JOHNSON-CONTROLS-INTERNATIONAL-PLC Earningcall Transcript Of Q2 of 2024


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chief executive officer, George Oliver; and chief financial officer, Marc Vandiepenbeeck. Before we

begin,  let  me  remind  you  that  during  our  presentation  today,  we  will  make  forward-looking

statements.

Actual  results  may  differ  materially  from  those  indicated  by  forward-looking  statements  due  to  a

variety of risks and uncertainties. Please refer to our SEC filings for a detailed discussion of these

risks and uncertainties, in addition to the inherent limitations of such forward-looking statements. We

will  also  reference  certain  non-GAAP  measures.  Reconciliations  of  these  non-GAAP  measures  to

the most directly comparable GAAP measures are contained in the schedules attached to our press

release  and  in  the  appendix  to  this  presentation,  both  of  which  can  be  found  on  the  investor

relations section of Johnson Controls' website.

I will now turn the call over to George. 

George R. Oliver -- Chair and Chief Executive Officer

Thanks,  Jim,  and  good  morning,  everyone.  Thank  you  for  joining  us  on  the  call  today.  Let's  begin

with Slide 3. We were very pleased to deliver fiscal third quarter results that exceeded almost all of

our targets.

Organic sales growth was 3%, which was in line with our guidance of low single digits. We delivered

a robust 150 basis points of segment margin expansion to 17.9%, which exceeded our guidance of

17%. We are also proud of our free cash flow generation during the quarter, which was more than

$500 million higher than the comparable period one year ago. Service led the way, once again, with

9% growth, which continues to validate our transformation efforts.

It  is  encouraging  as  we  continue  to  build  momentum  toward  meeting  our  full  year  financial

objectives.  Orders  grew  5%  during  the  quarter.  We  expect  some  quarterly  fluctuation  in  our  order

pattern, given the strong demand for our data center solutions. With the investments we have made

over the last few years in technologies for data centers, the launch of a dedicated organization and

our  one-of-a-kind  offerings,  we  remain  well  positioned  in  this  fast-growing  segment,  with  solutions

that are clearly resonating with customers.

We have built a leading position in data centers in North America, due to a unique and compelling

customer  value  proposition.  As  our  customers  expand  internationally  to  meet  the  rapidly  growing

demand for data centers, we grow alongside them as they choose to partner with Johnson Controls

around  the  world.  Our  backlog  grew  10%  in  the  quarter,  as  we  continue  to  see  demand  for  our

solutions,  both  systems  and  services.  The  growth  in  orders  and  backlog  give  us  increased

confidence in our ability to continue delivering sustainable long-term growth.

As part of our ongoing business transformation, we announced two divestitures, our residential and

light  commercial  HVAC  business  and  our  air  distribution  technologies  business.  These  two

transactions represent roughly 20% of current sales. At the same time as our earnings results, we

announced  this  morning  that  I  informed  the  board,  it  is  time  to  initiate  our  CEO  succession  plan.

Following  recent  significant  milestones  in  our  portfolio  transformation  and  as  we  move  to  the  next

phase  of  growth,  I  believe  that  now  is  the  right  time  to  begin  the  process  of  identifying  the  next

leader of the new Johnson Controls.

Accordingly, 

the  board  has  engaged  a  nationally  recognized  search 

firm  and  begun  a

comprehensive  search  for  the  company's  next  CEO.  Once  my  successor  has  been  named,  I  will

remain  chair  of  the  board  to  help  facilitate  a  smooth  transition.  I  am  confident  in  our  position  as

Johnson Controls enters its next chapter, and I remain committed to supporting the full team as we

work to ensure Johnson Controls realizes its full potential. Along with the initiation of the company's

succession  plan,  we  also  announced  that  as  part  of  our  ongoing  board  refreshment  efforts,  and

following a constructive dialogue with Elliott Management, Patrick Decker has been appointed to our

company's board of directors effective immediately.

Patrick brings experience to our board, and having led a transformation of his prior company, and

his  appointment  reflects  our  commitment  to  continuously  refreshing  our  board  to  ensure  the  skills

and  experiences  of  our  directors  appropriately  reflect  our  ongoing  transformation.  Lastly,  before

moving to the next slide, we are tightening our full year adjusted EPS guidance to a range of $3.66

to $3.69 from a range of $3.60 to $3.75. Marc will give additional details later in the call. We have

made tremendous progress on our business transformation into a simpler, higher-growth company,

positioned to deliver more consistent, predictable results.

Turning to Slide 4. We have made good progress on simplifying our portfolio. Most recently, on July

23,  we  reached  an  agreement  to  sell  our  residential  and  light  commercial  HVAC  business  to  the

Bosch Group in an all-cash transaction. The transaction includes 100% of our North America Ducted

business and our 60% interest in our Global residential joint venture with Hitachi.

The  total  transaction  is  valued  at  approximately  $8.1  billion,  which  results  in  approximately  $6.7

billion  of  consideration  to  Johnson  Controls.  We  are  expecting  net  proceeds  of  approximately  $5

billion  after  tax  in  transaction  expenses,  the  majority  of  which  will  be  used  to  accelerate  returning

capital  to  shareholders  and  also  address  leverage.  The  residential  and  light  commercial  HVAC

transaction  is  expected  to  close  in  approximately  12  months,  subject  to  required  regulatory

approvals and other customary closing conditions. We expect to report the operating results of the

business in discontinued operations beginning in the fiscal fourth quarter of 2024.

In  addition,  on  June  18,  we  agreed  to  sell  our  air  distribution  technologies  business  to  Truelink

Capital.  The  sale  of  air  distribution  technologies  is  also  an  important  step  in  simplifying  our

manufacturing  footprint,  with  the  elimination  of  nearly  30%  of  our  manufacturing  facilities.  Taken

together, these two transactions represent significant milestones in our portfolio transformation. We

are now even better positioned going forward as a pure-play provider of comprehensive solutions for

commercial buildings.

Our  efforts  in  turning  into  results  and  the  value  of  our  transformation  is  coming  into  focus.  Slide  5

presents  a  pro  forma  look  at  the  new  Johnson  Controls,  representing  the  composition  of  our

company going forward. Following completion of the two divestitures described earlier, we will be a

simpler,  higher  growth  company  focused  almost  exclusively  on  our  engineered  solutions  offerings.

These  solutions  include  commercial  HVAC,  fire,  controls,  security  and  services,  forming  the  smart

building trifecta of energy-efficient equipment, clean electrification and digitalization.

The benefits of our transformed portfolio include an enhanced margin profile, less complexity and a

more focused operating model. In addition, these divestitures further increase our exposure to the

fast-growing data center vertical to nearly 10% of sales from 7% as of fiscal year 2023. We expect

this  percentage  to  further  increase  over  time  given  the  robust  demand  we  are  seeing  in  this  key

vertical. While we will continue to look at opportunities to further enhance the portfolio, we believe

that the largest elements of the portfolio transformation are now complete.

Turning  to  Slide  6  to  discuss  our  focused  business  model  and  how  we  plan  to  deliver  more

consistent,  predictable  outcomes  for  our  customers  and  maximize  value  for  shareholders  over  the

life  cycle  of  buildings.  Johnson  Controls  has  a  unique  value  proposition  for  our  customers  that

directly  translates  to  shareholder  value  creation.  Our  ability  to  serve  our  customers  over  the  life

cycle of the building allows us to deliver safe, healthy and sustainable buildings. As a simpler and

more  streamlined  company,  we  are  now  better  positioned  to  leverage  our  integrated  domain

expertise, coupled with our extensive branch network to significantly expand margins.

Our  journey  with  the  customer  provides  system  and  service  solutions  that  maximize  the

opportunities  around  the  life  cycle  of  the  asset,  delivering  outcomes  to  the  customer  that  save

energy,  reduce  emissions  and  optimize  building  life  cycle  costs,  all  while  improving  the  overall

occupant  experience.  Most  importantly,  our  ability  to  drive  direct  outcomes  ensures  that  we  have

long-term customers that use several of our services, which creates a compounded impact for the

customer and for our shareholders. In fact, $1 of systems revenue has the potential to generate up

to 10 times the revenue over the life cycle of the solution. It all starts with our local teams supported

by our centralized engineering teams to provide operational excellence throughout the construction

of the new building, starting with the product and technology development through the installation of

the new systems.

This  grows  the  installed  base.  Throughout  system  deployment,  our  teams  are  building  customer

intimacy and confidence in our team to ensure we are creating linkage with our service offering. We

have  redoubled  our  focus  to  build  this  initial  relationship  and  greatly  improved  our  operational

execution over the past few years to drive an enhanced margin profile and grow service. Simply put,

service  and  maintenance  delivers  recurring  revenue  for  us,  and  this  provides  resilient  revenue

throughout economic cycles.

Moving  to  parts  and  repairs.  Our  service  organization  is  digitally  enabled  and  unlocks  additional

value by collecting data from the connected equipment within the building. Leveraging this data lets

us detect issues before they occur, leading to reduced downtime and cost savings for the customer.

The last part of the cycle is the building retrofit, including the monetization and technology refresh of

existing systems.

We  work  closely  with  the  building  owner  to  discuss  life  cycle  planning  and  the  prioritization  of  the

building  needs.  We  have  found  this  to  be  the  perfect  opportunity  for  Johnson  Controls  to  sell

additional domains. By compounding the effects of this cycle, we are able to deliver solutions to our

customers, leading to significant margin expansion. The ongoing transformation of our portfolio into

a quality pure-play provider of comprehensive solutions for commercial buildings means that we can

service these buildings to deliver outcomes that matter.

Accordingly,  we  are  extending  our  journey  with  our  customers,  while  capitalizing  on  attractive

opportunities in the market. Together, this delivers value across our stakeholder base for customers,

employees and for our shareholders. With that, I'll turn it over to Marc.

Marc Vandiepenbeeck -- Chief Financial Officer

Thanks,  George,  and  good  morning,  everyone.  Let  me  start  with  a  summary  on  Slide  7.  Total

revenue  of  $7.2  billion  grew  3%  organically  as  strong  high  single-digit  service  growth  more  than

offset  continued  weakness  in  China  system  business.  Segment  margin  expanded  a  robust  150

basis  points  to  17.9%,  as  we  delivered  another  strong  quarter  of  productivity  and  converted  our

higher-margin backlog.

Adjusted  EPS  of  $1.14  was  up  11%  year  over  year  and  exceeded  the  high  end  of  our  guidance

range by $0.04. Operations contributed $0.18 of the growth in the quarter, as improved productivity

and  the  conversion  of  higher  margin  backlog  more  than  offset  higher  corporate  costs  related  to

additional  IT  investments,  cybersecurity  enhancement  costs  and  increased  centralization  of

functional  costs.  Below  the  line,  we  saw  favorability  from  a  lower  share  count.  As  we  continue  to

build  a  more  consistent  and  predictable  business,  we  are  pleased  with  the  strong  adjusted  EPS

performance in the quarter.

On  the  balance  sheet,  we  ended  up  the  third  quarter  with  approximately  $900  million  in  available

cash and net debt decreased to 2.3x, which is within our long-term target range of two to two and a

half times. Year to date, adjusted free cash flow improved approximately $700 million year over year

to $1.3 billion. We remain on the path to driving higher free cash flow conversion more consistently.

Let's now discuss our segment results in more detail on Slide 8 through 10.

Beginning on Slide 8. Organic sales in our global products business grew 3% year over year, with

price  offsetting  a  modest  volume  decline.  Commercial  HVAC  remained  a  bright  spot  for  the

business, growing mid-single digits against a tough comp of mid-teens growth a year ago. fire and

security  declined  low  single  digit,  as  a  decline  in  fire  suppression  more  than  offset  growth  in  fire

detection and security video surveillance.

Industrial  refrigeration  grew  approximately  20%,  with  strong  double-digit  growth  in  both  North

America  and  EMEA/LA.  Overall,  global  residential  grew  mid-single  digits  in  the  quarter.  Global

Ductless residential grew low single digits as strong double-digit growth in APAC more than offset

continued declines in Europe. In conjunction with improvement in North America residential market,

our  Global  Ducted  residential  business  grew  10%,  with  strong  double-digit  growth  in  both  North

America and EMEA/LA.

Adjusted segment EBITDA margin expanded 240 basis points to 24.5%, as positive price cost and

improved  productivity  more  than  offset  mix  headwinds  from  ongoing  weakness  in  China.  Now

moving to Slide 9 to discuss our building solutions performance. Order momentum remained healthy

with 5% growth in the quarter. Overall, service order grew 12%, with a broad-based growth across

the region.

Systems order grew 2% at North America offset decline in APAC. Organic sales increased 4% in the

quarter,  led  by  service  growth  of  9%.  Systems  revenue  grew  1%  as  decline  in  APAC  more  than

offset  growth  in  North  America  and  EMEA/LA.  building  solutions  backlog  continues  to  remain  at

record levels, growing 10% to $12.9 billion.

Service backlog grew 7% and system backlog grew 10% year over year. Let's discuss the building

solutions performance by region on Slide 10. Orders in North America increased 5% in the quarter,

with mid-single-digit growth in both systems and services. As a reminder, our quarterly order growth

can fluctuate based on the timing of certain large projects, particularly in the data center vertical.

We  remain  confident  in  our  competitive  position  in  the  data  center  and  our  pipeline  remains  quite

robust. Sales in North America were up 8% organically, with continued strength across HVAC and

controls,  up  over  20%  year  over  year.  Overall,  our  system  business  grew  9%,  while  service  grew

6%. Segment margin expanded 150 basis points year over year to 15.9%, driven by the continued

execution of higher-margin backlog, improved productivity and solid service contribution.

Total backlog ended the quarter at $9 billion, up 14% year over year. In EMEALA, orders were up

11% with over 25% growth in service. Systems, although were flat as we continue to remain focused

on driving higher quality growth with higher margin and improved cash flow conversion. Across the

portfolio, we saw strong double-digit growth in controls, fire and security.

Sales  in  EMEALA  grew  8%  organically,  with  broad-based  growth  across  the  portfolio,  Momentum

continues to build within our Service business, up 15% year over year, driven by strong double-digit

growth  from  both  our  recurring  and  shorter  cycle  transactional  businesses.  Our  system  business

grew  low  single  digits,  led  by  strength  in  controls.  Segment  EBITA  margin  expanded  170  basis

points  to  10.3%,  driven  by  the  positive  mix  from  the  growth  in  service  and  the  conversion  of

higher-margin  system  backlog.  We've  made  tremendous  progress  in  improving  the  profitability  in

EMEALA as well as the mix of higher-margin service.

A more disciplined funnel in systems gives us further confidence in continued momentum in margin

improvement. Backlog was up 12% year over year to $2.5 billion. In Asia Pacific, orders declined 2%

as  we  have  focused  on  deploying  resources  to  the  most  attractive  part  of  the  market,  and  remain

selective  on  the  jobs  we  quote  and  ultimately,  book.  Given  our  strong  installed  base  in  the  region

and our continued focus, we saw high single-digit growth in service. Sales in Asia Pacific declined

19% as the Systems business continue to be impacted by ongoing weaknesses in China.

Our  Service  business  grew  8%  in  the  quarter,  with  strong  double-digit  growth  in  our  recurring

revenue  contracts.  Segment  EBITA  margin  declined  220  basis  points  to  11.7%,  as  weakness  in

China offset positive mix from our Service business. Backlog of $1.4 billion declined 12% year over

year. Now let's discuss our fourth quarter and fiscal year 2024 guidance on Slide 11.

We  entered  the  fourth  quarter  with  solid  momentum,  led  by  our  resilient  Service  business  and

continued demand in our North America system business. Our margin reach backlog remains at a

historical level, and our global products' book-to-bill business have stabilized and returned to growth.

We are introducing fourth quarter sales guidance of approximately 7% growth, as strong demand in

North  America  and  EMEALA  is  somewhat  muted  by  one  more  quarter  of  slower  recovery  in  the

system  business  in  China.  global  products  momentum  is  expected  to  continue  as  our  book-to-bill

orders remain positive throughout the third quarter and the tough comparison in China base.

For  the  fourth  quarter,  we  expect  segment  EBITA  margin  to  be  approximately  19%  and  adjusted

EPS to be in the range of $1.23 to $1.26. For the full year, we are tightening adjusted EPS guidance

to  a  range  of  $3.66  and  $3.69.  We  now  expect  organic  sales  to  grow  approximately  3%  and

segment  EBITA  margins  to  expand  approximately  110  basis  points.  Our  working  capital  metrics

continue to improve, and our free cash flow performance year to date has been strong. We continue

to  invest  capital  in  attractive  areas,  including  data  center  manufacturing  expansion  and  ongoing

ERP consolidation.

While this will be a slight headwind, we expect adjusted free cash flow conversion of approximately

85%  or  better  for  the  full  year.  With  our  recent  announced  planned  divestiture,  I  want  to  highlight

some financial details and future reporting on Slide 12. As George mentioned at the beginning of the

call,  we  were  extremely  pleased  with  our  announced  sale  of  the  residential  and  light  commercial

HVAC business. This came just a few weeks after we announced that we tend to sell air distribution

technologies business.

Together,  these  two  transactions  represent  hopefully  20%  of  the  sale  and  the  majority  of  the

portfolio  we  have  previously  highlighted  as  noncore.  We  expect  to  report  the  residential  and  light

commercial business as discontinued operation with our fiscal fourth quarter results and will provide

our  official  fiscal  year  2025  guidance  on  a  continuing  operation  basis.  While  the  two  transaction

would be dilutive to EPS prior to any cost offset, we have actions in place to address the stranded

cost,  and  we  are  working  on  accelerating  some  of  these  actions  prior  to  closing.  Through  the

combination of share repurchase, debt pay down and restructuring, we have a plan in place to fully

offset the stranded costs.

We will provide more details when we report our fiscal fourth quarter results. Before we open up the

lines for questions, I want to conclude with a summary of our recent transformation on Slide 13. We

have spent the last few years transforming the company into a comprehensive solution provider for

commercial  buildings,  and  this  continues  to  be  a  differentiator  for  Johnson  Controls.  We  took  a

major  step  in  simplifying  the  portfolio  with  our  two  recently  announced  divestiture,  and  we  believe

our one operating model will enable us to deliver more consistent, predictable results.

We operate in many attractive markets, which allows us to build our backlog with margin-rich jobs

that have a service still throughout the life cycle of building. Our systems backlog, coupled with our

resilient  Service  business,  positions  us  for  sustainable  and  continued  margin  expansion.  As  our

margins  continue  to  improve,  coupled  with  our  commitment  to  disciplined  capital  allocation,  we

would  expect  double-digit  EPS  growth.  As  George  mentioned  earlier,  the  result  of  our  portfolio

transformation  is  now  a  faster-growing,  more  profitable,  less  complex  and  more  operationally

focused Johnson Controls, and we are excited for the next chapter.

With that, operator, please open the lines for questions.

Operator

Questions & Answers:



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