ABB Group Annual Report, 2001 - English
ABB Group Annual Report, 2001 - English
ABB Group Annual Report, 2001 - English
a
AR_en_UG_Rücken_Garamond 17.02.2002 16:33 Uhr Seite 2
Contents
1 About ABB 25 Chief Financial Officer: 38 Financial Review
2 Key figures and highlights A year of change
4 Chairman’s letter 26 Group Transformation:
6 Chief Executive’s letter Creating a leaner organization
8 ABB at a glance 27 Group Processes:
Customers expect us to work
10 Utilities the same way in all markets
12 Process Industries 28 Industrial IT
14 Manufacturing and 30 Sustainability
Consumer Industries 32 Research and Development
16 Oil, Gas and Petrochemicals
18 Power Technology Products 34 Management
20 Automation Technology 37 ABB Board of Directors
Products
22 Financial Services
Total Group
Year ended December 31 (U.S. dollar amounts in millions, except per share amounts) 2001 2000
* Group earnings before interest and taxes include total capital gains of $ 57million in 2001,
$ 447million in 2000 and $180 million in1999.
Jörgen Centerman
President and Chief Executive Officer
that enable utility and industry ■ Power Systems ■ Paper, Printing, Metals ■ Automotive Industries
performance while lowering ■ Utility Services ■ Petroleum, Chemical and ■ Logistic Systems
Manufacturing Industries
We have four end-user divisions ABB serves electric, gas and ABB serves the chemical, life ABB sells products, solutions and
serving utilities, process industries, water utilities – whether sciences, oil and gas, refining, services that improve customer
manufacturing and consumer state-owned or private, global petrochemicals, marine, productivity and competitiveness
industries, and the oil, gas and or local, operating in liberalized turbocharging, metals, minerals, in areas such as automotive
petrochemicals sectors. or regulated markets – with a mining, cement, pulp, paper and industries, telecommunications,
Two divisions provide power portfolio of products, services printing industries with process- consumer goods, food and
and automation technology and systems. Our principal specific products and services beverage, product and electronics
products via internal and third- customers are generators of combined with our power and manufacturing, airports, parcel
party channel partners, as well power, owners and operators automation technologies. ABB is and cargo distribution, and public,
as direct sales. The group’s of power transmission systems, the leading supplier in many of industrial and commercial
Financial Services division energy traders and local these markets, and we use our buildings. ABB is a global leader
serves ABB, its channel partners distribution companies. industry and process knowledge in several of these industries.
and customers. ABB is a global leader in the to create Industrial IT solutions
utilities market. that improve the efficiency
w www.abb.com * As of February1, 2002, the Utilities division
and competitive strength * In December 2001, ABB announced a strategic
business areas were realigned.There are of our customers. divestment of its air handling business.
now three business areas: Utility Partner, Utility
Power Systems and Utility Automation Systems.
■ Low-Voltage Products
■ Robotics
ABB supplies a comprehensive ABB is the global market leader in ABB is the global market leader ABB Financial Services supports
range of products, systems and power technology products. We in automation technology.We the group’s businesses and
services to the global oil, gas cover the entire spectrum of provide products, software and customers with innovative
and petrochemicals industries, technology for power transmission services for the automation and financial solutions in structured
from onshore and offshore and power distribution, including optimization of discrete, process finance, leasing, project
exploration technologies to transformers, switchgear, and batch manufacturing development and ownership,
the design and supply of breakers, capacitors and cables, operations. Key technologies financial consulting, insurance
production facilities, refineries as well as other products, include measurement and and treasury activities.With
and petrochemicals plants. platforms and technologies for control, instrumentation, process operations in every major market
ABB is a leading presence in high- and medium-voltage analysis, drives and motors, of the world, ABB Financial
many of the upstream and applications. Our products are power electronics, robots and Services offers its customers the
downstream markets. used in industrial, commercial low-voltage products, all geared unrivaled combination of deep
and utility applications. toward one common Industrial industry knowledge and financial
IT architecture for real-time expertise globally.
automation and information
solutions throughout a business.
w www.abb.com/ut
Performance in 2001
Despite general economic downturns in the United
States and Europe, Utilities was able to increase
both orders and revenues by three percent in 2001.
Project delays and lower prices impacted earnings,
particularly in large power systems projects, and
earnings before interest and taxes (EBIT) decreased
by 41percent (24 percent without capital gains)
to $148 million.
*** Pull-through sales are defined as volume passed through end-user divisions * As of February1, 2002, the Utilities division business areas were realigned.There are now three business
acting as channels to market from the channel partner divisions. areas: Utility Partner, Utility Power Systems and Utility Automation Systems.
Above: Below:
Reliable power at low cost Energy management system
ABB has received several selected by Endesa
contracts from Commonwealth ABB signed a $ 4.25-million
Edison (ComEd) in recent years contract with leading Spanish
to help the electric utility upgrade electricity group Endesa to
its Chicago grid and ensure a provide a new IT system for
reliable and competitive supply management of its power
of power. In 2001, ABB won a installations and operation
$ 44-million contract to help centers. Endesa says it expects
ComEd improve capacity to increase operating results
to meet the growing demand by more than $ 25 million per
for power in Chicago’s central year by using the system.
business district.
Performance in 2001
Revenues grew by one percent in 2001, reflecting
the negative impact of September11 on the industries
served by the division.The notable exception was
in the Marine and Turbocharging business area,
which reported an eight percent increase in revenues.
Early action on cost-cutting and productivity
improvement initiatives, however, helped earnings
before interest and taxes (EBIT) to increase
by 32 percent to $116 million.
Outlook
Industrial IT-enabled solutions and services
improve the plant efficiency and competitiveness
of our customers.With tight capital spending in
most industries, we expect our asset optimization
and Industrial IT services to play an important role
in productivity enhancement and allow our customers
to reduce time-to-market for new products.While
the metal, paper and chemical industries continue
to consolidate, the pharmaceutical, life sciences,
Above: Below:
Stainless steel in Shanghai Industrial IT in Mexico specialty chemical and marine industries will maintain
Production at the new cold- The biggest installation of ABB’s healthy growth during 2002 and provide ample
rolling mill of Shanghai Krupp Industrial IT fieldbus architecture business opportunities.
Stainless Co. Ltd. began in is at Pemex in Mexico, the state-
November. ABB supplied the owned oil giant and one of the
power and automation largest petroleum companies in
equipment, and helped the the world.
customer achieve start-up
one year ahead of schedule.
w www.abb.com/mc
Performance in 2001
The markets we serve developed negatively during
2001, particularly after September11. As a result,
order intake was substantially lower compared to
2000 – particularly for large orders. Revenues,
however, remained flat apart from Automotive
Industries, reflecting both lower sales of standard
products as well as value added solutions.
Substantial efforts have been made to re-size the
division.These costs, coupled with isolated cases
of poor performance, led to a 58 percent decrease
in earnings before interest and tax (47percent without
capital gains) to $ 87 million in 2001.The restructuring
“Against a backdrop of a difficult and volatile program is running according to plan with phase two
market, notably in the automotive industry, ABB being initiated in early 2002.
won several orders in areas where we were not
active in the past, confirming the validity of our Major orders and contracts
customer-centric strategy. This is a clear sign that The division’s automotive industries business
we will be able to expand the reach of our solutions received several high-profile orders in 2001, mostly
business in the years to come.” from major automotive sub-suppliers. These include
Jan Secher, head of ABB’s Manufacturing and a $ 30-million contract from Tower Automotive to
Consumer Industries division design and build a complete body shop in Belgium.
Major orders were also received from Honda for a
paint shop automation plant ($15 million) in Alabama
in the U.S., and from Plastic Omnium for a paint
01 4,780 01 87
00 5,225 00 205
automation line ($ 9 million) in Slovakia. The latter
99 5,697 99 147
order includes an asset management service and an
operating lease arranged by ABB Structured Finance.
Revenues ($ millions) Earnings before interest
and taxes ($ millions)** Another $ 7-million contract was won from Ford in
Germany for 20 robotic packages for its Cologne
01 4,388 01 29,455 assembly line.
00 5,485 00 33,449
99 6,046 99 34,027 Our telecom and product manufacturing business
Orders received ($ millions) Number of employees maintained a strong profile, winning orders
** In 2000, EBIT contains $ 41million of capital gains which, in total, amounts to more than10% of the divisional EBIT.
from Philips for a further 57 robots and two medium-
voltage transformers for two new factories in China.
Revenues by business area In building systems, we won two prestigious
Air Handling 8% contracts in Germany for the International
Automotive Industries 17%
Building Systems 52%
Business Center in Frankfurt and the International
Logistic Systems 3% Trade Center in Berlin. Both buildings require the
Telecom and Product installation of sophisticated systems and electrical
Manufacturing Industries 15% technology, including UPS (uninterrupted power
Pull-through sales 5%***
supply) in Frankfurt for Deutsche Bank’s exchange
trading center.
*** Pull-through sales are defined as volume passed through end-user divisions
acting as channels to market from the channel partner divisions. * In December 2001, ABB announced a strategic divestment of its air handling business.
Outlook
ABB will continue to offer and develop products and
solutions that make it easier for customers to develop
their businesses and make their business processes
more efficient. Our Industrial IT solutions are setting
new benchmarks for industry as a whole and are
being recognized as such by industry watchdogs.
That process will continue.
Above: Below:
Frozen food for Hot Pockets Designing and building a
Twelve IRB 340 robots and an complete body shop
S4Cplus controller were ordered Tower Automotive, a Tier1
by Chef America to pick and sub-supplier to the automotive
place the Hot Pockets range of industry, placed a $ 30-million
frozen snacks and lunches.The order with ABB to design and
U.S. market for hand-held frozen build a complete body shop
meals and snacks is valued at in Ghent, Belgium. The order
$1.3 billion, of which Chef America includes a large number of
has a 38 percent share. ABB solutions, one of them being
a modular assembly system
called FlexiCell.
w www.abb.com/ogp
Performance in 2001
Crude oil prices were lower in 2001. Nonetheless,
we recorded a strong increase in orders from
upstream markets.This was offset by a slowdown
in downstream markets, caused by overall
weakening of the world economy. Revenues
increased by 25 percent, and order backlog
remains at the healthy level established at the end
of 2000. Earnings before interest and taxes (EBIT)
were $ 79 million, 50 percent lower than in 2000, due
to provisions for cost overruns and project delays.
Outlook
Our activities in oil, gas and petrochemicals are
wide-ranging and enable us to leverage our
expertise to sell the products and technologies
of the whole ABB Group.That applies particularly
to power and automation technologies, which
will continue to play a major role in our product
development and market offering.
ABB’s oil, gas and petrochemicals division is very
well placed in both upstream and downstream
markets to take advantage of the growth trends
and opportunities.
Above: Below:
Clean fuels for Russia Key orders for offshore
ABB technology is helping projects in West Africa in 2001
Russian refineries produce The Sendje Ceiba FPSO
cleaner transportation fuels (Floating Production, Storage
for domestic and European and Offloading) has been equipped
markets. In 2001,we were with ABB oil processing units
awarded the engineering as well as control and automation
contract for the hydrocracking systems. It first produced oil
complex at the Kirishi Refinery off Equatorial Guinea in
near St. Petersburg. January 2002.
w www.abb.com/ptp
Performance in 2001
Revenues increased by 10 percent, with all busi-
nesses reporting high single-digit or low double-digit
growth. Demand in the United States, Brazil, China,
India and Italy was particularly strong. Earnings before
interest and taxes (EBIT) decreased by four percent
to $ 234 million, due to higher restructuring charges.
Outlook
ABB will continue to focus on developing
technologies that drastically reduce the time it takes
to conclude a business transaction, from the first
contact between customer and supplier to delivery
of the end product.The business process will be
cut to a matter of days rather than several weeks
or months – one instance of how we are changing
the way business is done. Industrial IT, Internet
configurators and highly automated manufacturing
will help us achieve these goals.
Above: Below:
Power transformer for China Many try to imitate, but none
One of the 28 ABB power succeed
transformers destined for PASS is a gas-insulated,
China which will be used to high-voltage switchgear module
create a high-voltage power that combines breaker, line
transmission system linking disconnector, earthing switch
the Three Gorges hydropower and metering in one
project to Guangdong province. factory-assembled and
factory-tested unit. It is a unique
product that many competitors
have unsuccessfully tried
to imitate.
Performance in 2001
Markets in Europe followed the economic downturn
in the United States, while Asia remained stable.
Drives and Power Electronics, Electrical Machines
and Low-Voltage Products grew in revenues –
whereas Control and Force Measurement,
Instrumentation and Metering and particularly
Robotics suffered from difficult market conditions
in the automotive and process industries. Earnings
before interest and taxes (EBIT) decreased 18 percent
to $ 380 million as a result of the sharp downturn
in Robotics and a personnel reduction of more than
3,000 employees.
“ABB anticipates growing demand among our
industry customers for intelligent and easy-to-use Major orders and contracts
products and services. In automation, this means Working with the other ABB divisions, we won
using our unique Industrial IT platform to speed up several important contracts in 2001, including
manufacturing, increase efficiency, cut costs a comprehensive control and instrumentation
and reduce environmental impact.” system for the Pemex refinery in Veracruz, Mexico –
Jouko Karvinen, head of ABB’s Automation Technology one of the world’s largest process automation
Products division installations. Pemex will have an integrated
automation solution that extends from the refinery
units to the business enterprise system, all based
on ABB’s Industrial IT technology.
We formed customer alliances in 2001with Grundfos,
01 5,246 01 380
00 5,175 00 464
the Danish pump manufacturer, and Glasstech, a
99 5,550 99 392
leading manufacturer of glass bending and tempering
equipment for the automotive and building industries.
Revenues ($ millions) Earnings before interest
and taxes ($ millions) In addition, for Södra Cell, the largest pulp producer
01 5,170 01 39,834
in the world, we were able to increase functionality
00 5,421 00 41,332 and productivity at its Mörrum mill in Sweden. New
99 5,622 99 43,874 Industrial IT operator stations were installed, working
Orders received ($ millions) Number of employees in concert with ABB controllers and input-output (I/O)
modules installed as far back as1988.
Outlook
Automation and the ability to connect all the links in
the value chain – from suppliers through production
to management and customers – make up the new
industrial benchmark. Industrial IT is that benchmark,
and ABB will continue to aggressively develop the
concept and the technologies that make it possible.
Above: Below:
ThyssenKrupp Stahl Preserving the customer’s
selects Industrial IT freedom of choice
ThyssenKrupp Stahl has When Companhia Vale do
selected ABB to supply Rio Doce (CVRD) selected
the entire electrification and ABB to optimize a new iron ore
process control for a new pelletizing plant in Brazil, it did so
coking plant at Schwelgern in because the flexibility of the open
Germany. Its 25,000 I/Os will Industrial IT platform ensured that
make it the largest Profibus it would not be tied exclusively to
control system in an industrial ABB. CVRD retained its freedom
plant in the world. The contract to choose between fieldbus
is valued at $ 32 million. communication protocols,
suppliers, hardware and software.
w www.abb.com/fs
Performance in 2001
Revenues grew eight percent to reach over
$ 2.1billion, mainly due to increased insurance
premiums and an expanded Structured Finance
business. Earnings before interest and taxes (EBIT)
posted a loss of $ 32 million in 2001.The loss came
from Insurance as a result of increased provisions
against expected claims – including $ 48 million
relating to September 11– and a non-cash charge
of $ 295 million following a change in accounting
estimate for a portion of our insurance reserves.
Structured Finance, Equity Ventures, and Treasury
Centers all improved performance compared
“Demand in today’s financial services markets is to 2000.
driven as much by the availability of intellectual
capital as it is by financial capital, providing an Major orders and contracts
excellent growth opportunity for ABB and our ABB’s Structured Finance and Equity Ventures
increasing number of partners.” businesses closed several key contracts on their own,
Jan Roxendal, head of ABB’s Financial Services division and alongside the other ABB divisions, demonstrating
their ability to provide customers with competitive
and innovative solutions.
Structured Finance acted as financial advisor to the
Saudi Arabian National Petrochemical Industries
Company (NPIC) and Basell Holdings Middle East
joint venture to secure the commercial debt financing
01 2,133 (32) 01
00 1,966 00 349
for a $ 500-million polypropylene complex in Saudi
99 1,687 99 337
Arabia. We signed a deal to finance a $ 40-million
contract from Tower Automotive to design and build
Revenues ($ millions) Earnings before interest
and taxes ($ millions) a complete body shop in Belgium, working with
ABB’s other business divisions.
01 2,133 01 1,220
00 1,966 00 1,125 ABB Equity Ventures, a co-sponsor with Petrobras
99 1,687 99 1,049 and A&A Electricity Investment (Jersey) Limited,
Orders received ($ millions) Number of employees led the financing of the Termobahia project which
consists of a $173-million loan from the Inter-
American Development Bank. This is the first of
Revenues by business area
Brazil’s 49 thermal emergency generating plants
Equity Ventures 2%* to reach financial closure.
Insurance 44%
Structured Finance 17%
Despite volatile capital market conditions,Treasury
Treasury Centers 37% Centers were again instrumental in financing ABB
at attractive levels.
* The majority of income from Equity Ventures business area does not appear
as revenues but is instead recognized in earnings before interest and taxes.
Outlook
After years of sustained growth with historically
low losses, 2002 will be a year of consolidation for
ABB Financial Services. Higher risk premiums reflect
uncertainty about the future development of the
economy. We will continue to closely monitor the
development of our counterparts, assets, and
processes to meet our customers’ demand for high
quality, low risk financial solutions and structures.
Above: Below:
Extending our customer base High growth in small ticket
ABB was a lead arranger on the vendor leasing
project finance loan for the Manila Over the past two years, ABB
North Toll Road in the Philippines. has enjoyed 95 percent growth
ABB and other top-tier financial in small ticket vendor leasing
institutions provided a bank debt thanks to an acquisition and a
of $ 260 million to finance the unique concept for, and skills in,
rebuilding of an 84-kilometer vendor leasing in the Nordic
stretch of road. countries.
* At the end of March, 2002, Peter Voser (born1958) will take over the responsibility
of Executive Vice President, Chief Financial Officer. Renato Fassbind leaves the
Group at that time.
Left: Above:
Dow Chemical selects Internal deployment
Industrial IT of Industrial IT
The ten-year agreement with The ABB transformer factory in
Dow Chemical is ABB’s largest Lodz, Poland, is in the process
Industrial IT order. Dow Chemical of becoming a fully integrated,
selected Industrial IT because it multi-enterprise, Industrial IT
was the only system to meet the plant. The same solution will
company’s strict requirements for be applied to ABB’s 33 other
safety, simplicity, standardization transformer factories.
and operational reliability. Other
important Industrial IT orders
* The “Industrial IT” wordmark and all other product names in the form “XXXX IT” were won from Visy Industries,
contained in this Annual Report are registered or pending trademarks of ABB. ThyssenKrupp Stahl and Pemex.
Achievements in 2001
ABB released a number of products in 2001 that
quickly made an impact. These include efficient
engineering systems for transmission grids;
pre-engineered modular substations; the Compact
Azipod ship propulsion system; the world’s most
flexible heavy-duty robots; the installation of
full-size frequency converters for subsea use, and
the successful operation of subsea oil and gas
processing plants.
Some 50 percent of ABB’s research and development
projects address environmental concerns. Many of
the projects are geared to saving energy.
01 654
00 703
99 865
Group investment in research
and development ($ millions)
01 18,120
00 18,595
99 16,316
Total number of patent
applications
01 28%
00 23%
99 18%
Percentage of software-
related first filings to total
first filings
Management Compensation
For the period from January1 to December 31, 2001, compensation to the President and Chief Executive Officer consisted of a base salary of
CHF1,500,000 and a bonus amount of CHF1,500,000.
For the same period, total compensation to the nine other current members of the Executive Committee was in the aggregate amount of
CHF13,000,000. This amount includes unconfirmed bonus amounts relating to 2001 performance.
In addition to receiving annual base and bonus compensation, members of the Executive Committee may participate in the Company’s management
incentive program.
Executive Committee members also enjoy pension benefits in accordance with Swiss social security legislation and, depending on seniority, under
certain supplementary pension benefit programs.
Finally, Executive Committee members receive customary additional benefits such as a company car and health insurance compensation, which are
not material in the aggregate.
Scheduled board meetings take place five times per year. Extraordinary
Martin Ebner (born 1945) meetings are held depending upon the needs in each year. During 2001,
Chairman: BZ Group Holding, Lonza Group six board meetings were held. Written documentation covering the
(both Switzerland) various items of the agenda for each board meeting is sent out in
advance to each board member in order to allow the member time to
Board Member: Alcan (Canada) study the respective matters prior to the meetings. Decisions made at the
board meetings are recorded in written minutes of the meetings.
Proposed Changes in the ABB Board of Directors Beat Hess, Secretary to the Board
The term of office for all members of the Board of Directors expires at the
General Meeting on March12, 2002.
On November 21, 2001Mr. Percy Barnevik retired from his Board Auditor
membership and resigned as Chairman of the Board. Messrs. Gerhard
Cromme, Robert Jeker, and Edwin Somm have decided not to stand for Ernst & Young AG
re-election. Zurich
The remaining members stand for re-election. Accordingly the Board
proposes the re-election of Messrs.
Jörgen Centerman, Swedish
Jürgen Dormann, German
Martin Ebner, Swiss
Jacob Wallenberg, Swedish
to the Board for a further period of one year, i.e. until the General Meeting
2003.
Restructuring charges of $195 million were included Acquisitions, investments and divestitures
in other income (expense), net, during 2000, of which In 2001, 2000 and 1999, we paid aggregate consideration
approximately $ 90 million related to the continued of $ 597 million, $ 896 million and $ 2,428 million,
integration of Elsag Bailey. The Elsag Bailey restructuring respectively, related to acquisitions and investments in
was substantially complete at the end of 2000. The joint ventures and affiliated companies completed in those
remainder related primarily to the consolidation of years. In 2001, we completed the acquisition of Entrelec
manufacturing operations in our former Power Group, a France-based supplier of automation and
Transmission segment and other actions to improve control products, for a total aggregate consideration of
efficiency throughout the ABB Group. $ 284 million. In 2000, we acquired for aggregate
consideration of $130 million the oil and gas service
In July 2001, we announced a restructuring program
activities of Umoe ASA, a Norwegian service company in
anticipated to extend over 18 months. This initiative is
the oil and gas industry, to support our further growth
expected to lead to one-time costs of $ 500 million over the
in that market. In 1999, we acquired Kemper Europe
18-month period and, when completed, to produce cost
Reassurances for aggregate considerations of $120 million.
benefits amounting to $ 500 million annually. The primary
We also completed the acquisition of Elsag Bailey for total
component of the restructuring, and the cost benefit,
consideration of $ 2,210 million (including assumed debt
will be a reduction in headcount of approximately
of $ 648 million).
12,000 employees, including through natural attrition.
This restructuring program was initiated in an effort
to simplify product lines, reduce multiple location
activities and respond to the economic conditions in our
major markets.
We conduct business in more than 100 countries around the world. The following table demonstrates the amount and
percentage of our consolidated revenues derived from each geographic region (based on the location of the customer)
in which we operate:
Orders and percentage of completion accounting orders are typically recognized on a percentage of
We book an order when a binding contractual agreement completion basis over a period, ranging from several
has been concluded with the customer covering, at a months to several years.
minimum, the price and the scope of products or services
The level of orders can fluctuate from year-to-year.
to be supplied. Approximately 13% of our total orders
Arrangements included in particular orders can be
booked in 2001 were large orders. We define large orders
extremely complex and non-recurring. Some contracts do
as orders from third parties involving at least $15 million
not provide for a fixed amount of work to be performed
worth of products or systems. Portions of our business,
and are subject to modification or termination by the
particularly in our Oil, Gas and Petrochemicals, Utilities
customer. Although large orders are more likely to result
and Power Technology Products divisions, involve orders
in revenues in future periods, the level of large orders,
related to long-term projects which can take many months
and orders generally, cannot be used to predict accurately
or even years to complete. Revenues related to these
future revenues or operating performance. Orders that
Overview
Revenues, earnings before interest and taxes (or operating income) and operating margins by division for the fiscal year 2001,
2000 and 1999 and net operating assets as of December 31, 2001, 2000 and 1999 are as follows (see Note 23 of the Notes to
Consolidated Financial Statements):
China and Brazil, the positive market trend from large Earnings before interest
and taxes ($ millions)*
project investments continued from the year 2000. In the
Middle East and Africa political instability has slowed
* In 2000, EBIT contains $ 54 million of capital gains which, in total, amounts to more than 10% of the divisional EBIT.
investments in large projects. The Utilities division
strengthened its focus on core utility customers through
the sale of its railway electrification project business to Operating income included capital gains of $ 54 million
Balfour Beatty in the fourth quarter of 2001. The divested in 2000. When adjusted for capital gains, earnings before
business employed approximately 350 people. A shift interest and taxes decreased by 24%. The reduction
in customer investments from power sources to power primarily related to the Power Systems business area,
networks continues to drive the market. Driven by where competition-driven price deterioration reduced
need for reliable power, demand for new systems and margins, and fixed costs related to projects that were
improvements in existing systems are foreseen. deferred negatively impacted profitability.
Year ended December 31, 2001 compared Year ended December 31, 2000 compared
with year ended December 31, 2000 with year ended December 31,1999
Orders increased by $ 201 million, or 3%, to $ 6,436 million Orders increased $ 254 million, or 4%, to $ 6,235 million in
in 2001 from $ 6,235 million in 2000. As reported in local 2000 from $ 5,981 million in 1999. As reported in local
currencies, orders increased 7% in 2001 compared to 2000. currencies, orders increased 10% in 2000 compared to 1999.
This order improvement included a $ 360 million order in A number of significant orders were received by the Power
China for the Power Systems business area, announced in Systems business area for an interconnection between
the fourth quarter of 2001. This order relates to a project Brazil and Argentina and HVDC projects in the United
involving the construction of a HVDC power transmission States and Australia. The strongest improvement came from
system linking hydropower plants in central China to the the Modular Substations business area, which improved
Guangdong province. In 2001, large orders represented orders significantly through the booking of large projects,
approximately 17% of the division’s total orders. primarily in western Europe.
Revenues increased by $176 million, or 3%, to $ 5,649 Revenues decreased $ 402 million, or 7%, to $ 5,473 million
million in 2001 from $ 5,473 million in 2000. As reported in in 2000 from $ 5,875 million in 1999. As reported in local
local currencies, revenues increased 7% in 2001 compared currencies, revenues decreased 2% in 2000 compared to
to 2000. All business areas reported higher revenues in 1999. All business areas contributed to the negative
2001 compared to 2000 due to strong order intake in 2000, revenue development, except our Utility Services business
with the exception of the Utility Services business area, area, which increased revenues significantly by invoicing
where the 2000 results reflected a period of heightened several large projects and benefited from full service
revenues from the invoicing of the ComEd project in contracts signed in 1999 and early 2000. Full service
Chicago. contracts typically last for several years and revenue is
Earnings before interest and taxes, or operating income, recognized throughout the contract period. The decrease
decreased by $102 million, or 41%, to $148 million in 2001 in revenues primarily resulted from investment uncer-
from $ 250 million in 2000. There was no significant effect tainty in Latin America in 1999, which resulted in order
from translating local currency earnings into U.S. dollars. deferrals, particularly in our Power Systems business area.
Investments and other assets increased to $2,265 million at Borrowings, net of repayments 2,639 (44) (525)
December 31, 2001, from $1,978 million at December 31, Treasury and capital stock transactions (1,393) 244 (165)
2000. The increase primarily resulted from a higher amount Other financing activities (569) (592) (497)
Effects of exchange rate changes (72) (84) (100)
of prepaid pension assets ($162 million contribution to our
Increase (decrease) in cash 1,370 (218) (1,025)
U.S. pension plan), improved returns on investments in
projects with ABB equity participation and a higher amount
of deferred tax assets. This increase was partially offset by Cash flow from operating activities
the sale of our interest in b-business partners. Net cash provided by operating activities in 2001 increased
by $1,171 million to $ 2,193 million from $1,022 million in
Our net debt position (defined as borrowings minus
2000. Income from continuing operations, net of adjust-
cash and equivalents and marketable securities) amounted
ments for non-cash items, decreased by $ 623 million in
to $ 4,077 million at December 31, 2001, compared to
2001, from $1,323 million in 2000 to $ 700 million in 2001.
$1,757 million at December 31, 2000. The increase in net
This was more than offset by net cash provided related
debt during the year arose due to the need to fund the
to the decrease in net operating assets of $1,493 million
acquisition of Entrelec, significant investments in Financial
in 2001 as compared to the cash outflow related to the
Services assets and the purchase of treasury shares.
increase in net operating assets of $ 301 million in 2000.
At December 31, 2001 and 2000, we had total borrowings, The increase in net cash provided by operating activities in
including short-, medium- and long-term borrowings, 2001 was primarily due to the increase in trade payables
outstanding of $ 9,790 million and $ 7,363 million, and non-trade payables. The increase also reflected an
respectively. During 2001, our level of borrowings increase in insurance reserves (which is a non-cash charge
increased significantly during the first nine months mainly to the income statement), related to our reinsurance
due to the financing of the repurchase of our own shares
as well as a higher level of activity in project financing.
Toward year-end, we decreased our borrowings signifi-
cantly through a strong increase in our operating cash flow.
Income (loss) from discontinued operations, net of tax (510) 562 717
Extraordinary gain on debt extinguishment, net of tax 12 – –
Cumulative effect of change in accounting principles (SFAS 133), net of tax (63) – –
Net income (loss) $ (691) $ 1,443 $ 1,360
Operating activities
Income (loss) from continuing operations $ (130) $ 881 $ 643
Adjustments to reconcile income (loss) from continuing operations to net cash
provided by operating activities:
Depreciation and amortization 787 836 795
Restructuring provisions 45 (73) (52)
Pension and post-retirement benefits 1 (57) (38)
Deferred taxes (89) 102 10
Net gain from sale of property, plant and equipment (23) (247) (47)
Other 109 (119) (147)
Changes in operating assets and liabilities:
Marketable securities (trading) 72 10 151
Trade receivables 65 77 (328)
Inventories (106) (136) (7)
Trade payables 736 266 433
Other assets and liabilities, net 726 (518) 162
Net cash provided by operating activities 2,193 1,022 1,575
Investing activities
Changes in financing receivables (907) (833) (655)
Purchases of marketable securities (other than trading) (3,280) (2,239) (973)
Purchases of property, plant and equipment (761) (553) (839)
Acquisitions of businesses (net of cash acquired) (578) (893) (1,720)
Proceeds from sales of marketable securities (other than trading) 3,873 2,292 1,307
Proceeds from sales of property, plant and equipment 152 238 488
Proceeds from sales of businesses (net of cash disposed) 283 275 356
Net cash used in investing activities (1,218) (1,713) (2,036)
Financing activities
Changes in borrowings with maturities of 90 days or less (69) 609 383
Increases in other borrowings 9,357 3,626 3,570
Repayment of other borrowings (6,649) (4,279) (4,478)
Treasury and capital stock transactions (1,393) 244 (165)
Dividends paid (502) (531) (503)
Other (67) (61) 6
Net cash provided by (used in) financing activities 677 (392) (1,187)
Net cash provided by (used in) discontinued operations (210) 949 723
Effects of exchange rate changes on cash and equivalents (72) (84) (100)
Net change in cash and equivalents 1,370 (218) (1,025)
Cash and equivalents – beginning of year 1,397 1,615 2,640
Cash and equivalents – end of year $ 2,767 $ 1,397 $ 1,615
Balance at January1,1999 $ 2,037 $ 2,859 $ (779) $ 157 $ (283) $– $ (905) $ (286) $ 3,705
Comprehensive income:
Net income 1,360 1,360
Foreign currency translation
adjustments (226) (226) (226)
Effect of change in fair value of
available-for-sale securities,
net of tax of $ 39 (90) (90) (90)
Minimum pension liability
adjustments, net of tax of $7 190 190 190
Total comprehensive income 1,234
Dividends paid (503) (503)
Purchase of treasury stock (199) (199)
Purchase of non-tendered
ABB AB stock(2) (438) (438)
Issuance of ABB Ltd. stock(3) 34 438 472
Balance at December 31,1999 2,071 3,716 (1,005) 67 (93) – (1,031) (485) 4,271
Comprehensive income:
Net income 1,443 1,443
Foreign currency translation
adjustments (152) (152) (152)
Effect of change in fair value of
available-for-sale securities,
net of tax of $ 7 20 20 20
Minimum pension liability
adjustments, net of tax of $ 21 41 41 41
Total comprehensive income 1,352
Dividends paid (531) (531)
Purchase of treasury stock (400) (400)
Sale of treasury stock
and put options 11 468 479
Balance at December 31, 2000 2,082 4,628 (1,157) 87 (52) – (1,122) (417) 5,171
Comprehensive loss:
Net loss (691) (691)
Foreign currency translation
adjustments (365) (365) (365)
Effect of change in fair value of
available-for-sale securities,
net of tax of $ 16 (128) (128) (128)
Minimum pension liability
adjustments, net of tax of $ 1 3 3 3
Cumulative effect of change
in accounting principles,
net of tax of $ 17 (41) (41) (41)
Change in derivatives qualifying as cash flow
hedges, net of tax of $ 18 (46) (46) (46)
Total comprehensive loss (1,268)
Dividends paid (502) (502)
Purchase of treasury stock (1,615) (1,615)
Sale of treasury stock (101) 282 181
Call options 47 47
Balance at December 31, 2001 $ 2,028 $ 3,435 $ (1,522) $ (41) $ (49) $ (87) $ (1,699) $ (1,750) $ 2,014
(1) Retroactively restated to reflect the issuance of ABB Ltd shares in exchange for all issued shares of ABB AB and ABB AG in June1999.
(2) Purchase of 3% of issued stock of ABB AB (see Note1).
ABB Group Annual Report 2001 (3) Issuance of approximately 20 million shares of ABB Ltd, representing the equivalent number of shares purchased in (2) above (see Note1). 71
See accompanying notes to consolidated financial statements.
Notes to Consolidated Financial Statements
(U.S. dollar amounts in millions, except per share amounts)
50% 50%
100% 100%
ABB Asea Brown Boveri Ltd ABB Asea Brown Boveri Ltd
As of and for the six months ended June 28, 1999, the combined selected financial information of ABB AG and ABB AB included cash and marketable
securities of $ 28 million, total liabilities of $1million, interest and other income, net, of $ 9 million, and a special dividend by ABB AG of $179 million,
excluding each company’s respective ownership interest and equity in earnings of ABB Asea Brown Boveri Ltd. The combined assets and liabilities
exclude $ 62 million related to the special dividend which was not yet able to be distributed to ABB AG stockholders.
Basis of presentation
The consolidated financial statements are prepared on the basis of United States (U.S.) generally accepted accounting principles and are presented in
U.S. dollars ($) unless otherwise stated. Par value of capital stock is denominated in Swiss francs (CHF).
The number of shares and earnings per share data in the consolidated financial statements have been presented as if ABB Ltd shares had been issued
for all periods presented and as if the four-for-one split of ABB Ltd shares in May 2001 had occurred as of the earliest period presented.
Principles of consolidation
The consolidated financial statements include the accounts and subsidiaries of ABB Ltd and ABB Asea Brown Boveri Ltd (collectively, the “Company”).
All significant intercompany balances have been eliminated in consolidation.
The Company’s investments in joint ventures and affiliated companies, which generally include companies that are 20% to 50% owned, are accounted
for using the equity method. Accordingly, the Company’s share of earnings of these companies is included in the determination of consolidated net
income. Other investments are recorded at cost.
Use of estimates
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and
assumptions that affect reported amounts and related disclosures. Actual results could differ from those estimates.
Reclassifications
Certain amounts reported for prior years in the notes to the consolidated financial statements have been reclassified to conform to the current year
presentation.
Marketable securities
Debt and equity securities are classified as either trading or available-for-sale at the time of purchase and are carried at fair value. Debt and equity
securities that are bought and held principally for the purpose of sale in the near term are classified as trading securities and unrealized gains and
losses are included in the determination of net income. Unrealized gains and losses on available-for-sale securities are excluded from the determination
of net income and are accumulated as a component of other comprehensive loss until realized. Realized gains and losses on available-for-sale
securities are computed based upon historical cost of these securities applied using the specific identification method. Declines in fair values of
available-for-sale investments that are other than temporary are included in the determination of net income.
Revenue recognition
The Company has recognized revenues in accordance with the Securities and Exchange Commission’s Staff Accounting Bulletin No.101 (SAB 101),
Revenue Recognition in Financial Statements, since adoption on October1, 2000. SAB 101provides additional guidance on the application of
previously existing U.S. generally accepted accounting principles to revenue recognition in financial statements.
The Company recognizes substantially all revenues from the sale of manufactured products upon transfer of title including the risks and rewards of
ownership to the customer which generally occurs upon shipment of products. On contracts for sale of manufactured products requiring installation
which can only be performed by the Company, revenues are deferred until installation of the products is complete. Revenues from short-term fixed-
price contracts to deliver services are recognized upon completion of required services to the customer. Revenues from contracts which contain
customer acceptance provisions are deferred until customer acceptance occurs or the contractual acceptance period has lapsed.
Sales under long-term fixed-price contracts are recognized using the percentage-of-completion method of accounting. The Company principally uses
the cost-to-cost or delivery events method to measure progress towards completion on contracts. Management determines the method to be used
for each contract based on its judgment as to which method best measures actual progress towards completion.
Anticipated costs for warranties on products are accrued upon sales recognition on the related contracts. Losses on fixed-price contracts are
recognized in the period when they are identified and are based upon the anticipated excess of contract costs over the related contract sales.
Sales under cost-reimbursement contracts are recognized as costs are incurred. Shipping and handling costs are recorded as a component of cost of
sales.
Receivables
The Company accounts for the securitization of trade receivables in accordance with Statement of Financial Accounting Standards No. 140 (SFAS 140),
Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities, which was issued in September 2000 and replaced, in its
entirety, Statement of Financial Accounting Standards No. 125, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities. SFAS 140 requires an entity to recognize the financial and servicing assets it controls and the liabilities it has incurred and to derecognize
financial assets when control has been surrendered in accordance with the criteria provided in SFAS 140. The Company adopted the disclosure
requirements of SFAS 140 effective December 2000, and has applied the new accounting rules to transactions beginning in the second quarter of 2001,
with no significant impact to the Company’s financial position or results of operations.
The Company accounts for the transfer of its receivables to Qualifying Special Purpose Entities (QSPEs) as a sale of those receivables to the extent that
consideration other than beneficial interests in the transferred accounts receivable is received. The Company does not recognize the transfer as a sale
unless the receivables have been put presumptively beyond the reach of the Company and its creditors, even in bankruptcy or other receivership. In
addition, the QSPEs must obtain the right to pledge or exchange the transferred receivables, and the Company cannot retain the ability or obligation to
repurchase or redeem the transferred receivables.
Inventories
Inventories are stated at the lower of cost (determined using either the first-in, first-out or the weighted average cost method) or market. Inventoried
costs relating to percentage-of-completion contracts are stated at actual production costs, including overhead incurred to date, reduced by amounts
identified with sales recognized.
Borrowings
From time to time, the Company may, in the normal course of business, buy back portions of its debt securities. Such repurchases are accounted for
as debt extinguishments in accordance with Statement of Financial Accounting Standards No. 4, Reporting Gains and Losses from Extinguishment
of Debt – an amendment of APB Opinion No. 30, irrespective of whether the securities are canceled or held as treasury securities. Gains or losses on
extinguishment of debt which are material to the earnings of the Company are disclosed as extraordinary items, net of tax. If subsequently reissued,
the reissue price becomes the new cost basis of the securities.
Insurance
The following accounting policies apply specifically to the Insurance business area.
Premiums and acquisition costs
Premiums are generally earned pro rata over the period coverage is provided and are reflected in revenues in the Consolidated Income Statement.
Premiums earned include estimates of certain premiums due, including adjustments on retrospectively rated contracts. Premium receivables
include premiums relating to retrospectively rated contracts that represent the estimate of the difference between provisional premiums received
and the ultimate premiums due. Unearned premiums represent the portion of premiums written that is applicable to the unexpired terms of
reinsurance contracts or certificates in force. These unearned premiums are calculated by the monthly pro rata method or are based on reports from
ceding companies. Acquisition costs are costs related to the acquisition of new business and renewals. These costs are deferred and charged
against earnings ratably over the terms of the related policy.
Profit commission
Certain contracts carry terms and conditions that result in the payment of profit commissions. Estimates of profit commissions are reviewed based on
underwriting experience to date and, as adjustments become necessary, such adjustments are reflected in current operations.
Taxes
Deferred taxes are accounted for by using the asset and liability method. Under this method, deferred tax assets and liabilities are determined based
on temporary differences between the financial reporting and the tax bases of assets and liabilities.They are measured using the enacted tax rates and
laws that will be in effect when the differences are expected to reverse. In assessing the realizability of deferred tax assets, management considers
whether it is more likely than not that the deferred tax assets will be realizable.
Generally, deferred taxes are not provided on the unremitted earnings of subsidiaries as it is expected that these earnings are permanently reinvested.
Such earnings may become taxable upon the sale or liquidation of these subsidiaries or upon the remittance of dividends. Deferred taxes are provided
in situations where the Company’s subsidiaries plan to make future dividend distributions.
The Company recorded a $141million liability in its purchase price allocation for restructuring costs, comprised of involuntary employee terminations
and severance.The Elsag Bailey integration restructuring was substantially complete at the end of 2000.
In August 1999, the Company sold certain business operations of Elsag Bailey involved in the manufacture and sale of gas chromatograph and mass
spectrometer products. The net gain on disposal of $ 41million has been recorded as an adjustment to the allocation of the original purchase price.
Entrelec Group
In June 2001, the Company completed the acquisition, through an open-market tender, of Entrelec Group, a France-based supplier of industrial
automation and control products operating in17countries.The cash purchase price of the acquisition was approximately $ 284 million.The excess of
the purchase price over the fair value of the assets acquired totaled to $ 294 million and has been recorded as goodwill.The transaction has been
accounted for as a purchase. Included in the purchase price allocation was an amount of $ 21million for a restructuring of the business.The Company’s
consolidated financial statements include Entrelec’s result of operations since June 20, 2001, the transaction closing date.
Other divestitures
In the ordinary course of business, the Company periodically divests businesses and investments not considered by management to be aligned with
its focus on activities with high growth potential. The results of operations of the divested businesses are included in the Company’s consolidated
results of operations through the date of disposition. During 2001, 2000 and 1999, the Company sold several operating units and investments for total
proceeds of $117million, $ 281million and $ 311million, respectively, and recognized a net gain of $ 34 million, $ 201 million and $ 132 million,
respectively. Such amounts are included in other income (expense), net. Income from continuing operations before taxes and minority interest from
these operations was not material in 2001, 2000 and 1999.
The loss before taxes in 2001includes a charge of $ 470 million related to the increase in management’s estimate of future asbestos-related claims
(see Note16).
The loss before taxes in1999 includes charges for contract loss provisions recorded in accordance with the Company’s periodic review of such
provisions of approximately $ 560 million, primarily related to technical difficulties with a new model of gas turbine.The loss before taxes in 1999 also
includes other costs of approximately $ 300 million principally related to the increase in management’s estimate of future asbestos-related claims
(see Note16).
Basic and diluted per share loss from discontinued operations were both $ 0.45 in 2001, compared to basic and diluted per share income from
discontinued operations of $ 0.48 and $ 0.61 in 2000 and 1999, respectively.
At December 31, 2001, contractual maturities of the above available-for-sale debt securities consist of the following:
Fair
Cost value
Gross realized gains on available-for-sale securities were $ 78 million, $ 39 million and $ 87 million in 2001, 2000 and 1999, respectively. Gross realized
losses on available-for-sale securities were $ 39 million, $ 27 million and $ 32 million in 2001, 2000 and 1999, respectively.
The net change in unrealized gains and losses in fair values of trading securities was not significant in 2001 or 2000.
At December 31, 2001and 2000, the Company pledged $ 848 million and $1,099 million, respectively, of marketable securities as collateral for certain
bank borrowings, issued letters of credit, insurance contracts or other security arrangements.
At December 31, 2001 and 2000, investments and other in the consolidated balance sheet includes $ 236 million and $ 263 million, respectively, of
available-for-sale securities that are pledged in connection with the Company’s pension plan in Sweden. These securities are comprised of European
government and other debt securities recorded at their fair value of $161million and $192 million, respectively (including $ 3 million and $ 5 million,
respectively, of unrealized gains) and equity securities recorded at their fair value of $ 75 million and $ 71million, respectively (net of unrealized losses of
$ 13 million and $ 9 million, respectively).
Note 7 Receivables
Receivables consist of the following:
December 31, 2001 2000
Trade receivables include contractual retention amounts billed to customers of $ 135 million and $ 140 million at December 31, 2001 and 2000,
respectively. Management expects the majority of related contracts will be completed and substantially all of the billed amounts retained by the
customer will be collected within one year of the respective balance sheet date. Other receivables consist of V.A.T., claims, employee and customer-
related advances, the current portion of direct finance and sales-type leases and other non-trade receivables.
Costs and estimated profits in excess of billings represent sales earned and recognized under the percentage-of-completion method. Amounts are
expected to be collected within one year of the respective balance sheet date.
During 2001 and 2000, the Company sold trade receivables, to QSPEs unrelated to the Company, in revolving-period securitizations. The Company
retains servicing responsibility relating to the sold receivables. Solely for the purpose of credit enhancement from the perspective of the QSPEs, the
Company retains an interest in the sold receivables (retained interest). These retained interests are initially measured at estimated fair values, which the
Company believes approximate historical carrying values, and are subsequently measured based on a periodic evaluation of collections and
delinquencies.
Given the short-term, lower-risk nature of the assets securitized, market movements in interest rates would not impact the carrying value of the
Company’s retained interests. An adverse movement in foreign currency rates could have an impact on the carrying value of these retained interests as
the retained interest is denominated in the original currencies underlying the sold receivables. Due to the short-term nature of the receivables and
economic hedges in place relating to currency movement risk, the impact has historically not been significant.
The Company routinely evaluates its portfolio of trade receivables for risk of non-collection and records an allowance for doubtful debts to reflect the
carrying value of its trade receivables at estimated net realizable value. Pursuant to the requirements of the revolving-period securitizations through
which the Company securitizes certain of its trade receivables, the Company effectively bears the risk of potential delinquency or default associated
with trade receivables sold or interests retained. Accordingly, in the normal course of servicing the assets sold, the Company evaluates potential
collection losses and delinquencies and updates the estimated fair value of the Company’s retained interests.The fair value of the retained interests at
December 31, 2001, and December 31, 2000, was approximately $ 264 million and $ 214 million, respectively.
Cash settlement with the QSPEs takes place monthly on a net basis. Gross trade receivables sold represent the face value of all invoices sold during
the year to the QSPEs. As the Company services the receivables, collection of the receivables previously sold is made on behalf of the QSPEs.The
Company records a loss on sale, liquidity and program fees at the point of sale to the QSPEs.The total cost of $ 33 million and $ 26 million in 2001 and
2000, respectively, related to the securitization of trade receivables is included in the determination of current earnings. Changes in retained interests
of $ 53 million and $ 150 million in 2001 and 2000, respectively, primarily result from increases in the volume of receivables sold during the year and
changes in default and delinquency rates, offset by collections of the underlying receivables.
The following table presents amounts associated with assets securitized at December 31, 2001 and 2000:
December 31, 2001 2000
At December 31, 2001 and 2000, of the gross trade receivables sold, the total outstanding trade receivables amounted to $1,058 million and
$ 918 million, respectively. At December 31, 2001 and 2000 an amount of $ 65 million and $ 49 million, respectively, was more than 90 days past due
which, according to the terms of the programs, is deemed to be delinquent.
In addition, during 2001, the Company sold or transferred to banks trade receivables outside of the above described securitization programs.
Total receivables sold or transferred and derecognized from the balance sheet in accordance with SFAS 140 included in these transactions totaled
approximately $ 71 million.The related costs, including the associated gains and losses, were not significant.
Note 8 Inventories
Inventories, including inventories related to long-term contracts, consist of the following:
December 31, 2001 2000
Contract costs subject to future negotiation represent pending claims for additional contract costs that management believes will be collectible.
Third-party loans receivable primarily represent financing arrangements provided to customers under long-term construction contracts as well as
export financing and other activities. Not included in this balance at December 31, 2001 and 2000 are $113 million and $173 million, respectively, of
assets pledged as security for financing arrangements.
Included in finance leases at December 31, 2001 and 2000 are $ 445 million and $ 495 million, respectively, of assets pledged as security for other
liabilities. Additionally, $114 million of assets were pledged as security for long-term borrowings at December 31, 2001.
Other financing receivables at December 31, 2001 and 2000 include $ 355 million and $ 357million, respectively, of assets pledged as security for
other liabilities. Of these amounts, $ 53 million in each year are marketable securities. In addition, other financing receivables include notes receivable
from affiliates of $ 234 million and $ 239 million at December 31, 2001 and 2000, respectively.
During 2001, the Company sold or transferred to financial institutions financing receivables.These transfers included sales of finance lease
receivables and sales of loan receivables.Total financing receivables sold or transferred and derecognized from the balance sheet in accordance with
SFAS140 included in these transactions totaled approximately $ 329 million, of which $ 70 million were sold to an affiliated company.The related
costs of these transactions, including the associated gains and losses, were not significant.
The Company, in the normal course of its commercial lending business, has outstanding credit commitments which have not yet been drawn down
by customers.The unused amount as of December 31, 2001, is approximately $ 208 million.
Other intangible assets primarily include intangibles created through acquisitions, as well as capitalized software to be sold and for internal use,
trademarks and patents.
Note 13 Borrowings
The Company actively uses the capital markets to meet liquidity needs. Furthermore, the Company maintains credit lines with various banks worldwide
for borrowing funds on a short or long-term basis.
Short-term borrowings
The Company’s commercial paper and short-term debt financing consist of the following:
December 31, 2001 2000
Commercial paper (weighted average interest rate of 2.7% and 5.9%) $ 3,297 $ 1,923
Other short-term debt (weighted average interest rate of 4.6% and 6.0%) 983 1,163
Current portion of long-term borrowings (weighted average interest rate of 4.6% and 5.0%) 467 501
$ 4,747 $ 3,587
Other short-term debt primarily represents short-term loans from various banks and repurchase agreements. Of the commercial paper outstanding at
December 31, 2001, $ 2,050 million had maturities of less than 3 months, $ 913 million had maturities of 3 to 6 months and $ 334 million had maturities
over 6 months. Commercial paper outstanding at December 31, 2000 had maturities of mainly less than 3 months.
In mid December 2001, the Company entered into a syndicated $ 3 billion 364-day revolving credit facility, with the option to convert up to $1billion of
any outstanding amounts at the end of the period into one year term borrowings.The facility is for general corporate purposes including support for the
Company’s commercial paper issuance. In the event that the Company’s long-term debt rating falls below either A3 or A- from Moody’s and Standard
& Poor’s, respectively, the terms of the facility are required to be renegotiated. If, after such negotiations, the banks and the Company are unable
to reach agreement on revised terms, the facility will be terminated. Commitment fees are paid on the unutilized portion of the facility and their level is
dependent on the credit rating of the Company’s long-term debt. At December 31, 2001, no amounts were outstanding under this facility.
Long-term borrowings
The Company utilizes a variety of derivative products to modify the characteristics of its long-term borrowings.The Company uses interest rate swaps
to effectively convert certain fixed-rate long-term borrowings into floating rate obligations. For certain non-U.S. dollar denominated borrowings, the
Company utilizes cross-currency swaps to effectively convert the borrowings into U.S. dollar obligations. As of January1, 2001, upon the introduction
of SFAS133, the derivative instruments (primarily interest rate and cross-currency swaps), designated and qualifying as fair value hedges of the
Company’s borrowings have been recorded at their fair values under other assets and other liabilities together with other outstanding derivatives. At
December 31, 2000, cross-currency swaps hedging borrowings were shown as part of the underlying transaction being hedged. As required by
SFAS133, borrowings which have been designated as being hedged by fair value hedges are stated at their respective fair values at December 31, 2001.
The following table summarizes the Company’s long-term borrowings considering the effect of interest rate, currency and equity swaps:
December 31, 2001 2000
Nominal Effective Nominal Effective
balance rate rate balance rate rate
At December 31, 2001, approximately $1,800 million of the Company’s long-term borrowings were denominated in U.S. dollars.
The Company’s insurance reserves for unpaid claims and claim adjustment expenses are determined on the basis of reports from ceding companies,
underwriting associations and management estimates.The Company continually reviews reserves for claims and claim adjustment expenses during
the year and changes in estimates are reflected in net income. In addition, reserves are routinely reviewed by independent actuarial consultants.
Prior to 2001, the Company presented a portion of its insurance reserves on a discounted basis, which estimated the present value of funds required
to pay losses at future dates.The effect of the discounting was to decrease outstanding losses and loss adjustment expenses by $223 million at
December 31, 2000.The reserves were discounted where anticipated future investment income was an integral part of the premium pricing for a
particular product. During 2001, the timing and amount of premiums and claims payments being ceded to the Company in respect of prior years finite
risk reinsurance contracts has changed. As the amount and timing of ceded claims payments cannot be reliably determined at December 31, 2001,
the Company has not discounted its loss reserves. The Company believes that this variability in ceded loss payments will preclude the Company
from discounting its loss reserves in the future until reliably determinable amounts and timing of these payments can be reestablished. Accordingly,
at December 31, 2001 the insurance reserves have not been presented on a discounted basis, resulting in a charge to losses and loss adjustment
expenses in the fourth quarter of 2001 of $ 295 million for the elimination of the effect of discounting.
Note 15 Leases
Lease obligations
The Company’s lease obligations primarily relate to real estate and office equipment. In the normal course of business, management expects most
leases to be renewed or replaced by other leases. Minimum rent expense under operating leases was $ 242 million, $ 252 million and $ 275 million in
2001, 2000 and 1999, respectively.
At December 31, 2001, future net minimum lease payments for operating leases having initial or remaining non-cancelable lease terms in excess of one
year consist of the following:
2002 $ 269
2003 225
2004 189
2005 152
2006 141
Thereafter 364
$ 1,340
Sublease income (58)
$ 1,282
Investments in leases
The Financial Services division provides sales support to the Company’s industrial entities’ customers by means of lease financing and credit
arrangements as well as other direct third-party lease financing. Investments in sales-type leases, leveraged leases and direct financing leases are
included in financing receivables.
The allowance for losses on lease financing receivables is determined based on loss experience and assessment of inherent risk. Adjustments to the
allowance for losses are made to adjust the net investment in finance leases to the estimated collectible amount.
At December 31, 2001, minimum lease payments under direct financing and sales-type lease payments are scheduled to be received as follows:
2002 $ 594
2003 537
2004 394
2005 408
2006 219
Thereafter 1,248
$ 3,400
General
The Company is subject to various legal proceedings and claims which have arisen in the ordinary course of business that have not been finally
adjudicated. It is not possible at this time for the Company to predict with any certainty the outcome of such litigation. However, except as stated below,
management is of the opinion, based upon information presently available, that it is unlikely that any such liability, to the extent not provided for
through insurance or otherwise, would have a material adverse effect in relation to the Company’s consolidated financial position, liquidity or results of
operations.
Environmental
The Company is a participant in several legal and regulatory actions, which result from various U.S. and other federal, state and local environmental
protection legislation as well as agreements with third parties. Provisions for such actions are accrued when the events are probable and the related
costs can be reasonably estimated. Changes in estimates of such costs are recognized in the period determined. While the Company cannot
estimate the impact of future regulations affecting these actions, management believes that the ultimate disposition of these matters will not have a
material adverse effect on the Company’s consolidated financial position, liquidity or results of operations.
The Company records accruals for environmental matters based on its estimated share of costs in the accounting period in which responsibility is
established and costs can be reasonably estimated. Environmental liabilities are recorded based on the most probable cost, if known, or on the
estimated minimum cost, determined on a site-by-site basis. Revisions to the accruals are made in the period the estimated costs of remediation
change.
Costs of future expenditures for environmental remediation obligations are not discounted to their present value.The Company records a receivable if
the estimated recoveries from insurers or other third parties are determined to be probable.
Performance guarantees
It is industry practice to use letters of credit, surety bonds and other performance guarantees on major projects, including long-term operation and
maintenance contracts. Such guarantees may include guarantees that a project will be completed or that a project or particular equipment will achieve
defined performance criteria. The guarantors may include subsidiaries of ABB Ltd and/or ABB Ltd. Because such guarantees may not state a fixed or
maximum amount, the aggregate amount of the Company’s potential exposure under the guarantees cannot reasonably be estimated. Provisions are
recorded in the consolidated financial statements at the time it becomes probable the Company will incur losses pursuant to a performance guarantee.
Management does not expect to incur significant losses under these guarantees in excess of the Company’s provisions. However, such losses, if
incurred, could have a material impact on the Company’s consolidated financial position, liquidity or results of operations.
The Company retained obligations for guarantees of the type described above related to the power generation businesses contributed to the Joint
Venture with ALSTOM. In addition, in connection with a power plant construction project in a business sold to ALSTOM POWER N.V. (“ALSTOM
Power”), one of the Company’s subsidiaries has issued an advance payment guarantee towards a bank holding funds which are to be drawn down by
a consortium led by a subsidiary of ALSTOM Power.The guarantee is approximately $ 370 million at December 31, 2001. ALSTOM and its subsidiaries
have primary responsibility for performing the obligations that are the subject of the guarantees. In connection with the sale to ALSTOM of the
Company’s interest in the Joint Venture in May 2000, ALSTOM and ALSTOM Power have undertaken to fully indemnify the Company against any
claims arising under such guarantees. As of December 31, 2001, there have been no material claims made under these guarantees.
Financial guarantees
The Company’s financial services business has guaranteed the obligations of certain third parties in return for a commission.These financial guarantees
represent irrevocable assurances that the Company will make payment in the event that the third party fails to fulfill its obligations and the beneficiary
under the guarantee records a loss under the terms of the guarantee agreement. The commissions collected are recognized as income over
the life of the guarantee and the Company records a provision when it becomes aware of an event of default or a potential event of default occurs.
At December 31, 2001, the Company has issued approximately $ 270 million of financial guarantees with maturity dates ranging from one to nineteen
years. Management does not expect to incur significant losses under these contracts.
Note 17 Taxes
Provision for taxes consists of the following:
Year ended December 31, 2001 2000 1999
The Company operates in countries that have differing tax laws and rates. Consequently, the consolidated weighted-average effective rate will vary
from year to year according to the source of earnings or losses by country.
Year ended December 31, 2001 2000 1999
Reconciliation of taxes:
Income from continuing operations
before taxes and minority interest $ 45 $ 1,306 $ 1,022
Weighted-average tax rate 38.2% 37.2% 39.1%
Taxes at weighted-average tax rate 17 486 400
Items taxed at rates other than
the weighted-average tax rate 104 (67) 1
Non-deductible goodwill amortization 59 55 58
Changes in valuation allowance (30) (67) (144)
Changes in enacted tax rates 4 (42) 18
Other, net (49) 12 10
Tax expense of continuing operations $ 105 $ 377 $ 343
Effective tax rate for the year (see comment below) 233.6% 28.9% 33.6%
In 2001, the reconciling item “Other, net” of $ 49 million includes an amount of $ 50 million relating to adjustments with respect to the resolution of certain
prior year tax matters.
In 2001, the income from continuing operations before taxes and minority interest of $ 45 million includes an additional provision for insurance liabilities
in an insurance subsidiary, located in a low tax jurisdiction (see Note14).The above item “Items taxed at rates other than the weighted average tax rate”
includes the tax effect of this provision when comparing the weighted average tax rate to the effective tax rate for the year.
The effective tax rate applicable to income from continuing operations excluding the tax effect of this provision would be 30.9%.
Deferred tax assets and deferred tax liabilities can be allocated between current and non-current as follows:
Year ended December 31, 2001 2000
Non- Non-
Current current Current current
The non-current deferred tax asset, net, is recorded in the balance sheet position “Investments and other”.
Certain entities of the group have deferred tax assets related to net operating loss carry-forwards and other items. Because recognition of these assets
is uncertain, the group has established valuation allowances of $1,176 and $ 777million as at December 31, 2001 and 2000, respectively.
At December 31, 2001, net operating loss carryforwards of $1,790 million and tax credits of $127million are available to reduce future taxable income of
certain subsidiaries, of which $1,216 million loss carry-forwards and $ 98 million tax credits expire in varying amounts through 2021 and the remainder
do not expire.These carry-forwards are predominately related to the Company’s U.S. and German operations.
The following tables set forth the change in benefit obligations, the change in plan assets and the funded status recognized in the consolidated financial
statements at December 31, 2001 and 2000, for the Company’s principal benefit plans:
Pension benefits Other benefits
2001 2000 2001 2000
The pension and other related benefits liability reported in the consolidated balance sheet contains an accrual of $ 66 million and $ 84 million at
December 31, 2001 and 2000, respectively, for employee benefits that do not meet the criteria of Statement of Financial Accounting Standards No. 87,
Employers’ Accounting for Pensions or Statement of Financial Accounting Standards No. 106, Employers’ Accounting for Postretirement Benefits
Other Than Pensions.
There were no significant changes in the minimum pension liability in 2001.The changes in the minimum pension liability in 2000 and 1999 were
primarily attributable to changes in the discount rate and the fair value of plan assets in the German and U.S. pension plans.
During 2001, the Company contributed $162 million of available-for-sale debt securities to certain of the Company’s pension plans in the United States.
The projected benefit obligation and fair value of plan assets for pension plans with benefit obligations in excess of plan assets were $ 6,201 million and
$ 4,367 million, respectively, at December 31, 2001 and $ 5,806 million and $ 4,267million, respectively, at December 31, 2000.The accumulated
benefit obligation and fair value of plan assets for pension plans with accumulated benefit obligations in excess of plan assets were $ 2,428 million and
$ 1,200 million, respectively, at December 31, 2001 and $1,739 million and $ 533 million, respectively, at December 31, 2000.
At December 31, 2001 and 2000, the assets of the plans were comprised of:
Pension benefits
2001 2000
At December 31, 2001 and 2000, plan assets included $ 6 million and $16 million, respectively, of the Company’s capital stock.
The following weighted-average assumptions were used in accounting for defined benefit pension plans, for the years ended December 31, 2001 and
2000:
Pension benefits Other benefits
2001 2000 2001 2000
The Company has multiple non-pension post-retirement benefit plans. The Company’s health care plans are generally contributory with participants’
contributions adjusted annually. The health care trend rate was assumed to be 9.65% for 2001, then gradually declining to 5.78% in 2007, and to
remain at that level thereafter.
Assumed health care cost trends have a significant effect on the amounts reported for the health care plans. A one-percentage-point change in
assumed health care cost trend rates would have the following effects at December 31, 2001:
One-percentage- One-percentage-
point increase point decrease
The Company also maintains several defined contribution plans.The expense for these plans was $ 27 million, $ 29 million and $ 32 million in 2001,
2000 and 1999, respectively.The Company also contributed $135 million, $108 million and $118 million to multi-employer plans in 2001, 2000 and
1999, respectively.
Warrants
The Company accounts for the warrants using the intrinsic value method of APB Opinion No. 25 (APB 25), Accounting for Stock Issued to Employees,
as permitted by Statement of Financial Accounting Standards No.123 (SFAS123), Accounting for Stock Based Compensation. All warrants were
issued with exercise prices greater than the market prices of the stock on the dates of grant. Accordingly, the Company has recorded no compensation
expense related to the warrants, except in circumstances when a participant ceased to be employed by a consolidated subsidiary, such as after a
divestment by the Company. In accordance with FASB Interpretation No.44, Accounting for CertainTransactions Involving Stock Compensation, the
Company recorded compensation expense based on the fair value of warrants retained by participants on the date their employment ceased, with an
offset to additional paid in capital.The impact of such expense is not material.
Had the Company accounted for all the warrants under the fair value method of SFAS123, the effect would have been to reduce net income by
$11million ($ 0.01per share), $19 million ($ 0.02 per share) and $ 8 million ($ 0.01per share) in 2001, 2000 and 1999, respectively. Fair value of the
warrants was determined on the date of grant by using the Binomial option model and thereafter by the trading price of equivalent warrants listed
on the Swiss Stock Exchange.
Presented below is a summary of warrant activity for the years shown:
Weighted-
average
exercise
price
Number of Number of (presented
warrants shares(1)(3) in CHF)(4)
WARs
As each WAR gives the holder the right to receive cash equal to the market price of a warrant on date of exercise, the Company is required by APB 25
to record a liability based upon the fair value of outstanding WARs at each period end, amortized on a straight-line basis over the three-year vesting
period. In selling, general and administrative expenses, the Company recorded income of $ 59 million for 2001, and expense of $ 31million and
$ 42 million in 2000 and 1999, respectively, excluding amounts charged to discontinued operations, as a result of changes in the fair value of the
outstanding WARs and the vested portion. In June 2000, to hedge its exposure to fluctuations in fair value of outstanding WARs, the Company
purchased cash-settled call options from a bank, which entitle the Company to receive amounts equivalent to its obligations under the outstanding
WARs. In accordance with EITF 00-19, Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in a Company’s Own
Stock, the cash-settled call options have been recorded as assets measured at fair value, with subsequent changes in fair value recorded through
earnings as an offset to the compensation expense recorded in connection with the WARs. During 2001 and 2000, the Company recognized expense
of $ 55 million and $ 4 million, respectively, in interest and other finance expense, related to the cash-settled call options.
The aggregate fair value of outstanding WARs was $ 53 million and $148 million at December 31, 2001 and 2000, respectively. Fair value of WARs was
determined based upon the trading price of equivalent warrants listed on the SWX Swiss Exchange (virt-x).
Presented below is a summary of WAR activity for the years shown.
Number of
WARs
outstanding
At December 31, 2001, 9,087,000 of the WARs were exercisable and at December 31, 2000, none of the WARs was exercisable.The aggregate fair
value at date of grant of WARs issued in 2001, 2000 and 1999 was $ 28 million, $ 80 million and $ 36 million, respectively.
2001
Revenues (1) (3) $ 5,649 $ 3,377 $ 4,780 $ 3,489 $ 4,042 $ 5,246 $ 2,133 $ (4,990) $ 23,726
Depreciation and amortization 73 72 49 77 119 224 23 150 787
Restructuring charge and
related asset write-downs (7) 24 29 15 8 52 46 – 57 231
EBIT (2) (4) (6) 148 116 87 79 234 380 (32) (733) 279
Net operating assets (5) 795 738 249 315 1,311 2,558 10,926 (3,114) 13,778
Capital expenditure 27 24 27 38 105 126 42 256 645
2000
Revenues (1) (3) $ 5,473 $ 3,339 $ 5,225 $ 2,796 $ 3,662 $ 5,175 $ 1,966 $ (4,669) $ 22,967
Depreciation and amortization 75 73 59 69 123 264 23 150 836
Restructuring charge and
related asset write-downs (7) 39 25 17 3 38 45 1 27 195
EBIT (2) (4) 250 88 205 157 244 464 349 (372) 1,385
Net operating assets (5) 1,018 839 411 893 1,328 3,215 9,098 (2,170) 14,632
Capital expenditure 26 27 33 30 105 139 25 100 485
1999
Revenues (1) (3) $ 5,875 $ 3,485 $ 5,697 $ 3,086 $ 3,862 $ 5,550 $ 1,687 $ (4,886) $ 24,356
Depreciation and amortization 68 59 66 55 121 279 17 130 795
EBIT (2) (4) 182 123 147 165 282 392 337 (506) 1,122
Net operating assets (5) 912 795 634 554 1,483 3,388 7,750 (2,372) 13,144
Capital expenditure 42 40 43 48 162 190 47 94 666
(1) Revenues have been restated for the four end-user divisions, Utilities, Process Industries, Manufacturing and Consumer Industries, and Oil, Gas and Petrochemicals, to retroactively reflect the increase in inter-
division sales that would have occurred if the Company’s new internal structure and transaction flow had been in place for all periods presented. The effect of assuming that certain historical sales by the product
divisions would have been routed through an end-user division before final sale to an external customer, as they would have been if the new customer-centric structure had been in place, was to increase division
revenues for 2001, 2000 and 1999, respectively, by $ 2,119 million, $ 2,139 million and $ 2,161million for the Utilities division; by $ 674 million, $ 745 million and $ 729 million for the Process Industries division; and
by $ 253 million, $ 356 million and $ 404 million for the Manufacturing and Consumer Industries division. The Company assumed that new internal transfer pricing structures for these inter-division sales were also in
place for all periods presented, resulting in a reduction to division revenues for 2001, 2000 and 1999, respectively, of $ 99 million, $ 211million, and $ 212 million for the Power Technology Products division; and of
$153 million, $ 200 million and $ 221million for the Automation Technology Products division.The elimination of the effects of these assumed inter-division transactions is included in the Corporate/Other column.
(2) Consistent with the assumptions described in (1) above, division EBIT reflects the retroactive transfer of profits of $ 41million, $ 46 million, and $ 49 million in 2001, 2000 and 1999, respectively, from the channel
partner divisions, Power Technology Products and Automation Technology Products, to three customer divisions, Utilities, Process Industries and Manufacturing and Consumer Industries, in order to reflect the
impact that these inter-division sales would have had on historical results.
(3) Amounts included in the Corporate/Other column primarily represent adjustments to eliminate inter-division transactions.
(4) Amounts included in the Corporate/Other column primarily represent local businesses in several countries, internal services such as information management, consulting, corporate research, shared services,
corporate management as well as development and management of the Company’s real estate. Amounts also include the elimination of inter-division net interest income of Financial Services.
(5) Net operating assets is calculated based upon total assets (excluding cash and equivalents, marketable securities, current loans receivable, taxes and deferred charges) less current liabilities (excluding borrowings,
taxes, provisions and pension-related liabilities).
(6) The write-downs of goodwill and other intangibles of approximately $ 66 million disclosed in Note 12 are recorded in the Corporate/Other column.
(7) Includes certain specifically related asset write-downs, consistent with the basis on which the Company evaluates restructuring charges for internal management purposes. See Note 22.
Geographic information
Revenues Long-lived assets
Year ended December 31, Year ended December 31,
2001 2000 1999 2001 2000
Additional information
The balance sheet data appearing under the heading “ABB Ltd Consolidated” is derived from the ABB Ltd consolidated balance sheets for
December 31, 2001 and 2000.The balance sheet data for “Financial Services” and “ABB Group” is reported on the same basis as management
uses to evaluate division performance, which includes the following adjustments:
■ “Financial Services” represents the accounts of all subsidiaries in the Company’s Financial Services division, with net intercompany balances
and certain capital contributions received from other subsidiaries of the Company presented on a one-line basis.
■ “ABB Group” represents the accounts of ABB Ltd and all its subsidiaries other than those in the Company’s Financial Services division, with
net intercompany balances and the Company’s investment in its Financial Services division presented on a one-line basis. For the purposes of this
presentation, the Company’s investment in its Financial Services division is accounted for under the equity method of accounting.
Income Statements
Period ended December 31 (CHF in thousands) 2001 2000
Balance Sheet
December 31 (CHF in thousands) 2001 2000
Current assets
Cash and equivalents 4,300,907 394,099
Receivables 38,423 733,646
Total current assets 4,339,330 1,127,745
Fixed assets
Loans to subsidiary 1,070,000 1,070,000
Participations 6,847,918 6,847,918
Own shares 384,000 –
Total fixed assets 8,301,918 7,917,918
Total assets 12,641,248 9,045,663
Liabilities
Current liabilities 140,689 51,723
Bonds 700,000 500,000
Total liabilities 840,689 551,723
Stockholders’ equity
Share capital 3,000,023 3,000,023
Legal reserve 600,005 600,005
Reserve for treasury shares 2,944,904 638,031
Other reserves 302,968 2,609,841
Retained earnings 879,428 433,100
Net income 4,073,231 1,212,940
Total stockholders’ equity 11,800,559 8,493,940
Total liabilities and stockholders’ equity 12,641,248 9,045,663
Note 2 Receivables
(CHF in thousands) 2001 2000
Note 3 Participations
(CHF in thousands) Share capital 2001 2000
Note 5 Bonds
(CHF in thousands) 2001 2000
ABB Ltd and its subsidiaries, ABB Equity Limited and ABB Transinvest Limited, have acquired the following ABB Ltd shares to cover the obligations of
a management incentive plan (refer also to note 20 of the consolidated financial statements) and various corporate purposes:
Information regarding important shareholders (Art. 663 c of the Swiss Code of Obligations) is listed on page102.
There are no further items which require disclosure in accordance with Art. 663 b of the Swiss Code of Obligations.
The Board of Directors proposes that the profit available to the Annual General Meeting in the amount of CHF 4,952,659,820 is to be carried forward
to the new account.
As statutory auditors, we have audited the accounting records and the financial statements (balance sheet, income statement and notes;
page 98 to100) of ABB Ltd, Zurich for the year ended December 31, 2001.The prior year’s corresponding figures were audited jointly with
KPMG Klynveld Peat Marwick Goerdeler SA.
These financial statements are the responsibility of the Board of Directors. Our responsibility is to express an opinion on these financial
statements based on our audit. We confirm that we meet the legal requirements concerning professional qualification and independence.
Our audit was conducted in accordance with auditing standards promulgated by the Swiss profession, which require that an audit be planned
and performed to obtain reasonable assurance about whether the financial statements are free from material misstatement. We have
examined on a test basis evidence supporting the amounts and disclosures in the financial statements. We have also assessed the accounting
principles used, significant estimates made and the overall financial statement presentation. We believe that our audit provides a reasonable
basis for our opinion.
In our opinion, the accounting records, financial statements and the proposed appropriation of available earnings comply with Swiss law and
the company’s articles of incorporation.
We recommend that the financial statements submitted to you be approved.
Market capitalization
On December 31, 2001, ABB Ltd’s market capitalization based on outstanding shares (total amount of outstanding shares is1,113,133,816) was
approximately $10.6 billion (CHF17.8 billion, SEK111.8 billion, EUR 12.0 billion).
Shareholder structure
As of December 31, 2001, the total number of shareholders directly registered with ABB Ltd was around 148,000. In addition, another
98,000 shareholders hold shares indirectly through nominees. In total, ABB has approximately 246,000 shareholders.
Major shareholders
As of December 31, 2001, BZ Group Holding Limited, Switzerland, directly and indirectly owned 133,777,434 shares of ABB Ltd, corresponding
to11.1% of the total capital and votes.
As of December 31, 2001, ABB owned as treasury shares 86,875,616 shares of ABB Ltd, corresponding to 7.2% of the total capital and votes.
To the best of the company’s knowledge, no other shareholder holds five percent or more of the total voting rights.
Dividend recommendation
In order to strengthen the balance sheet, the Board of Directors proposes that no dividend be paid for 2001.
Key ratios(1)
(US$) 2001 2000 1999
Admission cards
Holders of registered shares of ABB Ltd will receive their admission cards on request using the reply form enclosed with the invitation. The reply form or
a corresponding notification must reach the company no later than March 4, 2002. For technical reasons, notifications arriving after that date will not be
taken into consideration.
The full text of the invitation in accordance with Article 700 of the Swiss Code of Obligations was published in Schweizerisches Handelsamtblatt on
February15, 2002.
CHF
Price trend for ABB Ltd shares, Zurich
60 Swiss Performance Index rebased, Zurich
50
40
30
20
10
1/01 2/01 3/01 4/01 5/01 6/01 7/01 8/01 9/01 10/01 11/01 12/01
SEK
Price trend for ABB Ltd shares, Stockholm
300
Affärsvärlden Index rebased, Stockholm
250
200
150
100
50
1/01 2/01 3/01 4/01 5/01 6/01 7/01 8/01 9/01 10/01 11/01 12/01
Other data
Orders received 23,779 25,440 24,633
EBITDA (1) 1,066 2,221 1,917
Capital expenditures, excluding purchased intangible assets 645 485 666
Capital expenditures for acquisitions 597 896 1,780
Research and development expense 654 703 865
Order-related development expenditures 916 985 1,212
Dividends declared pertaining to fiscal year (Swiss francs in millions) – 900 900
Net operating assets 13,778 14,632 13,144
Number of employees 156,865 160,818 161,430
Ratios
Earnings before interest and taxes/Revenues 1.2% 6.0% 4.6%
Return on equity (19.2%) 30.6% 34.1%
Liquidity ratio 1.03 1.21 1.20
Net operating assets/Revenues 58.1% 63.7% 54.0%
Net working capital/Revenues 10.0% 15.4% 10.8%
(1) Earnings before interest, taxes, depreciation and amortization
a
ABB Ltd ABB Ltd ABB Inc. ABB
Corporate Communications Value Services Value Services Value Services
P.O. Box 8131 P.O. Box 8131 P.O. Box 5308 SE-721 83 Västerås
CH - 8050 Zurich CH - 8050 Zurich Norwalk CT 06856-5308 Sweden
Switzerland Switzerland USA Tel: +46 (0)21 32 50 00
Tel: +41 (0)43 317 7111 Tel: +41 (0)43 317 7111 Tel: +1 203 750 7743 Fax: +46 (0)21 32 54 48
Fax: +41 (0)43 317 7958 Fax: +41 (0)43 311 9817 Fax: +1 203 750 2262
www.abb.com