
could potentially affect the measurement of our net deferred tax assets or give rise to new deferred tax amounts. The final
determination of the remeasurement of our net deferred tax assets and the transition tax will be completed as additional information
becomes available, but no later than one year from the enactment date.
No additional income taxes related to outside basis differences have been provided as all such amounts continue to be indefinitely
reinvested in foreign operations. Should these earnings be distributed in the future in the form of dividends or otherwise, we would
be subject to withholding taxes payable to various non-U.S. jurisdictions and U.S. states. It is not practicable to determine the amount
of unrecognized deferred tax liability related to any undistributed foreign earnings. We will continue to assess our ability and intent
to repatriate these earnings during the measurement period.
Federal Tax Settlement of 1998 to 2008
For 2016, the provision for income taxes included a benefit of $319 million to reflect the settlement with the U.S. Internal Revenue
Service Office of Appeals for our 1998 to 2008 tax years, which resulted in a $206 million benefit attributable to continuing
operations and $113 million attributable to discontinued operations.
64 Textron 2017 Annual Report
64
Unrecognized Tax Benefits
Our unrecognized tax benefits represent tax positions for which reserves have been established. Unrecognized state tax benefits and
interest related to unrecognized tax benefits are reflected net of applicable tax benefits. A reconciliation of our unrecognized tax
benefits is as follows:
(In millions)
Balance at beginning of year
Additions for tax positions related to current year
Additions for tax positions of prior years
Additions for acquisitions
Reductions for settlements and expiration of statute of limitations
Reductions for tax positions of prior years
Balance at end of year
$
December 30,
2017
186 $
8
16
4
(17)
(15)
182 $
December 31,
2016
401 $
12
—
—
(219)
(8)
186 $
January 2,
2016
385
12
6
1
(2)
(1)
401
$
At the end of 2017 and 2016, if these unrecognized tax benefits were recognized in future periods, they would favorably impact our
effective tax rate.
In the normal course of business, we are subject to examination by tax authorities throughout the world. We are no longer subject
to U.S. federal tax examinations for years before 2012, U.S. state and local income tax examinations for years before 1997, and non-
U.S. income tax examinations for years before 2011.
Deferred Taxes
The tax effects of temporary differences that give rise to significant portions of our net deferred tax assets and liabilities are provided
below:
(In millions)
Deferred tax assets
Obligation for pension and postretirement benefits
Accrued expenses*
Deferred compensation
Loss carryforwards
Inventory
Allowance for credit losses
Other, net
Total deferred tax assets
Valuation allowance for deferred tax assets
Deferred tax liabilities
Property, plant and equipment, principally depreciation
Amortization of goodwill and other intangibles
Leasing transactions
Prepaid pension benefits
Total deferred tax liabilities
Net deferred tax asset
*Accrued expenses included warranty reserves, self-insured liabilities and interest.
December 30,
2017
December 31,
2016
$
$
247 $
260
103
214
8
13
32
877
(148)
729
(125)
(154)
(81)
(21)
(381)
348 $
529
282
175
158
49
23
67
1,283
(116)
1,167
(168)
(164)
(147)
(19)
(498)
669
We believe earnings during the period when the temporary differences become deductible will be sufficient to realize the related
future income tax benefits. For those jurisdictions where the expiration date of tax carryforwards or the projected operating results
indicate that realization is not more than likely, a valuation allowance is provided. In 2017, we recorded $46 million in deferred tax
assets, along with a $33 million valuation allowance, related to state loss carryforwards as the likelihood that we will be able to
utilize these carryforwards is no longer deemed remote predominately due to a consolidated filing election made during the year.
Textron 2017 Annual Report 65
65
The following table presents the breakdown of net deferred tax assets:
(In millions)
Manufacturing group:
Other assets
Other liabilities
Finance group - Other liabilities
Net deferred tax asset
Our net operating loss and credit carryforwards at December 30, 2017 are as follows:
(In millions)
Non-U.S. net operating loss with no expiration
Non-U.S. net operating loss expiring through 2036
U.S. federal net operating losses expiring through 2036
State net operating loss and tax credits, net of tax benefits, expiring through 2036
Note 14. Commitments and Contingencies
December 30,
2017
December 31,
2016
$
$
430 $
(7)
(75)
348 $
793
(4)
(120)
669
$
201
59
269
290
We are subject to legal proceedings and other claims arising out of the conduct of our business, including proceedings and claims
relating to commercial and financial transactions; government contracts; alleged lack of compliance with applicable laws and
regulations; production partners; product liability; patent and trademark infringement; employment disputes; and environmental,
safety and health matters. Some of these legal proceedings and claims seek damages, fines or penalties in substantial amounts or
remediation of environmental contamination. As a government contractor, we are subject to audits, reviews and investigations to
determine whether our operations are being conducted in accordance with applicable regulatory requirements. Under federal
government procurement regulations, certain claims brought by the U.S. Government could result in our suspension or debarment
from U.S. Government contracting for a period of time. On the basis of information presently available, we do not believe that
existing proceedings and claims will have a material effect on our financial position or results of operations.
In the ordinary course of business, we enter into standby letter of credit agreements and surety bonds with financial institutions to
meet various performance and other obligations. These outstanding letter of credit arrangements and surety bonds aggregated to
approximately $380 million and $525 million at December 30, 2017 and December 31, 2016, respectively.
Environmental Remediation
As with other industrial enterprises engaged in similar businesses, we are involved in a number of remedial actions under various
federal and state laws and regulations relating to the environment that impose liability on companies to clean up, or contribute to the
cost of cleaning up, sites on which hazardous wastes or materials were disposed or released. Our accrued environmental liabilities
relate to installation of remediation systems, disposal costs, U.S. Environmental Protection Agency oversight costs, legal fees, and
operating and maintenance costs for both currently and formerly owned or operated facilities. Circumstances that can affect the
reliability and precision of the accruals include the identification of additional sites, environmental regulations, level of cleanup
required, technologies available, number and financial condition of other contributors to remediation and the time period over which
remediation may occur. We believe that any changes to the accruals that may result from these factors and uncertainties will not
have a material effect on our financial position or results of operations.
Based upon information currently available, we estimate that our potential environmental liabilities are within the range of $40
million to $140 million. At December 30, 2017, environmental reserves of approximately $65 million have been established to
address these specific estimated liabilities. We estimate that we will likely pay our accrued environmental remediation liabilities
over the next ten years and have classified $13 million as current liabilities. Expenditures to evaluate and remediate contaminated
sites were $18 million, $15 million and $15 million in 2017, 2016 and 2015, respectively.
Leases
Rental expense was $122 million, $126 million and $113 million in 2017, 2016 and 2015, respectively. Future minimum rental
commitments for noncancelable operating leases in effect at December 30, 2017 totaled $80 million for 2018, $64 million for 2019,
$51 million for 2020, $35 million for 2021, $30 million for 2022 and $137 million thereafter. The total future minimum rental
receipts under noncancelable subleases at December 30, 2017 totaled $19 million.
66 Textron 2017 Annual Report
66
Note 15. Supplemental Cash Flow Information
Our cash payments and receipts are as follows:
(In millions)
Interest paid:
Manufacturing group
Finance group
Net taxes paid/(received):
Manufacturing group
Finance group
Note 16. Segment and Geographic Data
2017
2016
2015
$
133 $
29
132 $
32
(16)
48
163
11
123
34
187
11
We operate in, and report financial information for, the following five business segments: Textron Aviation, Bell, Textron Systems,
Industrial and Finance. The accounting policies of the segments are the same as those described in Note 1.
Textron Aviation products include Citation jets, King Air and Caravan turboprop aircraft, piston engine aircraft, military turboprop
aircraft, and aftermarket part sales and services sold to a diverse base of corporate and individual buyers.
Bell products include military and commercial helicopters, tiltrotor aircraft and related spare parts and services. Bell supplies
military helicopters and, in association with The Boeing Company, military tiltrotor aircraft, and aftermarket services to the U.S.
and non-U.S. governments. Bell also supplies commercial helicopters and aftermarket services to corporate, offshore petroleum
exploration and development, utility, charter, police, fire, rescue and emergency medical helicopter operators, and foreign
governments.
Textron Systems products include unmanned aircraft systems, marine and land systems, simulation, training and other defense and
aviation mission support products and services primarily for U.S. and non-U.S. governments.
Industrial products and markets include the following:
• Kautex products include blow-molded plastic fuel systems, clear-vision systems, selective catalytic reduction systems and
cast iron engine components that are marketed primarily to automobile OEMs, as well as plastic bottles and containers for
various uses;
• Specialized Vehicles products include golf cars, off-road utility vehicles, recreational side-by-side and all-terrain vehicles,
snowmobiles, light transportation vehicles, aviation ground support equipment, professional turf-maintenance equipment
and turf-care vehicles that are marketed primarily to golf courses and resorts, government agencies and municipalities,
consumers, and commercial and industrial users; and
• Tools and Test Equipment products include powered equipment, electrical test and measurement instruments, mechanical
and hydraulic tools, cable connectors, fiber optic assemblies, underground and aerial transmission and distribution products,
and power utility products, principally used in the construction, maintenance, telecommunications, data communications,
electrical, utility and plumbing industries.
The Finance segment provides financing primarily to purchasers of new and pre-owned Textron Aviation aircraft and Bell
helicopters.
Segment profit is an important measure used for evaluating performance and for decision-making purposes. Segment profit for the
manufacturing segments excludes interest expense, certain corporate expenses and special charges. The measurement for the Finance
segment includes interest income and expense along with intercompany interest income and expense.
Textron 2017 Annual Report 67
67
Our revenues by segment, along with a reconciliation of segment profit to income from continuing operations before income taxes,
are as follows:
(In millions)
Textron Aviation
Bell
Textron Systems
Industrial
Finance
Total
Corporate expenses and other, net
Interest expense, net for Manufacturing group
Special charges
Income from continuing operations before income taxes
Revenues by major product type are summarized below:
2015
2017
Segment Profit
3,317
1,840
4,286
69
Revenues
2016
$ 4,686 $ 4,921 $ 4,822 $
3,239
1,756
3,794
78
2015
400
400
129
302
24
$ 14,198 $ 13,788 $ 13,423 $ 1,169 $ 1,309 $ 1,255
(154)
(130)
—
971
2017
303 $
415
139
290
22
2016
389 $
386
186
329
19
3,454
1,520
3,544
83
(132)
(145)
(130)
762 $
(172)
(138)
(123)
876 $
$
(In millions)
Fixed-wing aircraft
Rotor aircraft
Unmanned aircraft systems, advanced marine craft, armored vehicles and other
Fuel systems and functional components
Specialized vehicles
Tools and test equipment
Finance
Total revenues
2016
2017
$
2015
4,822
3,454
1,520
2,078
1,021
445
83
$ 14,198 $ 13,788 $ 13,423
4,686 $
3,317
1,840
2,330
1,486
470
69
4,921 $
3,239
1,756
2,273
1,080
441
78
Our revenues included sales to the U.S. Government of approximately $3.1 billion, $3.4 billion and $3.2 billion in 2017, 2016 and
2015, respectively, primarily in the Bell and Textron Systems segments.
Other information by segment is provided below:
(In millions)
Textron Aviation
Bell
Textron Systems
Industrial
Finance
Corporate
Total
Assets
Capital Expenditures
Depreciation and Amortization
December 30,
2017
December 31,
2016
$
4,403 $
2,660
2,330
3,360
1,169
1,418
4,460 $
2,655
2,508
2,409
1,280
2,046
$ 15,340 $ 15,358 $
2017
128 $
73
60
158
—
4
423 $
2016
157 $
86
71
121
—
11
446 $
2015
124 $
97
86
105
—
8
420 $
2017
139 $
117
65
105
12
9
447 $
2016
140 $
132
75
81
12
9
449 $
2015
134
143
80
76
12
16
461
Geographic Data
Presented below is selected financial information of our continuing operations by geographic area:
$
(In millions)
United States
Europe
Asia and Australia
Canada
Latin and South America
Middle East and Africa
Total
* Revenues are attributed to countries based on the location of the customer.
** Property, plant and equipment, net are based on the location of the asset.
December 30,
2017
2015
Revenues*
2017
8,786 $
1,962
1,206
913
883
448
2016
8,574 $
1,954
998
652
977
633
8,299 $
1,730
1,324
531
1,101
438
Property, Plant
and Equipment, net**
December 31,
2016
2,116
247
78
72
68
—
2,581
2,172 $
328
84
69
68
—
2,721 $
$ 14,198 $ 13,788 $ 13,423 $
68 Textron 2017 Annual Report
68
Report of Independent Registered Public Accounting Firm
To the Board of Directors and the Shareholders of Textron Inc.
Opinion on the Financial Statements
We have audited the accompanying Consolidated Balance Sheets of Textron Inc. (the Company) as of December 30, 2017 and
December 31, 2016, the related Consolidated Statements of Operations, Comprehensive Income, Shareholders’ Equity and Cash
Flows for each of the three years in the period ended December 30, 2017, and the related notes and financial statement schedule
contained on page 71 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly,
in all material respects, the consolidated financial position of the Company at December 30, 2017 and December 31, 2016 and the
consolidated results of its operations and its cash flows for each of the three years in the period ended December 30, 2017, in
conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
(PCAOB), the Company’s internal control over financial reporting as of December 30, 2017, based on criteria established in Internal
Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013
Framework) and our report dated February 15, 2018 expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the
Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required
to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and
regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error
or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether
due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis,
evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting
principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial
statements. We believe that our audits provide a reasonable basis for our opinion.
/s/ Ernst & Young LLP
We have served as the Company’s auditor since 1957.
Boston, Massachusetts
February 15, 2018
Textron 2017 Annual Report 69
69
Quarterly Data
Q3
Q1
Q4
Q1
Q4
Q3
Q2
Q2
$
$
2017
2016
18
20
18
18
54 $
93 $
825
477
812
458
734
413
886
20
135
126
53
73
4
391
(56)
(33)
(8)
(79)
215
112
42
82
5
295
(31)
(36)
(13)
(62)
153
106
40
49
7
295
(30)
(37)
(25)
(44)
159
804
814
324
487
952 1,004
20
73 $
82
29
91
5
280
(32)
(33)
—
(64)
151
36 $
83
20
76
4
219
(27)
(34)
(37)
(21)
100
81 $
81
60
99
7
328
(31)
(37)
—
(82)
178
100 $
97
44
66
3
310
(53)
(35)
(115)
192
299
120 $
114
37
83
6
360
(44)
(38)
(55)
(329)
(106)
970 $ 1,171 $ 1,154 $ 1,391 $ 1,091 $ 1,196 $ 1,198 $ 1,436
983
887
697
532
416
489
952
992 1,113 1,042 1,139
18
15
$ 3,093 $ 3,604 $ 3,484 $ 4,017 $ 3,201 $ 3,511 $ 3,251 $ 3,825
(Unaudited)
(Dollars in millions, except per share amounts)
Revenues
Textron Aviation
Bell
Textron Systems
Industrial
Finance
Total revenues
Segment profit
Textron Aviation
Bell
Textron Systems
Industrial
Finance
Total segment profit
Corporate expenses and other, net
Interest expense, net for Manufacturing group
Special charges (a)
Income tax benefit (expense) (b)
Income (loss) from continuing operations
Income (loss) from discontinued operations,
net of income taxes (b)
Net income (loss)
Basic earnings per share
Continuing operations
Discontinued operations
Basic earnings per share
Basic average shares outstanding (in thousands)
Diluted earnings per share (c)
Continuing operations
Discontinued operations
Diluted earnings per share
Diluted average shares outstanding (in thousands)
Segment profit margins
Textron Aviation
Bell
Textron Systems
Industrial
Finance
Segment profit margin
Common stock information
$ 50.93 $ 48.67 $ 54.07 $ 57.71 $ 41.74 $ 40.61 $ 41.33 $ 49.82
Price range: High
$ 43.66 $ 45.00 $ 47.00 $ 51.07 $ 30.69 $ 34.00 $ 35.06 $ 37.19
Low
Dividends declared per share
$ 0.02 $ 0.02 $ 0.02 $ 0.02 $ 0.02 $ 0.02 $ 0.02 $ 0.02
(a) Special charges related to our 2016 restructuring plan were $15 million, $12 million, $15 million and $48 million in the first, second, third and fourth quarters
of 2017, respectively, and $115 million and $8 million in the third and fourth quarters of 2016, respectively. In addition, we recorded special charges of $22
million, $1 million, $10 million and $7 million in the first, second, third and fourth quarters of 2017, respectively, related to the Arctic Cat acquisition, which
included restructuring, integration and transaction costs.
$ 0.37 $ 0.57 $ 0.60 $ (0.40) $ 0.55 $ 0.66 $ 1.11 $ 0.79
—
—
$ 0.37 $ 0.57 $ 0.60 $ (0.40) $ 0.55 $ 0.66 $ 1.56 $ 0.79
270,489 267,114 264,624 263,295 271,660 269,888 270,560 270,986
0.78
—
0.78
$ 0.37 $ 0.57 $ 0.60 $ (0.40) $ 0.55 $ 0.65 $ 1.55 $
272,830 269,299 266,989 263,295 273,022 271,316 272,099 273,114
$ 0.37 $ 0.57 $ 0.60 $ (0.40) $ 0.55 $ 0.66 $ 1.10 $
14.2
10.0
7.7
22.2
10.2%
13.1
8.7
4.7
38.9
13.2
10.7
7.4
15.0
10.1
12.3
9.9
35.0
11.6
7.6
7.3
40.0
11.9
4.8
7.7
22.2
13.6
8.8
7.4
27.8
10.1
9.0
9.6
25.0
—
(106) $
—
159 $
(1)
177 $
(1)
150 $
122
421 $
1 —
(1)
214
(0.01)
101 $
153 $
0.45
0.45
6.8%
9.3%
8.6%
6.7%
9.4%
9.0%
8.7%
4.6%
8.1%
3.7%
8.3%
7.1%
8.2%
8.5%
9.5%
—
—
—
—
—
—
—
—
—
—
$
(b)
Income tax expense for the fourth quarter of 2017 included a $266 million charge to reflect our provisional estimate of the net impact of the Tax Cuts and
Jobs Act, which was enacted on December 22, 2017. The third quarter of 2016 included an income tax benefit of $319 million, inclusive of interest, of which
$206 million is attributable to continuing operations and $113 million is attributable to discontinued operations. This benefit was a result of the final settlement
with the Internal Revenue Service Office of Appeals for our 1998 to 2008 tax years.
(c) For the fourth quarter of 2017, the diluted average shares outstanding excluded potential common shares (stock options and restricted stock units) due to their
antidilutive effect resulting from the net loss.
70 Textron 2017 Annual Report
70
Schedule II — Valuation and Qualifying Accounts
2017
(In millions)
Allowance for doubtful accounts
Balance at beginning of year
Charged to costs and expenses
Deductions from reserves*
Balance at end of year
Inventory FIFO reserves
Balance at beginning of year
Charged to costs and expenses
Deductions from reserves*
Balance at end of year
*Deductions primarily include amounts written off on uncollectable accounts (less recoveries), inventory disposals, changes to prior year estimates, and currency
translation adjustments.
206 $
59
(34)
231 $
231 $
63
(32)
262 $
33 $
3
(9)
27 $
27 $
3
(3)
27 $
169
56
(19)
206
30
5
(2)
33
$
$
$
$
2015
2016
Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure
None.
Item 9A. Controls and Procedures
Disclosure Controls and Procedures
We performed an evaluation of the effectiveness of our disclosure controls and procedures as of December 30, 2017. The evaluation
was performed with the participation of senior management of each business segment and key Corporate functions, under the
supervision of our Chairman, President and Chief Executive Officer (CEO) and our Executive Vice President and Chief Financial
Officer (CFO). Based on this evaluation, the CEO and CFO concluded that our disclosure controls and procedures were operating
and effective as of December 30, 2017.
Changes in Internal Controls Over Financial Reporting
There were no changes in our internal control over financial reporting during the fourth quarter of the fiscal year covered by this
report that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Management’s Report on Internal Control Over Financial Reporting
Management is responsible for establishing and maintaining adequate internal control over financial reporting for Textron Inc. as
such term is defined in Exchange Act Rules 13a-15(f). Our internal control structure is designed to provide reasonable assurance,
at appropriate cost, that assets are safeguarded and that transactions are properly executed and recorded. The internal control
structure includes, among other things, established policies and procedures, an internal audit function, the selection and training of
qualified personnel as well as management oversight.
With the participation of our management, we performed an evaluation of the effectiveness of our internal control over financial
reporting based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (2013 Framework). Based on our evaluation under the 2013 Framework, we have
concluded that Textron Inc. maintained, in all material respects, effective internal control over financial reporting as of December
30, 2017.
The independent registered public accounting firm, Ernst & Young LLP, has audited the Consolidated Financial Statements of
Textron Inc. and has issued an attestation report on Textron’s internal controls over financial reporting as of December 30, 2017, as
stated in its report, which is included herein.
Textron 2017 Annual Report 71
71
Report of Independent Registered Public Accounting Firm
To the Board of Directors and the Shareholders of Textron Inc.
Opinion on Internal Control over Financial Reporting
We have audited Textron Inc.’s internal control over financial reporting as of December 30, 2017, based on criteria established in
Internal Control— Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013
Framework), (the COSO criteria). In our opinion, Textron, Inc. (the Company) maintained, in all material respects, effective internal
control over financial reporting as of December 30, 2017, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
(PCAOB), the Consolidated Balance Sheets of the Company as of December 30, 2017 and December 31, 2016, and the related
Consolidated Statements of Operations, Comprehensive Income, Shareholder’s Equity and Cash Flows for each of the three years
in the period ended December 30, 2017, and the related notes and financial statement schedule contained on page 71, of the Company
and our report dated February 15, 2018 expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment
of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal
Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial
reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with
respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities
and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material
respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness
exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing
such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for
our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted
accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain
to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of
the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being
made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance
regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a
material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because
of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Ernst & Young LLP
Boston, Massachusetts
February 15, 2018
72 Textron 2017 Annual Report
72
PART III
Item 10. Directors, Executive Officers and Corporate Governance
The information appearing under “ELECTION OF DIRECTORS— Nominees for Director,” “CORPORATE GOVERNANCE—
Corporate Governance Guidelines and Policies,” “— Code of Ethics,” “–Board Committees— Audit Committee,” and “SECTION
16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE” in the Proxy Statement for our Annual Meeting of Shareholders
to be held on April 25, 2018 is incorporated by reference into this Annual Report on Form 10-K.
Information regarding our executive officers is contained in Part I of this Annual Report on Form 10-K.
Item 11. Executive Compensation
The information appearing under “CORPORATE GOVERNANCE —Compensation of Directors,” “COMPENSATION
COMMITTEE REPORT,” “COMPENSATION DISCUSSION AND ANALYSIS” and “EXECUTIVE COMPENSATION” in the
Proxy Statement for our Annual Meeting of Shareholders to be held on April 25, 2018 is incorporated by reference into this Annual
Report on Form 10-K.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The information appearing under “SECURITY OWNERSHIP” and “EXECUTIVE COMPENSATION – Equity Compensation Plan
Information” in the Proxy Statement for our Annual Meeting of Shareholders to be held on April 25, 2018 is incorporated by
reference into this Annual Report on Form 10-K.
Item 13. Certain Relationships and Related Transactions and Director Independence
information
The
“EXECUTIVE
“CORPORATE GOVERNANCE--Director
COMPENSATION — Transactions with Related Persons” in the Proxy Statement for our Annual Meeting of Shareholders to be
held on April 25, 2018 is incorporated by reference into this Annual Report on Form 10-K.
appearing under
Independence”
and
Item 14. Principal Accountant Fees and Services
The information appearing under “RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM — Fees to Independent Auditors” in the Proxy Statement for our Annual Meeting of Shareholders to be held
on April 25, 2018 is incorporated by reference into this Annual Report on Form 10-K.
Textron 2017 Annual Report 73
73
PART IV
Item 15. Exhibits and Financial Statement Schedules
Financial Statements and Schedules — See Index on Page 36.
Exhibits
3.1A
3.1B
3.2
4.1A
4.1B
NOTE:
NOTE:
10.1A
10.1B
10.1C
10.1D
10.1E
10.1F
Restated Certificate of Incorporation of Textron as filed with the Secretary of State of Delaware on April 29,
2010. Incorporated by reference to Exhibit 3.1 to Textron’s Quarterly Report on Form 10-Q for the fiscal
quarter ended April 3, 2010. (SEC File No. 1-5480)
Certificate of Amendment of Restated Certificate of Incorporation of Textron Inc., filed with the Secretary of
State of Delaware on April 27, 2011. Incorporated by reference to Exhibit 3.1 to Textron’s Quarterly Report
on Form 10-Q for the fiscal quarter ended April 2, 2011. (SEC File No. 1-5480)
Amended and Restated By-Laws of Textron Inc., effective April 28, 2010 and further amended April 27, 2011,
July 23, 2013, February 25, 2015 and December 6, 2016. Incorporated by reference to Exhibit 3.2 to Textron’s
Current Report on Form 8-K filed on December 8, 2016.
Support Agreement dated as of May 25, 1994, between Textron Inc. and Textron Financial Corporation.
Incorporated by reference to Exhibit 4.1 to Textron’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2011. (SEC File No. 1-5480)
Amendment to Support Agreement, dated as of December 23, 2015, by and between Textron Inc. and Textron
Financial Corporation. Incorporated by reference to Exhibit 4.1B to Textron’s Annual Report on Form 10-K
for the fiscal year ended January 2, 2016.
Instruments defining the rights of holders of certain issues of long-term debt of Textron have not been filed as
exhibits because the authorized principal amount of any one of such issues does not exceed 10% of the total
assets of Textron and its subsidiaries on a consolidated basis. Textron agrees to furnish a copy of each such
instrument to the Commission upon request.
Exhibits 10.1 through 10.16 below are management contracts or compensatory plans, contracts or agreements.
Textron Inc. 2007 Long-Term Incentive Plan (Amended and Restated as of April 28, 2010). Incorporated by
reference to Exhibit 10.1 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31,
2012. (SEC File No. 1-5480)
Form of Non-Qualified Stock Option Agreement. Incorporated by reference to Exhibit 10.2 to Textron’s
Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2007. (SEC File No. 1-5480)
Form of Incentive Stock Option Agreement. Incorporated by reference to Exhibit 10.3 to Textron’s Quarterly
Report on Form 10-Q for the fiscal quarter ended June 30, 2007. (SEC File No. 1-5480)
Form of Restricted Stock Unit Grant Agreement. Incorporated by reference to Exhibit 10.4 to Textron’s
Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2007. (SEC File No. 1-5480)
Form of Restricted Stock Unit Grant Agreement with Dividend Equivalents. Incorporated by reference to
Exhibit 10.2 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 29, 2008. (SEC
File No. 1-5480)
Form of Performance Share Unit Grant Agreement. Incorporated by reference to Exhibit 10.1H to Textron’s
Annual Report on Form 10-K for the fiscal year ended January 3, 2009. (SEC File No. 1-5480)
74 Textron 2017 Annual Report
74
10.1G
10.1H
10.1I
Form of Non-Qualified Stock Option Agreement. Incorporated by reference to Exhibit 10.1 to Textron’s
Quarterly Report on Form 10-Q for the fiscal quarter ended March 29, 2014.
Form of Stock-Settled Restricted Stock Unit Grant Agreement with Dividend Equivalents. Incorporated by
reference to Exhibit 10.2 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 29,
2014.
Form of Performance Share Unit Grant Agreement. Incorporated by reference to Exhibit 10.3 to Textron’s
Quarterly Report on Form 10-Q for the fiscal quarter ended March 29, 2014.
10.2
Textron Inc. Short-Term Incentive Plan. Incorporated by reference to Exhibit 10.2 to Textron’s Quarterly
Report on Form 10-Q for the fiscal quarter ended April 1, 2017.
10.3A
10.3B
10.3C
10.3D
Textron Inc. 2015 Long-Term Incentive Plan. Incorporated by reference to Exhibit 10.1 to Textron’s Quarterly
Report on Form 10-Q for the fiscal quarter ended July 4, 2015.
Form of Non-Qualified Stock Option Agreement under 2015 Long-Term Incentive Plan. Incorporated by
reference to Exhibit 10.1 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended April 2,
2016.
Form of Stock-Settled Restricted Stock Unit (with Dividend Equivalents) Grant Agreement under 2015 Long-
Term Incentive Plan. Incorporated by reference to Exhibit 10.2 to Textron’s Quarterly Report on Form 10-Q
for the fiscal quarter ended April 2, 2016.
Form of Performance Share Unit Grant Agreement under 2015 Long-Term Incentive Plan. Incorporated by
reference to Exhibit 10.3 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended April 2,
2016.
10.4
Textron Spillover Savings Plan, effective October 5, 2015. Incorporated by reference to Exhibit 10.4 to
Textron’s Annual Report on Form 10-K for the fiscal year ended January 2, 2016.
10.5A
10.5B
10.5C
10.6
10.7A
10.7B
10.7C
Textron Spillover Pension Plan, As Amended and Restated Effective January 3, 2010, including Appendix A
(as amended and restated effective January 3, 2010), Defined Benefit Provisions of the Supplemental Benefits
Plan for Textron Key Executives (As in effect before January 1, 2007). Incorporated by reference to Exhibit
10.4 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended April 3, 2010. (SEC File No. 1-
5480)
Amendments to the Textron Spillover Pension Plan, dated October 12, 2011. Incorporated by reference to
Exhibit 10.5B to Textron’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011. (SEC
File No. 1-5480)
Second Amendment to the Textron Spillover Pension Plan, dated October 7, 2013. Incorporated by reference
to Exhibit 10.5C to Textron’s Annual Report on Form 10-K for the fiscal year ended December 28, 2013.
Deferred Income Plan for Textron Executives, Effective October 5, 2015. Incorporated by reference to Exhibit
10.6 to Textron’s Annual Report on Form 10-K for the fiscal year ended January 2, 2016.
Deferred Income Plan for Non-Employee Directors, As Amended and Restated Effective January 1, 2009,
including Appendix A, Prior Plan Provisions (As in effect before January 1, 2008). Incorporated by reference
to Exhibit 10.9 to Textron’s Annual Report on Form 10-K for the fiscal year ended January 3, 2009. (SEC File
No. 1-5480)
Amendment No. 1 to Deferred Income Plan for Non-Employee Directors, as Amended and Restated Effective
January 1, 2009, dated as of November 6, 2012. Incorporated by reference to Exhibit 10.8B to Textron’s
Annual Report on Form 10-K for the fiscal year ended December 29, 2012. (SEC File No. 1-5480)
Amendment No. 2 to Deferred Income Plan for Non-Employee Directors, as Amended and Restated Effective
January 1, 2009. Incorporated by reference to Exhibit 10.1 to Textron’s Quarterly Report on Form 10-Q for
the fiscal quarter ended April 1, 2017.
Textron 2017 Annual Report 75
75
10.8A
10.8B
10.8C
10.9
10.10
10.11A
10.11B
10.11C
10.11D
10.11E
10.12A
10.12B
10.12C
10.13
Severance Plan for Textron Key Executives, As Amended and Restated Effective January 1, 2010.
Incorporated by reference to Exhibit 10.10 to Textron’s Annual Report on Form 10-K for the fiscal year ended
January 2, 2010. (SEC File No. 1-5480)
First Amendment to the Severance Plan for Textron Key Executives, dated October 26, 2010. Incorporated by
reference to Exhibit 10.10B to Textron’s Annual Report on Form 10-K for the fiscal year ended January 1,
2011. (SEC File No. 1-5480)
Second Amendment to the Severance Plan for Textron Key Executives, dated March 24, 2014. Incorporated
by reference to Exhibit 10.5 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended March
29, 2014.
Form of Indemnity Agreement between Textron and its executive officers.
Form of Indemnity Agreement between Textron and its non-employee directors (approved by the Nominating
and Corporate Governance Committee of the Board of Directors on July 21, 2009 and entered into with all
non-employee directors, effective as of August 1, 2009). Incorporated by reference to Exhibit 10.1 to Textron’s
Quarterly Report on Form 10-Q for the fiscal quarter ended October 3, 2009. (SEC File No. 1-5480)
Letter Agreement between Textron and Scott C. Donnelly, dated June 26, 2008. Incorporated by reference to
Exhibit 10.1 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 28, 2008. (SEC File
No. 1-5480)
Amendment to Letter Agreement between Textron and Scott C. Donnelly, dated December 16, 2008, together
with Addendum No.1 thereto, dated December 23, 2008. Incorporated by reference to Exhibit 10.15B to
Textron’s Annual Report on Form 10-K for the fiscal year ended January 3, 2009. (SEC File No. 1-5480)
Agreement between Textron and Scott C. Donnelly, dated May 1, 2009, related to Mr. Donnelly’s personal
use of a portion of hangar space at T.F. Green Airport which is leased by Textron. Incorporated by reference
to Exhibit 10.1 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended July 4, 2009. (SEC
File No. 1-5480)
Hangar License and Services Agreement made and entered into on April 25, 2011 to be effective as of
December 5, 2010, between Textron Inc. and Mr. Donnelly’s limited liability company. Incorporated by
reference to Exhibit 10.1 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended April 2,
2011. (SEC File No. 1-5480)
Amended and Restated Hangar License and Services Agreement, made and entered into as of October 1, 2015,
between Textron Inc. and Mr. Donnelly’s limited liability company. Incorporated by reference to Exhibit 10.2
to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended October 3, 2015.
Letter Agreement between Textron and Frank Connor, dated July 27, 2009. Incorporated by reference to
Exhibit 10.2 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended October 3, 2009. (SEC
File No. 1-5480)
Hangar License and Services Agreement made and entered into on April 25, 2011 to be effective as of
December 5, 2010, between Textron Inc. and Mr. Connor’s limited liability company. Incorporated by
reference to Exhibit 10.2 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended April 2,
2011. (SEC File No. 1-5480)
Amended and Restated Hangar License and Services Agreement, made and entered into on July 24, 2015,
between Textron Inc. and Mr. Connor’s limited liability company. Incorporated by reference to Exhibit 10.3
to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended October 3, 2015.
Letter Agreement between Textron and Julie G. Duffy, dated July 27, 2017. Incorporated by reference to
Exhibit 10.1 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2017.
76 Textron 2017 Annual Report
76
10.14A
10.14B
10.15
10.16
10.17
12.1
12.2
21
23
24
31.1
31.2
32.1
32.2
101
Letter Agreement between Textron and E. Robert Lupone, dated December 22, 2011. Incorporated by
reference to Exhibit 10.17 to Textron’s Annual Report on Form 10-K for the fiscal year ended December 31,
2011. (SEC File No. 1-5480)
Amendment to letter agreement between Textron and E. Robert Lupone, dated July 27, 2012. Incorporated by
reference to Exhibit 10.5 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended September
29, 2012. (SEC File No. 1-5480)
Director Compensation.
Form of Aircraft Time Sharing Agreement between Textron and its executive officers. Incorporated by
reference to Exhibit 10.3 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended September
27, 2008. (SEC File No. 1-5480)
Credit Agreement, dated as of September 30, 2016, among Textron, the Lenders listed therein, JPMorgan
Chase Bank, N.A., as Administrative Agent, Citibank, N.A. and Bank of America, N.A., as Syndication
Agents, and The Bank of Tokyo-Mitsubishi UFJ, Ltd., as Documentation Agent. Incorporated by reference to
Exhibit 10.1 to Textron’s Current Report on Form 8-K filed on October 3, 2016.
Computation of ratio of income to fixed charges of Textron Inc.’s Manufacturing group.
Computation of ratio of income to fixed charges of Textron Inc., including all majority-owned subsidiaries.
Certain subsidiaries of Textron. Other subsidiaries, which considered in the aggregate do not constitute a
significant subsidiary, are omitted from such list.
Consent of Independent Registered Public Accounting Firm.
Power of attorney.
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Certification of Chief Executive Officer Pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
Certification of Chief Financial Officer Pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
The following materials from Textron Inc.’s Annual Report on Form 10-K for the year ended December 30,
2017, formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Statements of
Operations, (ii) the Consolidated Statements of Comprehensive Income (iii) the Consolidated Balance Sheets,
(iv) the Consolidated Statements of Shareholders’ Equity, (v) the Consolidated Statements of Cash Flows, (vi)
the Notes to the Consolidated Financial Statements, and (vii) Schedule II – Valuation and Qualifying Accounts.
* Confidential Treatment has been requested for portions of this document.
Item 16. Form 10-K Summary
Not applicable.
Textron 2017 Annual Report 77
77
Signatures
Pursuant to the requirement of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Annual
Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized on this 15th day of February 2018.
TEXTRON INC.
Registrant
By:
/s/ Frank T. Connor
Frank T. Connor
Executive Vice President and Chief Financial Officer
78 Textron 2017 Annual Report
78
Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report on Form 10-K has been signed below on
this 15th day of February 2018 by the following persons on behalf of the registrant and in the capacities indicated:
Name
Title
/s/ Scott C. Donnelly
Scott C. Donnelly
*
Kathleen M. Bader
*
R. Kerry Clark
*
James T. Conway
*
Ivor J. Evans
*
Lawrence K. Fish
*
Paul E. Gagné
*
Ralph D. Heath
*
Deborah Lee James
*
Lloyd G. Trotter
*
James L. Ziemer
*
Maria T. Zuber
/s/ Frank T. Connor
Frank T. Connor
/s/ Mark S. Bamford
Mark S. Bamford
*By: /s/ Jayne M. Donegan
Jayne M. Donegan, Attorney-in-fact
Chairman, President and Chief Executive Officer
(principal executive officer)
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Executive Vice President and Chief Financial Officer
(principal financial officer)
Vice President and Corporate Controller
(principal accounting officer)
Textron 2017 Annual Report 79
79
NOTES
80 Textron 2017 Annual Report
Corporate Information
Corporate Headquarters
Textron Inc.
40 Westminster Street
Providence, RI 02903
(401) 421-2800
www.textron.com
Annual Meeting
Textron’s annual meeting of shareholders will be
held on Wednesday, April 25, 2018, at 11 a.m.
at Textron Inc., 40 Westminster Street, 18th Floor,
Providence, RI 02903.
Transfer Agent, Registrar and
Dividend Paying Agent
For shareholder services such as change of address,
lost certificates or dividend checks, change in
registered ownership or the Dividend Reinvestment
Plan, write or call:
American Stock Transfer & Trust
Company, LLC
Operations Center
6201 15th Avenue
Brooklyn, NY 11219
phone: (866) 621-2790
email: info@amstock.com
Stock Exchange Information
(Symbol: TXT)
Textron common stock is listed on the New York
Stock Exchange.
Investor Relations
Textron Inc.
Investor Relations
40 Westminster Street
Providence, RI 02903
Investor Relations phone line:
(401) 457-2288
News media phone line:
(401) 457-2362
For more information, visit our website at
www.textron.com.
Company Publications and
General Information
To receive a copy of Textron’s Forms 10-K and
10-Q, Proxy Statement or Annual Report without
charge, visit our website at www.textron.com or
send a written request to Textron Investor Relations
at the address listed above. For the most recent
company news and earnings press releases, visit our
website at www.textron.com.
Textron is an Equal Opportunity Employer.
Textron Board of Directors
To contact the Textron Board of Directors or to
report concerns or complaints about accounting,
internal accounting controls or auditing matters,
you may write to Board of Directors, Textron Inc.,
40 Westminster Street, Providence, RI 02903;
call (866) 698-6655 or (401) 457-2269; or send
an email to textrondirectors@textron.com.
Textron provides a multimedia interactive version of the Annual Report in the Investor Resources section of
its website at www.textron.com.
2
0
1
7
A
N
N
U
A
L
R
E
P
O
R
T
© 2018 Textron Inc. | www.textron.com