8-KThe Red FlagsRed Alert
Material Impairment · Exit / Disposal Costs
Filed Dec 6, 2018 · 7y ago · Accession 0001552781-18-000519
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported): December 4, 2018
TEXTRON INC.
(Exact name of Registrant as specified
in its charter)
Delaware
1-5480
05-0315468
(State of Incorporation)
(Commission File Number)
(IRS Employer Identification Number)
40 Westminster Street, Providence, Rhode
Island 02903
(Address of principal executive offices)
Registrant’s telephone number,
including area code: (401) 421-2800
Check the appropriate box below if the Form 8-K filing is
intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions
A.2. below):
☐ Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c))
under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the
registrant is an emerging growth company as defined in Rule 405 of
the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Item 2.05 Costs Associated with Exit or Disposal Activities.
Item 2.06 Material Impairments.
On December 4, 2018, our Board of Directors
approved a plan to restructure the Textron Specialized Vehicles businesses within our Industrial segment. We expect to incur pre-tax
charges in the range of $60 million to $85 million under this plan, which will be recorded in the fourth quarter of 2018.
Textron Specialized Vehicles has
undergone significant changes since the acquisition of Arctic Cat as we have expanded the product portfolio and integrated
manufacturing operations and retail distribution. As disclosed in our Form 10-Q filed for the third quarter of 2018, the
operating results for these businesses were significantly below our expectations as dealer sell-through lagged despite the
introduction of new products into our dealer network. Management conducted a strategic review of the Textron Specialized
Vehicles businesses, which included an assessment of the acquired dealer network and go-to-market strategy for the Textron
Off Road and Arctic Cat brands, as well as cost reduction initiatives throughout the Textron Specialized Vehicles
businesses. The restructuring plan will result in the impairment of intangible assets, primarily related to product rationalization, the elimination of approximately 400 positions, representing approximately 10% of Textron Specialized
Vehicles’ workforce, and closure of several factory-direct turf-care branch locations and a manufacturing facility. The
restructuring actions under this plan are expected to result in improved operating results for these businesses.
Severance and related costs for this plan are
estimated to be in the range of $10 million to $15 million. Contract termination and other facility closure charges are estimated
to be in the range of $5 million to $15 million. Impairment charges are estimated to be in the range of $45 million to $55 million
and largely relate to acquired intangible assets. Expected cash outlays in connection with this plan are estimated to be in the range of $15 million
to $30 million, with up to $10 million in the fourth quarter of 2018 and the remainder in 2019. We anticipate that this plan will
be substantially completed by the end of 2018.
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
TEXTRON INC.
(Registrant)
By:
/s/ Mark S. Bamford
Mark S. Bamford
Vice President and Corporate Controller
Date: December 6, 2018
Filing details
- Company
- TEXTRON INC
- Ticker
- TXT
- CIK
- 217346
- Form type
- 8-K
- Filing date
- Dec 6, 2018
- Report date
- Dec 4, 2018
- Document
- e18451_txt-8k.htm
- Size
- 12 KB