Honeywell 2015 Annual Report Download

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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
For the fiscal year ended
December 31, 2015
OR
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from
to
Commission file number 1
-
8974
Honeywell International Inc.
(Exact name of registrant as specified in its charter)
Registrant
s telephone number, including area code (973) 455-2000
Securities registered pursuant to Section 12(b) of the Act:
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 x
No
o
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Exchange Act. Yes
o
No
x
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
HON 10-K 12/31/2015
Section 1: 10-K
Delaware
22-2640650
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
115 Tabor Road
Morris Plains, New Jersey
07950
(Address of principal executive offices)
(Zip Code)
Title of Each Class
Name of Each Exchange
on Which Registered
Common Stock, par value $1 per share*
New York Stock Exchange
9/% Debentures due June 1, 2016
New York Stock Exchange
*
The common stock is also listed on the London Stock Exchange.
1
2

Table of contents

  • Page 1
    ... of incorporation or organization) 115 Tabor Road Morris Plains, New Jersey (Address of principal executive offices) Registrant's telephone number, including area code (973) 455-2000 Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Common Stock, par value $1 per share...

  • Page 2
    ... The aggregate market value of the voting stock held by nonaffiliates of the Registrant was approximately $80.9 billion at June 30, 2015. There were 769,322,910 shares of Common Stock outstanding at January 29, 2016. Documents Incorporated by Reference Part III: Proxy Statement for Annual Meeting of...

  • Page 3
    ... Disclosures About Market Risks Financial Statements and Supplementary Data Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Controls and Procedures Other Information Directors and Executive Officers of the Registrant Executive Compensation Security Ownership of...

  • Page 4
    ... services (principally to aircraft operators) for the aftermarket. Automation and Control Solutions ACS is a leading global provider of products, software and technologies for environmental and energy solutions; sensors, switches and controls for sensing and productivity solutions; security...

  • Page 5
    ... proposed changes in 2016 federal defense spending due principally to the varied mix of the government programs which impact us (OEMs' production, engineering development programs, aftermarket spares and repairs and overhaul programs), increases in direct foreign defense and space market sales, as...

  • Page 6
    ...-U.S. manufactured products and services, mainly in Europe and Asia, were 39% of our total sales in 2015, and 41% in 2014 and 2013. Manufactured Products and Systems and Performance of Services Year Ended December 31, 2015 Aerospace ACS PMT (% of Total Sales) U.S. Exports Non-U.S. Raw Materials 22...

  • Page 7
    ...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 the Company's business or markets that it serves, nor on its results of operations, capital expenditures or financial position...

  • Page 8
    ... Executive Officer Automation and Control Solutions since April 2014. President Energy, Safety and Security from May 2013 to April 2014. President and Chief Executive Officer Transportation Systems from April 2009 to May 2013. Senior Vice President Human Resources, Procurement and Communications...

  • Page 9
    ... demand for our products and services and our results of operations. • Aerospace-Operating results of Aerospace are directly tied to cyclical industry and economic conditions, as well as changes in customer buying patterns of aftermarket parts, supplier stability, factory transitions and capacity...

  • Page 10
    ... changes related to pension funding obligations. Operational Risks Raw material price fluctuations, the ability of key suppliers to meet quality and delivery requirements, or catastrophic events can increase the cost of our products and services, impact our ability to meet commitments to customers...

  • Page 11
    ..., insurance or indemnities or, with regard to divested businesses, claims by purchasers to whom we have provided contractual indemnification. Our future growth is largely dependent upon our ability to develop new technologies and introduce new products that achieve market acceptance in increasingly...

  • Page 12
    ... individual attempts to gain unauthorized access to information technology (IT) systems to sophisticated and targeted measures known as advanced persistent threats, directed at the Company, its products, its customers and/or its third party service providers including cloud providers. Our...

  • Page 13
    ... standards for motor vehicles can impact Transportation Systems. Within ACS, the demand for and cost of providing products, services and solutions can be impacted by fire, security, safety, health care, environmental and energy efficiency standards and regulations. PMT's results of operations...

  • Page 14
    ... and claims (some of which involve substantial amounts) arising out of the conduct of our business. See a discussion of environmental, asbestos and other litigation matters in Note 19 Commitments and Contingencies of Notes to Financial Statements. Item 4. Mine Safety Disclosures Not applicable. 11

  • Page 15
    ... table summarizes Honeywell's purchase of its common stock for the three months ended December 31, 2015: Issuer Purchases of Equity Securities Total Number of Shares Purchased as Total Part of Publicly Average Announced Number of Price Paid Plans Shares per Share or Programs Purchased Period...

  • Page 16
    ... the Composite Index reflects the diverse and distinct range of non-aerospace businesses conducted by Honeywell. The annual changes for the five-year period shown in the graph are based on the assumption that $100 had been invested in Honeywell stock and each index on December 31, 2010 and that all...

  • Page 17
    ... the section of this Annual Report titled Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations. Item 6. Selected Financial Data 2015 Years Ended December 31, 2014 2013 2012 (Dollars in millions, except per share amounts) 2011 Results of Operations Net sales...

  • Page 18
    ... and increased investment in High Growth Regions. Honeywell Operating System (HOS) Gold and Honeywell User Experience (HUE) initiatives intensified throughout the company, driving productivity through sustainable improvements to our factories, footprints and supply chain. In 2015 we deployed capital...

  • Page 19
    ...of products and services sold increased in 2014 compared with 2013 principally due to an increase in direct material and labor costs of approximately $645 million (driven by higher sales volume and acquisitions, net of divestitures) and an increase in pension and other postretirement benefit expense...

  • Page 20
    ...occurring items, the resolution of income tax audits, changes in tax laws or other items such as pension mark-to-market adjustments. Net Income Attributable to Honeywell 2015 2014 2013 Net income attributable to Honeywell Earnings per share of common stock-assuming dilution $ 4,768 $ 6.04 $ 4,239...

  • Page 21
    ... Original Equipment Commercial Aftermarket Defense and Space Transportation Systems Total Aerospace Sales Automation and Control Solutions Sales Energy Safety & Security Building Solutions & Distribution Total Automation and Control Solutions Sales Performance Materials and Technologies Sales...

  • Page 22
    Aerospace 2015 2014 Change 2013 Change Net sales Cost of products and services sold Selling, general and administrative expenses Other Segment profit $ 15,237 11,068 643 308 $ 3,218 $ 15,598 11,699 712 272 $ 2,915 (2)% $ 15,735 11,889 705 271 $ 2,870 (1)% 10% 2% Factors Contributing to Year...

  • Page 23
    ... The increase in operational segment profit is driven primarily by favorable price and productivity, net of inflation. Cost of products and services sold decreased primarily due to the factors discussed above (excluding price). Automation and Control Solutions 2015 2014 Change 2013 Change Net sales...

  • Page 24
    ... services sold increased primarily due to higher sales volume, acquisitions, net of divestitures and inflation, partially offset by productivity and the favorable impact of foreign currency translation. Performance Materials and Technologies 2015 2014 Change 2013 Change Net sales Cost of products...

  • Page 25
    ... segment profit is primarily due to higher sales volumes, as discussed above, and productivity, net of inflation partially offset by unfavorable Advanced Materials pricing, continued investment for growth and unfavorable foreign currency translation. Cost of products and services sold increased...

  • Page 26
    ...the sales of businesses of $157 million (most significantly Friction Materials), partially offset by (i) a net $688 million increase in investments primarily short-term marketable securities, (ii) an increase of approximately $371 million in settlement payments of foreign currency exchange contracts...

  • Page 27
    ... 2015, the Company repurchased $1,884 million of outstanding shares to offset the dilutive impact of employee stock based compensation plans, including option exercises, restricted unit vesting and matching contributions under our savings plans. In December 2013, the Board of Directors authorized...

  • Page 28
    ... a definitive agreement to acquire Xtralis International Holdings Limited for an aggregate purchase price of approximately $480 million. We continuously assess the relative strength of each business in our portfolio as to strategic fit, market position, profit and cash flow contribution in order to...

  • Page 29
    ...31, 2015: Payments by Period 201720192016 2018 2020 Total(6) Thereafter Long-term debt, including capitalized leases(1) Interest payments on long-term debt, including capitalized leases Minimum operating lease payments Purchase obligations(2) Estimated environmental liability payments(3) Asbestos...

  • Page 30
    ..., including matters relating to commercial transactions, government contracts, product liability (including asbestos), prior acquisitions and divestitures, employee benefit plans, intellectual property, and environmental, health and safety matters. We continually assess the likelihood of any adverse...

  • Page 31
    ... insurance recoveries. Defined Benefit Pension Plans-We sponsor both funded and unfunded U.S. and non-U.S. defined benefit pension plans. For financial reporting purposes, net periodic pension (income) expense is calculated annually based upon a number of actuarial assumptions, including a discount...

  • Page 32
    ...mix of the plan's investments. The discount rate reflects the market rate on December 31 (measurement date) for high-quality fixed-income investments with maturities corresponding to our benefit obligations and is subject to change each year. The discount rate can be volatile from year to year as it...

  • Page 33
    ... value is estimated utilizing a discounted cash flow approach utilizing cash flow forecasts in our five year strategic and annual operating plans adjusted for terminal value assumptions. These impairment tests involve the use of accounting estimates and assumptions, changes in which could materially...

  • Page 34
    ...of environmental, asbestos and other litigation matters. Recent Accounting Pronouncements See Note 1 Summary of Significant Accounting Policies of Notes to Financial Statements for a discussion of recent accounting pronouncements. Item 7A. Quantitative and Qualitative Disclosures About Market Risks...

  • Page 35
    ... Statements and Supplementary Data HONEYWELL INTERNATIONAL INC. CONSOLIDATED STATEMENT OF OPERATIONS Years Ended December 31, 2015 2014 2013 (Dollars in millions, except per share amounts) Product sales Service sales Net sales Costs, expenses and other Cost of products sold Cost of services sold...

  • Page 36
    HONEYWELL INTERNATIONAL INC. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Years Ended December 31, 2015 2014 2013 (Dollars in millions) Net income Other comprehensive income (loss), net of tax Foreign exchange translation adjustment Actuarial gains (losses) Prior service credit Prior service cost...

  • Page 37
    HONEYWELL INTERNATIONAL INC. CONSOLIDATED BALANCE SHEET December 31, 2015 2014 (Dollars in millions) ASSETS Current assets: Cash and cash equivalents Accounts, notes and other receivables Inventories Deferred income taxes Investments and other current assets Total current assets Investments and ...

  • Page 38
    ... of fees paid Other Net cash used for investing activities Cash flows from financing activities: Net increase in commercial paper and other short-term borrowings Proceeds from issuance of common stock Proceeds from issuance of long-term debt Payments of long-term debt Excess tax benefits from share...

  • Page 39
    The Notes to Financial Statements are an integral part of this statement. 35

  • Page 40
    ... INC. CONSOLIDATED STATEMENT OF SHAREOWNERS' EQUITY 2015 Shares $ Years Ended December 31, 2014 2013 Shares $ Shares $ (in millions) Common stock, par value Additional paid-in capital Beginning balance Issued for employee savings and option plans Stock-based compensation expense Other owner changes...

  • Page 41
    ... United States of America. The following is a description of Honeywell's significant accounting policies. Principles of Consolidation-The consolidated financial statements include the accounts of Honeywell International Inc. and all of its subsidiaries and entities in which a controlling interest is...

  • Page 42
    ...auxiliary power units, for installation on commercial aircraft. These incentives consist of free or deeply discounted products, credits for future purchases of product and upfront cash payments. These costs are recognized in the period incurred as cost of products sold or as a reduction to sales, as...

  • Page 43
    ... early adopt the guidance on a prospective basis effective with the consolidated balance sheet as of December 31, 2015. This is a change from the Company's historical presentation whereby certain deferred tax assets and liabilities were classified as current and the remainder were classified as non...

  • Page 44
    ... aggregate cost (net of cash acquired) of $5,244 million. On December 29, 2015, the Company completed the acquisition of the Elster Division of Melrose Industries plc (Elster), a leading provider of thermal gas solutions for commercial, industrial, and residential heating systems and gas, water, and...

  • Page 45
    ...$ 566 97 $ 663 The following table summarizes the pretax impact of total net repositioning and other charges by segment: Years Ended December 31, 2015 2014 2013 Aerospace Automation and Control Solutions Performance Materials and Technologies Corporate $ 211 77 40 218 $ 546 $ 193 80 33 292 $ 598...

  • Page 46
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) to the change in scope of a previously announced repositioning action and higher attrition than anticipated in prior severance programs resulting in lower required severance ...

  • Page 47
    ..., except per share amounts) Note 4. Other (income) expense Years Ended December 31, 2015 2014 2013 Equity (income) loss of affiliated companies Gain on sale of available for sale investments Loss on sale of non-strategic businesses and assets Interest income Foreign exchange Other, net $ (30...

  • Page 48
    ...(1) Net of changes in valuation allowance The effective tax rate increased by 0.8 percentage points in 2015 compared to 2014. The increase was primarily attributable to decreased tax benefits from the resolution of tax audits, partially offset by increased tax benefits from manufacturing incentives...

  • Page 49
    ...future income tax benefits and payables are as follows: December 31, 2015 2014 Deferred tax assets: Pension Postretirement benefits other than pensions Asbestos and environmental Employee compensation and benefits Other accruals and reserves Net operating and capital losses Tax credit carryforwards...

  • Page 50
    ...2015: Open Tax Years Based on Originally Filed Returns Examination in Examination not yet initiated progress Jurisdiction U.S. Federal U.S. State United Kingdom Canada(1) Germany(1) France Netherlands Australia China India Italy (1) Includes provincial or similar local jurisdictions, as applicable...

  • Page 51
    ...average market price of the common shares during the period. In 2015, 2014, and 2013 the weighted number of stock options excluded from the computations were 7.1 million, 4.7 million, and 2.2 million. These stock options were outstanding at the end of each of the respective periods. Note 7. Accounts...

  • Page 52
    ...Assets-Net $ 5,383 The change in the carrying amount of goodwill for the years ended December 31, 2015 and 2014 by segment is as follows: December 31, 2014 Acquisitions/ Divestitures Currency Translation Adjustment December 31, 2015 Aerospace Automation and Control Solutions Performance Materials...

  • Page 53
    ... 31, 2015 2014 Customer advances and deferred income Compensation, benefit and other employee related Asbestos related liabilities Repositioning Product warranties and performance guarantees Environmental costs Income taxes Accrued interest Other taxes (payroll, sales, VAT etc.) Insurance Other...

  • Page 54
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) Note 12. Long-term Debt and Credit Agreements 2015 December 31, 2014 Floating rate notes due 2015 5.40% notes due 2016 5.30% notes due 2017 5.30% notes due 2018 5.00% notes due ...

  • Page 55
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) Note 13. Lease Commitments Future minimum lease payments under operating leases having initial or remaining noncancellable lease terms in excess of one year are as follows: At ...

  • Page 56
    ... prices based off observable market data. As such, these investments are classified within level 2. The carrying value of cash and cash equivalents, trade accounts and notes receivables, payables, commercial paper and short-term borrowings contained in the Consolidated Balance Sheet approximates...

  • Page 57
    ... Note 15. Other Liabilities Years Ended December 31, 2014 2015 Pension and other employee related Income taxes Environmental Insurance Asset retirement obligations Deferred income Other $ 2,461 1,009 265 257 65 99 192 $ 4,348 $ 2,497 764 313 253 67 93 295 4,282 $ Note 16. Capital Stock We are...

  • Page 58
    ... of net income. Pretax Tax After Tax Year Ended December 31, 2015 Foreign exchange translation adjustment Pensions and other postretirement benefit adjustments Changes in fair value of effective cash flow hedges Year Ended December 31, 2014 Foreign exchange translation adjustment Pensions and...

  • Page 59
    ... Other Comprehensive Income Year Ended December 31, 2015 Affected Line in the Consolidated Statement of Operations Selling, Cost of Cost of Other General and Products Services (Income) Administrative Expense Sold Sold Total Expenses Product Sales Amortization of Pension and Other Postretirement...

  • Page 60
    ... applicable to each option granted under our stock plans are generally determined by the Management Development and Compensation Committee of the Board. The exercise price of stock options is set on the grant date and may not be less than the fair market value per share of our stock on that date...

  • Page 61
    ... to determine compensation cost: 2015 Years Ended December 31, 2014 2013 Weighted average fair value per share of options granted during the year(1) Assumptions: Expected annual dividend yield Expected volatility Risk-free rate of return Expected option term (years) (1) Estimated on date of grant...

  • Page 62
    ... one share of common stock for each unit when the units vest. RSUs are issued to certain key employees and directors at fair market value at the date of grant as compensation. RSUs typically become fully vested over periods ranging from three to seven years and are payable in Honeywell common stock...

  • Page 63
    ... table summarizes information about income statement impact from RSUs for the three years ended December 31, 2015: 2015 Years Ended December 31, 2014 2013 Compensation expense Future income tax benefit recognized Note 19. Commitments and Contingencies Environmental Matters $ 97 29 $ 102 37...

  • Page 64
    ... probable and reasonably estimable Environmental liability payments Other End of year $ 591 194 (273) 6 $ 518 $ 643 268 (321) 1 $ 591 $ 654 272 (304) 21 $ 643 December 31, 2015 2014 Environmental liabilities are included in the following balance sheet accounts: Accrued liabilities Other...

  • Page 65
    ... in high temperature applications). Claimants consist largely of individuals who allege exposure to NARCO asbestos-containing refractory products in an occupational setting. • Bendix Friction Materials (Bendix) business, which was sold in 2014, manufactured automotive brake parts that contained...

  • Page 66
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) NARCO and Bendix asbestos related balances are included in the following balance sheet accounts: 2015 December 31, 2014 Other current assets Insurance recoveries for asbestos ...

  • Page 67
    ... for pending and future NARCO asbestos claims reflects coverage which reimburses Honeywell for portions of NARCO-related indemnity and defense costs and is provided by a large number of insurance policies written by dozens of insurance companies in both the domestic insurance market and the London...

  • Page 68
    ...liability for settlement of pending and future Bendix asbestos claims reflects coverage which is provided by a large number of insurance policies written by dozens of insurance companies in both the domestic insurance market and the London excess market. Based on our ongoing analysis of the probable...

  • Page 69
    ... the 2003 MCBA does, in fact, limit Honeywell's retiree healthcare obligation for post-2003 retirees. In the event of an adverse ruling, however, Honeywell's other postretirement benefits for post- 2003 retirees would increase by approximately $110 million, reflecting the estimated value of these...

  • Page 70
    ...than 80% of Honeywell's current retirees either have no Company subsidy or have a fixed-dollar subsidy amount. This significantly limits our exposure to the impact of future health care cost increases. The retiree medical and life insurance plans are not funded. Claims and expenses are paid from our...

  • Page 71
    ... the balance sheet impact, including the benefit obligations, assets and funded status associated with our significant pension and other postretirement benefit plans. Pension Benefits U.S. Plans Non-U.S. Plans 2015 2014 2015 2014 Change in benefit obligation: Benefit obligation at beginning of year...

  • Page 72
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) Other Postretirement Benefits 2015 2014 Change in benefit obligation: Benefit obligation at beginning of year Service cost Interest cost Plan amendments(1) Actuarial (gains) losses...

  • Page 73
    ...comprehensive (income) loss into net periodic benefit (income) cost in 2016 are expected to be ($44) million and ($3) million for U.S. and non-U.S. pension plans. Other Postretirement Benefits Years Ended December 31, 2015 2014 2013 Net Periodic Benefit Cost Service cost Interest cost Amortization...

  • Page 74
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) Other Changes in Plan Assets and Benefits Obligations Recognized in Other Comprehensive (Income) Loss Years Ended December 31, 2015 2014 2013 Actuarial (gains) losses Prior service...

  • Page 75
    ...INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) During the fourth quarter of 2015 we changed the methodology used to estimate the service and interest cost components of net periodic benefit (income) cost for our significant pension plans...

  • Page 76
    ...and tax considerations are part of the funding and investment allocation process in each country. The fair values of both our U.S. and non-U.S. pension plans assets by asset category are as follows: U.S. Plans December 31, 2015 Level 1 Level 2 Total Level 3 Common stock/preferred stock: Honeywell...

  • Page 77
    ... per share amounts) U.S. Plans December 31, 2014 Level 1 Level 2 Total Level 3 Common stock/preferred stock: Honeywell common stock U.S. large cap stocks U.S. mid cap stocks U.S. small cap stocks International stocks Real estate investment trusts Fixed income investments: Short term investments...

  • Page 78
    ...per share amounts) Non-U.S. Plans December 31, 2014 Level 1 Level 2 Total Level 3 Common stock/preferred stock: U.S. companies Non-U.S. companies Fixed income investments: Short-term investments Government securities Corporate bonds Mortgage/Asset-backed securities Insurance contracts Investments...

  • Page 79
    ... our U.S. and non-U.S. pension plans, the notional derivative exposure is primarily related to outstanding equity futures contracts. Common stocks, preferred stocks, real estate investment trusts, and short-term investments are valued at the closing price reported in the active market in which the...

  • Page 80
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) Benefit payments, including amounts to be paid from Company assets, and reflecting expected future service, as appropriate, are expected to be paid as follows: U.S. Plans Non-U.S. ...

  • Page 81
    ..., pension and other postretirement benefits (expense), stock compensation expense and repositioning and other charges. Years Ended December 31, 2015 2014 2013 Net Sales Aerospace Product Service Total Automation and Control Solutions Product Service Total Performance Materials and Technologies...

  • Page 82
    ... profit to consolidated income from continuing operations before taxes are as follows: Years Ended December 31, 2015 2014 2013 Segment Profit Other income (expense)(1) Interest and other financial charges Stock compensation expense(2) Pension ongoing income (expense)(2) Pension mark-to-market...

  • Page 83
    ... Environmental payments Insurance receipts for asbestos related liabilities Asbestos related liability payments Interest paid, net of amounts capitalized Income taxes paid, net of refunds Non-cash investing and financing activities: Common stock contributed to savings plans Marketable securities...

  • Page 84
    ... ("Elster"), which was acquired on December 29, 2015 and whose financial statements constitute approximately 1.8% of consolidated total assets and a de minimis percentage of total consolidated net sales for the year ended December 31, 2015. Accordingly, our audit did not include the internal control...

  • Page 85
    ...and their cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2015, based on the...

  • Page 86
    ... Public Accounting Firm T O T HE BOARD OF DIRECTORS AND SHAREHOLDERS OF HONEYWELL INTERNATIONAL INC.: In our opinion, the accompanying consolidated balance sheet as of December 31, 2014 and the related consolidated statements of income, comprehensive income, shareholders' equity and cash flows for...

  • Page 87
    ... public accounting firm, as stated in their report which is included in Item 8. Financial Statements and Supplementary Data. Item 9B. Other Information Under the Iran Threat Reduction and Syrian Human Rights Act of 2012, which added Section 13(r) of the Securities Exchange Act of 1934, Honeywell is...

  • Page 88
    ...term is defined in applicable SEC rules and NYSE listing standards. Honeywell's corporate governance policies and procedures, including the Code of Business Conduct, Corporate Governance Guidelines and Charters of the Committees of the Board of Directors are available, free of charge, on our website...

  • Page 89
    ... Accounting Fees and Services Information relating to fees paid to and services performed by Deloitte & Touche LLP in 2015 and PricewaterhouseCoopers LLP in 2014 and our Audit Committee's pre-approval policies and procedures with respect to nonaudit services are contained in the Proxy Statement...

  • Page 90
    .... HONEYWELL INTERNATIONAL INC. Date: February 12, 2016 By: /s/ Adam M. Matteo Adam M. Matteo Vice President and Controller (on behalf of the Registrant and as the Registrant's Principal Accounting Officer) Pursuant to the requirements of the Securities Exchange Act of 1934, this annual report has...

  • Page 91
    ... agrees to furnish a copy of such instruments to the Securities and Exchange Commission upon request. 2003 Stock Incentive Plan of Honeywell International Inc. and its Affiliates (incorporated by reference to Honeywell's Proxy Statement, dated March 17, 2003, filed pursuant to Rule 14a-6 of the...

  • Page 92
    ...31, 2008 Honeywell International Inc. Severance Plan for Corporate Staff Employees (Involuntary Termination Following a Change in Control), as amended and restated (incorporated by reference to Exhibit 10.12 to Honeywell's Form 10-K for the year ended December 31, 2013) Employment Agreement dated as...

  • Page 93
    ...by reference to Exhibit 10.4 to Honeywell's Form 10-Q for the quarter ended March 31, 2012) 2007 Honeywell Global Employee Stock Plan (incorporated by reference to Honeywell's Proxy Statement, dated March 12, 2007, filed pursuant to Rule 14a-6 of the Securities Exchange Act of 1934) Letter Agreement...

  • Page 94
    ... the Board of Directors of Honeywell International Inc. on October 31, 2014 and agreed to by David M. Cote on December 11, 2014 (incorporated by reference to Exhibit 99.2 to Honeywell's Form 8-K filed December 12, 2014) Amended and Restated Five Year Credit Agreement dated as of July 10, 2015 among...

  • Page 95
    ...in 2015 and paid in March 2016 under the Honeywell Management Incentive Plan, the Honeywell International Inc. Incentive Compensation Plan for Executive Employees, or the Honeywell Capital Management Incentive Compensation Plan shall be included in 2015 compensation for purposes of the formulas that...

  • Page 96
    ... International Inc. Incentive Compensation Plan for Executive Employees, or the Honeywell Capital Management Incentive Compensation Plan shall be included in 2015 Compensation." (Back To Top) Section 4: EX-10.9 Exhibit 10.9 AMENDMENT TO THE HONEYWELL SUPPLEMENTAL DEFINED BENEFIT RETIREMENT PLAN...

  • Page 97
    ...Section 6: EX-12 EXHIBIT 12 HONEYWELL INTERNATIONAL INC. STATEMENT RE: COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (Dollars in millions) 2015 2014 2013 2012 2011 Determination of Earnings: Income before taxes Add (Deduct): Amortization of capitalized interest Fixed charges Equity income, net...

  • Page 98
    ... Sdn Bhd. Honeywell Aerospace UK Honeywell Co., Ltd. Honeywell Control Systems Limited Honeywell Deutschland GmbH Honeywell Electronic Materials, Inc. Honeywell Europe NV Honeywell Finance LP Honeywell Holdings Pty. Ltd. Honeywell International SÃ rl Honeywell International Services SRL Honeywell...

  • Page 99
    ...(No. 333-82049) of Honeywell International Inc. of our report dated February 13, 2015 relating to the financial statements which appears in this Form 10-K. /s/ PricewaterhouseCoopers LLP Florham Park, New Jersey February 12, 2016 (Back To Top) Section 10: EX-24 Exhibit 24 POWER OF ATTORNEY Each of...

  • Page 100
    ... Deily Linnet F. Deily, Director Dated: December 11, 2015 /s/ Judd Gregg Judd Gregg, Director /s/ Clive R. Hollick Clive R. Hollick, Director /s/ Grace Lieblein Grace Lieblein, Director /s/ George Paz George Paz, Director /s/ Bradley T. Sheares Bradley T. Sheares, Director /s/ Robin Washington Robin...

  • Page 101
    ...of shares of the Company's Common Stock (or participations where appropriate) to be offered pursuant to the Honeywell Savings and Ownership Plan, the Honeywell Puerto Rico Savings and Ownership Plan, the Honeywell Supplemental Savings Plan, the 2006 Stock Plan for Non-Employee Directors of Honeywell...

  • Page 102
    This Power of Attorney may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument. /s/ William S. Ayer William S. Ayer, Director /s/ Gordon M. Bethune Gordon M. Bethune, Director /s/ ...

  • Page 103
    ... per share, including shares of common stock to be offered under the Dividend Reinvestment and Share Purchase Plan of the Company and any successor or new plan for such purposes; (ii) shares of the Company's preferred stock, without par value; (iii) debt securities of the Company, with such terms as...

  • Page 104
    This Power of Attorney may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument. /s/ William S. Ayer William S. Ayer, Director /s/ Gordon M. Bethune Gordon M. Bethune, Director /s/ ...

  • Page 105
    ..., as my attorney-in-fact and agent for me and in my name, place and stead in any and all capacities, (i) to sign the Company's Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the year ended December 31, 2015, (ii) to sign any amendment to the Annual Report referred to in...

  • Page 106
    ...of shares of the Company's Common Stock (or participations where appropriate) to be offered pursuant to the Honeywell Savings and Ownership Plan, the Honeywell Puerto Rico Savings and Ownership Plan, the Honeywell Supplemental Savings Plan, the 2006 Stock Plan for Non-Employee Directors of Honeywell...

  • Page 107
    ... PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, David M. Cote, Chief Executive Officer, certify that: 1. I have reviewed this Annual Report on Form 10-K of Honeywell International Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or...

  • Page 108
    ...PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Thomas A. Szlosek, Chief Financial Officer, certify that: 1. I have reviewed this Annual Report on Form 10-K of Honeywell International Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or...

  • Page 109
    ... TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Honeywell International Inc. (the Company) on Form 10-K for the period ending December 31, 2015 as filed with the Securities and Exchange Commission on the date hereof (the Report), I, Thomas A. Szlosek, Chief...

  • Page 110
    ... of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Date: February 12, 2016 By: /s/ Thomas A. Szlosek Thomas A. Szlosek Chief...