For an overview of our business segments, including a discussion of our major products and services, refer to Item 1. Business on pages 3 through 9. The following discussion should be read in conjunction with our Consolidated Financial Statements and related Notes included in Item 8. Financial Statements and Supplementary Data. An analysis of our consolidated operating results is set forth below, and a more detailed analysis of our segments' operating results is provided in the Segment Analysis section on pages 21 through 27.

At the beginning of 2018, we adopted Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (ASC 606) using a modified retrospective transition method applied to contracts that were not substantially complete at the end of 2017. We recorded a $90 million adjustment to increase retained earnings to reflect the cumulative impact of adopting this standard at the beginning of 2018, primarily related to certain long-term contracts our Bell segment has with the U.S. Government that converted to the cost-to-cost method for revenue recognition. For 2019 and 2018, revenues for our U.S. Government contracts were primarily recognized as costs are incurred, while revenues for 2017 were primarily recognized as units were delivered. The comparative information for 2017 has not been restated and is reported under the accounting standards in effect at that time.

2019 Financial Highlights

? Our manufacturing businesses generated $960 million of net cash from operating

activities of continuing operations.

? Invested $647 million in research and development activities and $339 million

in capital expenditures.

? Returned $521 million to our shareholders through share repurchases and

dividend payments.

Backlog increased 8% to $9.8 billion, which includes new contracts with the

? U.S. Government for spares and logistic support for the V-22 tiltrotor aircraft

and the H-1 helicopter programs at the Bell segment.

Consolidated Results of Operations




                                                                             % Change
(Dollars in millions)                     2019         2018         2017      2019      2018
Revenues                           $  13,630    $  13,972    $  14,198       (2) %     (2) %
Cost of sales                         11,406       11,594       11,827       (2) %     (2) %
Gross margin as a percentage of
Manufacturing revenues                  15.9 %       16.6 %       16.3 %
Selling and administrative
expense                                1,152        1,275        1,334      (10) %     (4) %
Interest expense                         171          166          174         3 %     (5) %




Revenues

Revenues decreased $342 million, 2%, in 2019, compared with 2018. The revenue decrease included the following factors:

Lower Industrial revenues of $493 million, primarily reflecting a $248 million

? impact from the 2018 disposition of the Tools and Test Equipment product line

and lower volume and mix of $233 million at the remaining product lines,

primarily in the Specialized Vehicles product line.

Lower Textron Systems revenues of $139 million, largely reflecting lower volume

? of $103 million in the Marine and Land Systems product line and $41 million in

the Unmanned Systems product line.

Higher Textron Aviation revenues of $216 million, largely due to higher

? Citation jet volume of $286 million, primarily reflecting the Longitude's entry

into service in the fourth quarter of 2019, and higher aftermarket volume of

$44 million, partially offset by lower defense volume.

Higher Bell revenues of $74 million, resulting from an increase in commercial

? revenues of $116 million, largely reflecting higher deliveries, partially

offset by lower military volume.

Revenues decreased $226 million, 2%, in 2018, compared with 2017, largely driven by the disposition of the Tools and Test Equipment product line within the Industrial segment. The net revenue decrease included the following factors:

Lower Textron Systems revenues of $376 million, primarily reflecting lower

? volume of $159 million in the Marine and Land Systems product line, along with

a decrease due to the discontinuance of our sensor-fuzed weapon product in

2017.

Lower Bell revenues of $137 million, due to lower commercial revenues of $91

? million, largely reflecting the mix of aircraft sold in the year, and lower

military revenues of $46 million.

? Higher Textron Aviation revenues of $285 million, due to higher volume and mix

of $185 million and favorable pricing of $100 million.






                                       19

  Table of Contents

Higher Industrial revenues of $5 million, primarily due to higher volume of

$149 million, largely related to the Specialized Vehicles product line, a

? favorable impact of $57 million from foreign exchange and the impact from the

Arctic Cat acquisition of $49 million. These increases were largely offset by

$246 million in lower revenues due to the disposition of the Tools and Test

Equipment product line.

Cost of Sales and Selling and Administrative Expense

Cost of sales decreased $188 million, 2%, in 2019, compared with 2018, largely resulting from the impact from the disposition of the Tools and Test Equipment product line, improved performance and a favorable impact of $48 million from foreign exchange rate fluctuations, partially offset by an unfavorable impact of $94 million from inflation. Gross margin as a percentage of Manufacturing revenues decreased 70 basis points in 2019, compared with 2018, primarily due to lower margin at the Textron Aviation segment, reflecting the mix of aircraft sold in the year.

Selling and administrative expense decreased $123 million, 10% in 2019, compared with 2018, primarily reflecting the impact from the disposition of Tools and Test Equipment product line and cost reduction activities in the Specialized Vehicles product line.

In 2018, cost of sales decreased $233 million, 2%, compared with 2017, largely resulting from the disposition of the Tools and Test Equipment product line and lower net volume as described above. Selling and administrative expense decreased $59 million, 4%, in 2018, compared with 2017, primarily reflecting the impact from the disposition of the Tools and Test Equipment product line.

Interest Expense

Interest expense on the Consolidated Statements of Operations includes interest for both the Finance and Manufacturing borrowing groups with interest related to intercompany borrowings eliminated. Interest expense for the Finance segment is included within segment profit and includes intercompany interest. Consolidated interest expense increased $5 million in 2019, compared with 2018, primarily due to higher average debt outstanding. In 2018, consolidated interest expense decreased $8 million, compared with 2017, primarily due to lower average debt outstanding.





Special Charges

Special charges of $72 million, $73 million and $130 million in 2019, 2018 and 2017, respectively, primarily include restructuring activities as described in Note 17 to the Consolidated Financial Statements.

Gain on Business Disposition

On July 2, 2018, we completed the sale of the businesses that manufacture and sell the products in the Tools and Test Equipment product line within our Industrial segment. We recorded an after-tax gain of $419 million in 2018.

Income Taxes




                     2019   2018   2017

Effective tax rate 13.5 % 11.7 % 59.8 %

In 2019, the effective tax rate of 13.5% was lower than the U.S. federal statutory tax rate of 21%, primarily due to $61 million in benefits recognized for additional tax credits related to prior years as a result of the completion of a research and development tax credit analysis.

In 2018, our effective tax rate of 11.7% was lower than the U.S. federal statutory tax rate of 21%, primarily due to the disposition of the Tools and Test equipment product line which resulted in a gain taxable primarily in non-U.S. jurisdictions that partially exempt such gains from tax. The effective tax rate for 2018 also reflects a $25 million benefit recognized upon the reassessment of our reserve for uncertain tax positions based on new information, including interactions with the tax authorities and recent audit settlements. In addition, we finalized the 2017 impacts of the Tax Cut and Jobs Act (the Tax Act) and recognized a $14 million benefit in the fourth quarter of 2018.

Our effective tax rate of 59.8% for 2017 was higher than the U.S. federal statutory tax rate of 35%, largely due to the impact from the Tax Act. In the fourth quarter of 2017, we recorded a provisional estimate of $266 million for one-time adjustments resulting from the Tax Act. Approximately $154 million of this provisional estimate represented a charge resulting from the remeasurement of our U.S. federal deferred tax assets and liabilities, and the remainder represented a provision for the transition tax on post-1986 earnings and profits previously deferred from U.S. income taxes.

For a full reconciliation of our effective tax rate to the U.S. federal statutory tax rate, see Note 18 to the Consolidated Financial Statements.





                                       20

  Table of Contents

Segment Analysis

We operate in, and report financial information for, the following five business segments: Textron Aviation, Bell, Textron Systems, Industrial and Finance.

Segment profit is an important measure used for evaluating performance and for decision-making purposes. Segment profit for the manufacturing segments excludes interest expense, certain corporate expenses, gains/losses on major business dispositions and special charges. The measurement for the Finance segment includes interest income and expense along with intercompany interest income and expense. Operating expenses for the Manufacturing segments include cost of sales, selling and administrative expense and other non-service components of net periodic benefit cost/(credit), and exclude certain corporate expenses and special charges.

In our discussion of comparative results for the Manufacturing group, changes in revenues and segment profit for our commercial businesses typically are expressed in terms of volume and mix, pricing, foreign exchange, acquisitions and dispositions, inflation and performance. For revenues, volume and mix represents changes in revenues from increases or decreases in the number of units delivered or services provided and the composition of products and/or services sold. For segment profit, volume and mix represents a change due to the number of units delivered or services provided and the composition of products and/or services sold at different profit margins. Pricing represents changes in unit pricing. Foreign exchange is the change resulting from translating foreign-denominated amounts into U.S. dollars at exchange rates that are different from the prior period. Revenues generated by acquired businesses are reflected in Acquisitions for a twelve-month period, while reductions in revenues and segment profit from the sale of businesses are reflected as Dispositions. Inflation represents higher material, wages, benefits, pension service cost or other costs. Performance reflects an increase or decrease in research and development, depreciation, selling and administrative costs, warranty, product liability, quality/scrap, labor efficiency, overhead, non-service pension cost/(credit), product line profitability, start-up, ramp up and cost-reduction initiatives or other manufacturing inputs.

Approximately 24% of our 2019 revenues were derived from contracts with the U.S. Government, including those under the U.S. Government-sponsored foreign military sales program. For our segments that contract with the U.S. Government, changes in revenues related to these contracts are expressed in terms of volume.

Changes in segment profit for these contracts are typically expressed in terms of volume and mix and performance; these include cumulative catch-up adjustments associated with a) revisions to the transaction price that may reflect contract modifications or changes in assumptions related to award fees and other variable consideration or b) changes in the total estimated costs at completion due to improved or deteriorated operating performance.

Textron Aviation


                                                                 % Change
(Dollars in millions)                2019       2018       2017   2019  2018
Revenues:
Aircraft                        $ 3,592    $ 3,435    $ 3,112      5 %  10 %
Aftermarket parts and services    1,595      1,536      1,574      4 % (2) %
Total revenues                    5,187      4,971      4,686      4 %   6 %
Operating expenses                4,738      4,526      4,383      5 %   3 %
Segment profit                      449        445        303      1 %  47 %
Profit margin                       8.7 %      9.0 %      6.5 %
Backlog                         $ 1,714    $ 1,791    $ 1,180    (4) %  52 %



Textron Aviation Revenues and Operating Expenses



Factors contributing to the 2019 year-over-year revenue change are provided
below:


                 2019 versus
(In millions)           2018
Volume and mix  $        199
Pricing                   17
Total change    $        216

Textron Aviation's revenues increased $216 million, 4%, in 2019, compared with 2018, largely due to higher volume and mix of $199 million. Volume and mix includes higher Citation jet volume of $286 million, primarily reflecting the Longitude's entry into service in the fourth quarter of 2019, and higher aftermarket volume of $44 million, partially offset by lower defense volume. We delivered 206 Citation jets and 176 commercial turboprops in 2019, compared with 188 Citation jets and 186 commercial turboprops in 2018.





                                       21

  Table of Contents

Textron Aviation's operating expenses increased $212 million, 5%, in 2019, compared with 2018, largely due to higher net volume and mix as described above and an unfavorable impact from inflation, partially offset by improved manufacturing performance.



Factors contributing to the 2018 year-over-year revenue change are provided
below:


                 2018 versus
(In millions)           2017
Volume and mix  $        185
Pricing                  100
Total change    $        285

Textron Aviation's revenues increased $285 million, 6%, in 2018, compared with 2017, due to higher volume and mix of $185 million and favorable pricing of $100 million. We delivered 188 Citation jets and 186 commercial turboprops in 2018, compared with 180 Citation jets and 155 commercial turboprops in 2017.

Textron Aviation's operating expenses increased $143 million, 3%, in 2018, compared with 2017, largely due to higher net volume as described above.

Textron Aviation Segment Profit



Factors contributing to 2019 year-over-year segment profit change are provided
below:


                            2019 versus
(In millions)                      2018
Performance                $         49
Inflation, net of pricing          (28)
Volume and mix                     (17)
Total change               $          4



Textron Aviation's segment profit increased $4 million, in 2019, compared with 2018, due to a favorable impact of $49 million from performance, reflecting manufacturing efficiencies, partially offset by an unfavorable impact of $28 million from inflation, net of pricing and lower volume and mix of $17 million due to the mix of products sold in the year.



Factors contributing to 2018 year-over-year segment profit change are provided
below:


                            2018 versus
(In millions)                      2017
Volume and mix             $         65
Pricing, net of inflation            57
Performance                          20
Total change               $        142

Segment profit at Textron Aviation increased $142 million, 47%, in 2018, compared with 2017, primarily due to the impact from higher volume and mix of $65 million as described above and the favorable impact from pricing, net of inflation.

Textron Aviation Backlog

Backlog at Textron Aviation increased $611 million, 52%, in 2018 as a result of orders in excess of deliveries.





                                       22

  Table of Contents

Bell


                                                                                % Change
(Dollars in millions)                             2019        2018        2017   2019  2018
Revenues:
Military aircraft and support programs      $ 1,988     $ 2,030     $ 2,076    (2) %  (2) %
Commercial helicopters, parts and services    1,266       1,150       1,241     10 %  (7) %
Total revenues                                3,254       3,180       3,317      2 %  (4) %
Operating expenses                            2,819       2,755       2,902      2 %  (5) %
Segment profit                                  435         425         415      2 %    2 %
Profit margin                                  13.4 %      13.4 %      12.5 %
Backlog                                     $ 6,902     $ 5,837     $ 4,598     18 %   27 %



Bell's major U.S. Government programs at this time are the V-22 tiltrotor aircraft and the H-1 helicopter platforms, which are both in the production and support stage and represent a significant portion of Bell's revenues from the U.S. Government.

Bell Revenues and Operating Expenses

Factors contributing to the 2019 year-over-year revenue change are provided below:




                 2019 versus
(In millions)           2018
Volume and mix  $         61
Other                     13
Total change    $         74



Bell's revenues increased $74 million, 2%, in 2019, compared with 2018, reflecting higher commercial revenues of $116 million, partially offset by lower military volume. We delivered 201 commercial helicopters in 2019, compared with 192 commercial helicopters in 2018.

Bell's operating expenses increased $64 million, 2%, in 2019, compared with 2018, primarily due to higher volume and mix as described above.



Factors contributing to the 2018 year-over-year revenue change are provided
below:


                 2018 versus
(In millions)           2017
Volume and mix  $      (155)
Other                     18
Total change    $      (137)

Bell's revenues decreased $137 million, 4%, in 2018, compared with 2017, due to lower commercial revenues of $91 million, largely reflecting the mix of aircraft sold in the year, and lower military revenues of $46 million. We delivered 192 commercial helicopters in 2018, compared with 132 commercial helicopters in 2017.

Bell's operating expenses decreased $147 million, 5%, in 2018, compared with 2017, primarily due to lower volume and mix as described above and improved performance on military programs described below.

Bell Segment Profit

Factors contributing to 2019 year-over-year segment profit change are provided below:




                        2019 versus
(In millions)                  2018
Performance and other  $          6
Volume and mix                    4
Total change           $         10



Bell's segment profit increased $10 million, 2%, in 2019, compared with 2018, due to favorable performance and other of $6 million and the impact of higher volume and mix as described above. Performance and other includes improved manufacturing performance, partially offset by lower net favorable program adjustments.





                                       23

  Table of Contents

Factors contributing to 2018 year-over-year segment profit change are provided below:




                        2018 versus
(In millions)                  2017
Performance and other  $         60
Volume and mix                 (50)
Total change           $         10



Bell's segment profit increased $10 million, 2%, in 2018, compared with 2017, due to a favorable impact of $60 million from performance and other, partially offset by an unfavorable impact from volume and mix, largely due to the mix of commercial aircraft sold in the year. The impact from performance and other was largely the result of $77 million in improved performance on military programs, which included an increase in favorable profit adjustments reflecting retirements of risk related to cost estimates and improved labor and overhead rates, partially offset by higher research and development costs.

Bell Backlog

Bell's backlog increased $1.1 billion, 18%, in 2019, primarily reflecting new contracts with the U.S. Government for spares and logistic support for the V-22 tiltrotor aircraft and the H-1 helicopter programs, in excess of revenues recognized.

Bell's backlog increased $1.2 billion, 27%, in 2018. New contracts received in excess of revenues recognized totaled $2.0 billion, which primarily reflected an increase of $2.4 billion for Bell's portion of a third multi-year V-22 contract for the production and delivery of 63 units along with related supplies and services through 2024. This was partially offset by a decrease of $760 million upon the adoption of ASC 606 at the beginning of 2018, largely resulting from the acceleration of revenues upon conversion to the cost-to-cost method of revenue recognition.

Textron Systems


                                                        % Change
(Dollars in millions)       2019       2018       2017   2019   2018
Revenues               $ 1,325    $ 1,464    $ 1,840    (9) % (20) %
Operating expenses       1,184      1,308      1,701    (9) % (23) %
Segment profit             141        156        139   (10) %   12 %
Profit margin             10.6 %     10.7 %      7.6 %
Backlog                $ 1,211    $ 1,469    $ 1,406   (18) %    4 %



Textron Systems Revenues and Operating Expenses



Factors contributing to the 2019 year-over-year revenue change are provided
below:


                2019 versus
(In millions)          2018
Volume         $      (144)
Other                     5
Total change   $      (139)

Revenues at Textron Systems decreased $139 million, 9%, in 2019, compared with 2018, largely due to lower volume of $103 million in the Marine and Land Systems product line, primarily reflecting lower armored vehicle deliveries, and $41 million in the Unmanned Systems product line.

Textron Systems' operating expenses decreased $124 million, 9%, in 2019, compared with 2018, primarily due to lower volume described above, and a favorable impact from the $18 million gain discussed below.





                                       24

  Table of Contents

Factors contributing to the 2018 year-over-year revenue change are provided
below:


                2018 versus
(In millions)          2017
Volume         $      (380)
Other                     4
Total change   $      (376)

Revenues at Textron Systems decreased $376 million, 20%, in 2018, compared with 2017, primarily due to lower volume of $159 million in the Marine and Land Systems product line reflecting lower Tactical Armoured Patrol Vehicle program (TAPV) deliveries, along with a decrease due to the discontinuance of our sensor-fuzed weapon product in 2017.

Textron Systems' operating expenses decreased $393 million, 23%, in 2018, compared with 2017, primarily due to lower volume described above. The decrease in operating expenses in 2018 also included the impact from unfavorable net program adjustments recorded in 2017 as described below.

Textron Systems Segment Profit



Factors contributing to 2019 year-over-year segment profit change are provided
below:


                        2019 versus
(In millions)                  2018
Performance and other  $        (9)
Volume and mix                  (6)
Total change           $       (15)

Textron Systems' segment profit decreased $15 million, 10%, in 2019, compared with 2018, primarily due to the unfavorable impact from performance and other of $9 million and the impact from lower volume as described above. Performance and other includes the impact of lower net favorable program adjustments, partially offset by an $18 million gain recognized in the second quarter of 2019 related to a new training business we formed with FlightSafety International Inc., discussed in Note 7 to the Consolidated Financial Statements.



Factors contributing to 2018 year-over-year segment profit change are provided
below:


                        2018 versus
(In millions)                  2017
Performance and other  $         62
Volume and mix                 (45)
Total change           $         17



Textron Systems' segment profit increased $17 million, 12%, in 2018, compared with 2017, primarily due to favorable performance and other of $62 million, partially offset by lower volume described above. Performance and other improved largely due to unfavorable program adjustments of $44 million recorded in 2017 related to the TAPV program. In 2017, this program experienced inefficiencies resulting from various production issues during the ramp up and subsequent production.

Textron Systems Backlog

In 2019, backlog decreased $258 million, 18%, primarily in the Marine and Land Systems product line as revenues recognized exceeded new contracts.





                                       25

  Table of Contents

Industrial


                                                                           % Change
(Dollars in millions)                        2019       2018        2017    2019   2018
Revenues:
Fuel Systems and Functional Components  $ 2,237    $ 2,352    $ 2,330     (5) %     1 %
Specialized Vehicles                      1,561      1,691      1,486     (8) %    14 %
Tools and Test Equipment                      -        248        470       -    (47) %
Total revenues                            3,798      4,291      4,286    (11) %     -
Operating expenses                        3,581      4,073      3,996    (12) %     2 %
Segment profit                              217        218        290       -    (25) %
Profit margin                               5.7 %      5.1 %      6.8 %



Industrial Revenues and Operating Expenses



Factors contributing to the 2019 year-over-year revenue change are provided
below:


                   2019 versus
(In millions)             2018
Disposition       $      (248)
Volume and mix           (233)
Foreign exchange          (66)
Pricing                     54
Total change      $      (493)

Industrial segment revenues decreased $493 million, 11%, in 2019, compared with 2018, largely due to the impact of $248 million from the disposition of the Tools and Test Equipment product line in 2018 and $233 million of lower volume and mix at the remaining product lines, primarily in the Specialized Vehicles product line. The reduction in volume in the Specialized Vehicles product line largely reflected our management of the distribution channel related to products under the Arctic Cat brand, including a reduction of inventories sold into the channel.

Operating expenses for the Industrial segment decreased $492 million, 12%, in 2019 compared with 2018, primarily due to lower operating expenses of $226 million from the disposition of our Tools and Test Equipment product line, lower volume and mix described above and improved performance described below.



Factors contributing to the 2018 year-over-year revenue change are provided
below:


                   2018 versus
(In millions)             2017
Disposition       $      (246)
Volume                     149
Foreign exchange            57
Acquisition                 49
Other                      (4)
Total change      $          5



Industrial segment revenues increased $5 million, in 2018, compared with 2017. Higher volume of $149 million, largely related to the Specialized Vehicles product line, a favorable impact of $57 million from foreign exchange, primarily related to the strengthening of the Euro against the U.S. dollar, and the impact of $49 million from the acquisition of Arctic Cat on March 6, 2017, were largely offset by $246 million in lower revenues due to the disposition of the Tools and Test Equipment product line.

Operating expenses for the Industrial segment increased $77 million, 2%, in 2018, compared with 2017, primarily due to higher volume described above, the impact from foreign exchange and additional operating expenses from the Arctic Cat acquisition. These increases were partially offset by lower operating expenses from the disposition of our Tools and Test Equipment product line.





                                       26

  Table of Contents

Industrial Segment Profit

Factors contributing to 2019 year-over-year segment profit change are provided
below:


                            2019 versus
(In millions)                      2018
Performance                $         94
Pricing, net of inflation            18
Volume and mix                     (82)
Disposition                        (22)
Foreign exchange                    (9)
Total change               $        (1)

Segment profit for the Industrial segment was largely unchanged in 2019, compared with 2018, as favorable performance of $94 million, principally in the Specialized Vehicles product line primarily reflecting cost reduction activities, was largely offset by the impact from lower volume and mix described above. Performance also includes the impact of a $17 million favorable adjustment recognized in the fourth quarter of 2018 related to a patent infringement matter.



Factors contributing to 2018 year-over-year segment profit change are provided
below:


                        2018 versus
(In millions)                  2017
Disposition            $       (22)
Pricing and inflation          (21)
Performance and other          (16)
Volume and mix                 (13)
Total change           $       (72)

Segment profit for the Industrial segment decreased $72 million, 25%, in 2018, compared with 2017, resulting from the impact of the disposition of our Tools and Test Equipment product line of $22 million, an unfavorable impact of pricing and inflation of $21 million and unfavorable performance and other of $16 million, which were both primarily related to the Specialized Vehicles product line. The unfavorable volume and mix was primarily due to the mix of products sold in the year. Performance and other primarily included additional operating expenses in the first quarter of 2018 due to the timing of the Arctic Cat acquisition and the seasonality of the outdoor power sports business and unfavorable inventory adjustments in the Specialized Vehicles product line, partially offset by a favorable impact of $17 million recognized in the fourth quarter of 2018 related to a patent infringement matter.



Finance


(In millions)   2019  2018  2017
Revenues        $ 66  $ 66  $ 69
Segment profit    28    23    22



Finance segment revenues were unchanged and segment profit increased $5 million in 2019, compared with 2018. Finance segment revenues decreased $3 million and segment profit increased $1 million in 2018, compared with 2017. The following table reflects information about the Finance segment's credit performance related to finance receivables.




                                                                  January 4,   December 29,
(Dollars in millions)                                                   2020           2018
Finance receivables                                              $       707  $         789
Nonaccrual finance receivables                                            39             40

Ratio of nonaccrual finance receivables to finance receivables 5.52 % 5.07 % 60+ days contractual delinquency

$        17  $          14
60+ days contractual delinquency as a percentage of finance
receivables                                                           2.40 %         1.77 %






                                       27

  Table of Contents

Liquidity and Capital Resources

Our financings are conducted through two separate borrowing groups. The Manufacturing group consists of Textron consolidated with its majority-owned subsidiaries that operate in the Textron Aviation, Bell, Textron Systems and Industrial segments. The Finance group, which also is the Finance segment, consists of Textron Financial Corporation and its consolidated subsidiaries. We designed this framework to enhance our borrowing power by separating the Finance group. Our Manufacturing group operations include the development, production and delivery of tangible goods and services, while our Finance group provides financial services. Due to the fundamental differences between each borrowing group's activities, investors, rating agencies and analysts use different measures to evaluate each group's performance. To support those evaluations, we present balance sheet and cash flow information for each borrowing group within the Consolidated Financial Statements.

Key information that is utilized in assessing our liquidity is summarized below:




                                                    January 4,    December 29,
(Dollars in millions)                                     2020            2018
Manufacturing group
Cash and equivalents                               $     1,181  $          987
Debt                                                     3,124           3,066
Shareholders' equity                                     5,518           5,192
Capital (debt plus shareholders' equity)                 8,642           8,258
Net debt (net of cash and equivalents) to capital        26 %           29 %
Debt to capital                                          36 %           37 %
Finance group
Cash and equivalents                               $       176  $          120
Debt                                                       686             718



We believe that our calculations of debt to capital and net debt to capital are useful measures as they provide a summary indication of the level of debt financing (i.e., leverage) that is in place to support our capital structure, as well as to provide an indication of the capacity to add further leverage. We believe that we will have sufficient cash to meet our future needs, based on our existing cash balances, the cash we expect to generate from our manufacturing operations and other available funding alternatives, as appropriate.

On October 18, 2019, Textron entered into a senior unsecured revolving credit facility for an aggregate principal amount of $1.0 billion, of which up to $100 million is available for the issuance of letters of credit. Textron may elect to increase the aggregate amount of commitments under the facility to up to $1.3 billion by designating an additional lender or by an existing lender agreeing to increase its commitment. The facility expires in October 2024, subject to up to two one-year extensions at Textron's option with the consent of lenders representing a majority of the commitments under the facility. This new facility replaced the prior 5-year facility, which was scheduled to expire in September 2021. At January 4, 2020 and December 29, 2018, there were no amounts borrowed against either facility. At January 4, 2020, there were $10 million of outstanding letters of credit issued under the new facility and at December 29, 2018, there were $10 million of outstanding letters of credit issued under the prior facility.

We also maintain an effective shelf registration statement filed with the Securities and Exchange Commission that allows us to issue an unlimited amount of public debt and other securities. Under this registration statement, in May 2019, we issued $300 million of fixed-rate notes due September 2029 with an annual interest rate of 3.90%.

In June 2019, we amended the Finance Group's $150 million fixed-rate loan due August 2019, extending the maturity date to June 2022 and modifying the annual interest rate from the prior rate of 2.26% to 2.88%.





                                       28

  Table of Contents

Manufacturing Group Cash Flows

Cash flows from continuing operations for the Manufacturing group as presented in our Consolidated Statements of Cash Flows are summarized below:




(In millions)            2019       2018     2017
Operating activities  $   960  $   1,127  $   930
Investing activities    (329)        539    (728)
Financing activities    (439)    (1,738)    (266)



In 2019, cash flows from operating activities were $960 million, compared with $1,127 million in 2018, a decrease of $167 million. The change in cash flows included a $364 million decrease from changes in inventories between the periods and a $133 million decrease from other liabilities, primarily due to changes in salaries, wages and employer taxes payable, partially offset by a $343 million increase in cash flows from changes in accounts payable.

Cash flows provided by operating activities in 2018 were $1,127 million, compared with $930 million in 2017, a 21% increase, primarily reflecting lower pension contributions of $306 million, higher earnings and a dividend of $50 million received from the Finance group in 2018, which were partially offset by a higher use of net working capital in 2018, largely reflecting a $145 million cash outflow from changes in net taxes paid/received.

Net tax payments/(receipts) were $120 million, $129 million and $(16) million in 2019, 2018 and 2017, respectively. Pension contributions were $51 million, $52 million and $358 million in 2019, 2018 and 2017, respectively. In 2017, pension contributions included a $300 million discretionary contribution to fund a U.S. pension plan.

In 2019, investing cash flows included capital expenditures of $339 million. Investing cash flows in 2018 included net cash proceeds of $807 million from the disposition of the Tools and Test Equipment product line and net proceeds from corporate-owned life insurance policies of $110 million, partially offset by capital expenditures of $369 million. In 2017, cash flows used by investing activities included capital expenditures of $423 million and a $316 million aggregate cash payment for the Arctic Cat acquisition.

Cash flows used in financing activities in 2019 primarily included $503 million of cash paid to repurchase an aggregate of 10.0 million shares of our outstanding common stock under a 2018 share repurchase authorization, and $252 million of payments on long-term debt, partially offset by net proceeds of $301 million from the issuance of long-term debt. In 2018, financing cash flows included $1.8 billion of cash paid to repurchase an aggregate of 29.1 million shares of our outstanding common stock under the 2018 authorization and a prior 2017 authorization. Financing cash flows in 2017 included $582 million of cash paid to repurchase an aggregate of 11.9 million of our outstanding common stock under prior share repurchase authorizations and the repayment of outstanding debt of $704 million, partially offset by proceeds from long-term debt of $992 million.

On February 25, 2020, our Board of Directors authorized the repurchase of up to 25 million shares of our common stock. This new plan allows us to opportunistically repurchase shares and to continue our practice of repurchasing shares to offset the impact of dilution from shares issued under compensation and benefit plans. The 2020 plan replaces the prior 2018 share repurchase authorization which was utilized in 2019 and 2018 for repurchases funded, in part, by the net proceeds of $0.8 billion from the disposition of the Tools and Test product line.

Dividend payments to shareholders totaled $18 million, $20 million and $21 million in 2019, 2018 and 2017, respectively. Dividends received from the Finance group, which totaled $50 million in both 2019 and 2018, are included within cash flows from operating activities for the Manufacturing group as they represent a return on investment.





                                       29

  Table of Contents

Finance Group Cash Flows

The cash flows from continuing operations for the Finance group as presented in our Consolidated Statements of Cash Flows are summarized below:




(In millions)            2019     2018    2017
Operating activities  $    34  $    14  $ (24)
Investing activities      135       99     140
Financing activities    (113)    (176)    (94)



The Finance group's cash flows from operating activities included net tax payments of $1 million, $17 million and $48 million in 2019, 2018 and 2017, respectively. Cash flows from investing activities primarily included collections on finance receivables totaling $277 million, $226 million and $273 million in 2019, 2018 and 2017, respectively, partially offset by finance receivable originations of $184 million, $177 million and $174 million, respectively.

Cash flows used in financing activities included payments on long-term and nonrecourse debt of $51 million, $126 million and $137 million in 2019, 2018 and 2017, respectively. Dividend payments to the Manufacturing group totaled $50 million in both 2019 and 2018. In 2017, financing cash flows also included proceeds from long-term debt of $44 million.

Consolidated Cash Flows

The consolidated cash flows from continuing operations, after elimination of activity between the borrowing groups, are summarized below:




(In millions)            2019       2018     2017
Operating activities  $ 1,016  $   1,109  $   963
Investing activities    (266)        620    (645)
Financing activities    (502)    (1,864)    (360)




Consolidated cash flows from operating activities were $1,016 million in 2019, compared with $1,109 million in 2018, a decrease of $93 million. The change in cash flows included a $333 million decrease from changes in inventories between the periods and a $125 million decrease from other liabilities, primarily due to changes in salaries, wages and employer taxes payable, partially offset by a $343 million increase in cash flows from changes in accounts payable.

In 2018, consolidated cash flows provided by operating activities were $1,109 million, compared with $963 million in 2017, a 15% increase, primarily reflecting lower pension contributions of $306 million and higher earnings, partially offset by a higher use of net working capital in 2018, reflecting a $114 million increase in net tax payments and $45 million in lower cash flows related to captive financing activities.

Net tax payments were $121 million, $146 million and $32 million in 2019, 2018 and 2017, respectively. Pension contributions were $51 million, $52 million and $358 million in 2019, 2018 and 2017, respectively. In 2017, pension contributions included a $300 million discretionary contribution to fund a U.S. pension plan.

In 2019, investing cash flows included capital expenditures of $339 million. Investing cash flows in 2018 included net cash proceeds of $807 million from the disposition of the Tools and Test Equipment product line and net proceeds from corporate-owned life insurance policies of $110 million, partially offset by capital expenditures of $369 million. In 2017, cash flows used by investing activities included capital expenditures of $423 million and a $316 million aggregate cash payment for the Arctic Cat acquisition.

In 2019, 2018 and 2017, cash used in financing activities included share repurchases of $503 million, $1,783 million and $582 million, respectively, and the repayment of outstanding debt of $303 million, $131 million and $841 million, respectively. In 2019 and 2017, financing cash flows also included proceeds from the issuance of long-term debt of $301 million and $1,036 million, respectively.





                                       30

  Table of Contents

Captive Financing and Other Intercompany Transactions

The Finance group provides financing primarily to purchasers of new and pre-owned Textron Aviation aircraft and Bell helicopters manufactured by our Manufacturing group, otherwise known as captive financing. In the Consolidated Statements of Cash Flows, cash received from customers is reflected as operating activities when received from third parties. However, in the cash flow information provided for the separate borrowing groups, cash flows related to captive financing activities are reflected based on the operations of each group. For example, when product is sold by our Manufacturing group to a customer and is financed by the Finance group, the origination of the finance receivable is recorded within investing activities as a cash outflow in the Finance group's statement of cash flows. Meanwhile, in the Manufacturing group's statement of cash flows, the cash received from the Finance group on the customer's behalf is recorded within operating cash flows as a cash inflow. Although cash is transferred between the two borrowing groups, there is no cash transaction reported in the consolidated cash flows at the time of the original financing. These captive financing activities, along with all significant intercompany transactions, are reclassified or eliminated from the Consolidated Statements of Cash Flows.

Reclassification adjustments included in the Consolidated Statements of Cash Flows are summarized below:




(In millions)                                               2019       2018       2017
Reclassification adjustments from investing
activities:
Cash received from customers                           $     229  $     199  $     241
Finance receivable originations for Manufacturing
group inventory sales                                      (184)      (177)      (174)
Other                                                         27        (4)       (10)
Total reclassification adjustments from investing
activities                                                    72         18         57
Reclassification adjustments from financing
activities:
Dividends received by Manufacturing group from
Finance group                                               (50)       (50)          -
Total reclassification adjustments to cash flow from
operating activities                                   $      22  $    (32)  $      57

Under a Support Agreement between Textron and TFC, Textron is required to maintain a controlling interest in TFC. The agreement, as amended in December 2015, also requires Textron to ensure that TFC maintains fixed charge coverage of no less than 125% and consolidated shareholder's equity of no less than $125 million. There were no cash contributions required to be paid to TFC in 2019, 2018 and 2017 to maintain compliance with the support agreement.

Contractual Obligations

Manufacturing Group

The following table summarizes the known contractual obligations, as defined by reporting regulations, of our Manufacturing group as of January 4, 2020:




                                                               Payments Due by Period
                                                                                      More Than 5
(In millions)                                Total   Year 1   Years 2-3   Years 4-5         Years
Debt                                       $ 3,139  $   561  $      514  $      368  $      1,696
Purchase obligations not reflected in
balance sheet                                3,376    2,570         729          76             1
Interest on borrowings                         631      127         182         154           168
Pension benefits for unfunded plans            405       27          53          47           278
Postretirement benefits other than
pensions                                       246       26          46          40           134
Other long-term liabilities                    293       62          93          44            94
Operating leases                               356       57          88          57           154
Total Manufacturing group                  $ 8,446  $ 3,430  $    1,705  $      786  $      2,525

Pension and Postretirement Benefits

We maintain defined benefit pension plans and postretirement benefit plans other than pensions as described in Note 16 to the Consolidated Financial Statements. Included in the above table are discounted estimated benefit payments we expect to make related to unfunded pension and other postretirement benefit plans. Actual benefit payments are dependent on a number of factors, including mortality assumptions, expected retirement age, rate of compensation increases and medical trend rates, which are subject to change in future years. Our policy for funding pension plans is to make contributions annually, consistent with applicable laws and regulations; however, future contributions to our pension plans are not included in the above table. In 2020, we expect to make approximately $25 million of contributions to our funded pension plans and the Retirement Account Plan. Based on our current assumptions, which may vary with changes in market conditions, our current contribution for each of the years from 2021 through 2024 is estimated to be approximately $50 million under the plan provisions in place at this time.





                                       31

  Table of Contents

Other Long-Term Liabilities

Other long-term liabilities consist of undiscounted amounts in the Consolidated Balance Sheets that primarily include obligations under deferred compensation arrangements and estimated environmental remediation costs. Payments under deferred compensation arrangements have been estimated based on management's assumptions of expected retirement age, mortality, stock price and rates of return on participant deferrals. The timing of cash flows associated with environmental remediation costs is largely based on historical experience. Certain other long-term liabilities, such as deferred taxes, unrecognized tax benefits, and reserves for product liability, warranty, product maintenance and litigation, have been excluded from the table due to the uncertainty of the timing of payments combined with the absence of historical trends to be used as a predictor for such payments.

Purchase Obligations

Purchase obligations include undiscounted amounts committed under legally enforceable contracts or purchase orders for goods and services with defined terms as to price, quantity and delivery dates. Approximately 39% of the purchase obligations we disclose represent purchase orders issued for goods and services to be delivered under firm contracts with the U.S. Government for which we have full recourse under customary contract termination clauses.

Finance Group

The following table summarizes the known contractual obligations, as defined by reporting regulations, of our Finance group as of January 4, 2020:




                                          Payments Due by Period
                                                                 More Than 5
(In millions)           Total   Year 1   Years 2-3   Years 4-5         Years
Term debt               $ 387  $   167  $      181  $       32  $          7
Subordinated debt         299        -           -           -           299
Interest on borrowings    269       22          33          24           190
Total Finance group     $ 955  $   189  $      214  $       56  $        496

Critical Accounting Estimates

To prepare our Consolidated Financial Statements to be in conformity with generally accepted accounting principles, we must make complex and subjective judgments in the selection and application of accounting policies. The accounting policies that we believe are most critical to the portrayal of our financial condition and results of operations are listed below. We believe these policies require our most difficult, subjective and complex judgments in estimating the effect of inherent uncertainties. This section should be read in conjunction with Note 1 to the Consolidated Financial Statements, which includes other significant accounting policies.

Revenue Recognition

A substantial portion of our revenues is related to long-term contracts with the U.S. Government, including those under U.S. Government-sponsored foreign military sales program, for the design, development, manufacture or modification of aerospace and defense products as well as related services.

At the beginning of 2018, we adopted ASC 606 as discussed in Note 1 to the Consolidated Financial Statements. With the adoption of this standard , due to the continuous transfer of control to the U.S. Government, we recognize revenue over the time that we perform under the contract. Selecting the method to measure progress towards completion requires judgment and is based on the nature of the products or service to be provided. We generally use the cost-to-cost method to measure progress for our contracts because it best depicts the transfer of control to the customer that occurs as we incur costs on our contracts. Under this measure, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the estimated costs at completion of the performance obligation, and revenue is recorded proportionally as costs are incurred.

Prior to the ASC 606 adoption, we accounted for our long-term contracts under the percentage of completion method of accounting. Under this method, we estimated profit as the difference between total estimated revenues and cost of a contract. We then recognized that estimated profit over the contract term based on either the units-of-delivery method or the cost-to-cost method (which typically was used for development effort as costs were incurred), as appropriate under the circumstances. Revenues under fixed price contracts generally were recorded using the units-of-delivery method, while revenues under cost-reimbursement contracts were recorded using the cost-to-cost method.

Approximately 70% of our 2019 revenues with the U.S. Government were under fixed-price and fixed-price incentive contracts. To the extent our actual costs vary from the estimates upon which the price was negotiated, we will generate more or less profit and could potentially incur a loss.





                                       32

  Table of Contents

The transaction price for our contracts represents our best estimate of the consideration we expect to receive and includes assumptions regarding variable consideration as applicable. Certain of our long-term contracts contain incentive fees or other provisions that can either increase or decrease the transaction price. These variable amounts generally are awarded upon achievement of certain performance metrics, program milestones or cost targets and can be based upon customer discretion. We include estimated amounts in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on an assessment of our anticipated performance, historical performance and all other information that is reasonably available to us.

Due to the number of years it may take to complete many of our contracts and the scope and nature of the work required to be performed on those contracts, the estimation of total transaction price and costs at completion is complicated and subject to many variables and, accordingly, is subject to change. In estimating total costs at completion, we are required to make numerous assumptions related to the complexity of design and related development work to be performed; engineering requirements; product performance; subcontractor performance; availability and cost of materials; labor productivity, availability and cost; overhead and capital costs; manufacturing efficiencies; the length of time to complete the contract (to estimate increases in wages and prices for materials); and costs of satisfying offset obligations, among other variables. Our cost estimation process is based on the professional knowledge and experience of engineers and program managers along with finance professionals. We review and update our cost projections quarterly or more frequently when circumstances significantly change. When estimates of total costs to be incurred on a contract exceed estimates of total sales to be earned, a provision for the entire loss on the contract is recorded in the period in which the loss is determined.

At the outset of each contract, we estimate an initial profit booking rate considering the risks surrounding our ability to achieve the technical requirements (e.g., a newly-developed product versus a mature product), schedule (e.g., the number and type of milestone events), and costs by contract requirements in the initial estimated costs at completion. Profit booking rates may increase during the performance of the contract if we successfully retire risks surrounding the technical, schedule, and cost aspects of the contract. Conversely, the profit booking rate may decrease if we are not successful in retiring the risks; and, as a result, our estimated costs at completion increase. All estimates are subject to change during the performance of the contract and, therefore, may affect the profit booking rate.

Changes in our estimate of the total expected cost or in the transaction price for a contract typically impact our profit booking rate. We utilize the cumulative catch-up method of accounting to recognize the impact of these changes on our profit booking rate for a contract. Under this method, the inception-to-date impact of a profit adjustment on a contract is recognized in the period the adjustment is identified. The impact of our cumulative catch-up adjustments on revenues and segment profit recognized in prior periods is presented below:




(In millions)        2019    2018    2017
Gross favorable    $  173  $  249  $   92
Gross unfavorable    (82)    (53)    (87)
Net adjustments    $   91  $  196  $    5

With the adoption of ASC 606 in 2018, a significant portion of our contracts with the U.S. Government converted to the cost-to-cost method for revenue recognition from the units of delivery method. The cost-to-cost method generally results in larger cumulative catch-up adjustments since revenue is recognized earlier on these contracts requiring the estimation of costs over longer periods of time. Under the units of delivery method that we used for many of our contracts in 2017, we had more time to develop and refine our estimates as we were not required to recognize revenue until our products were delivered much later in the contract term.

Due to the significance of judgment in the estimation process described above, it is likely that materially different revenues and/or cost of sales amounts could be recorded if we used different assumptions or if the underlying circumstances were to change. Our earnings could be reduced by a material amount resulting in a charge to earnings if (a) total estimated contract costs are significantly higher than expected due to changes in customer specifications prior to contract amendment, (b) total estimated contract costs are significantly higher than previously estimated due to cost overruns or inflation, (c) there is a change in engineering efforts required during the development stage of the contract or (d) we are unable to meet contract milestones.





                                       33

  Table of Contents

Goodwill

We evaluate the recoverability of goodwill annually in the fourth quarter or more frequently if events or changes in circumstances, such as declines in sales, earnings or cash flows, or material adverse changes in the business climate, indicate that the carrying value of a reporting unit might be impaired. The reporting unit represents the operating segment unless discrete financial information is prepared and reviewed by segment management for businesses one level below that operating segment, in which case such component is the reporting unit. In certain instances, we have aggregated components of an operating segment into a single reporting unit based on similar economic characteristics.

We calculate the fair value of each reporting unit, primarily using discounted cash flows. These cash flows incorporate assumptions for short- and long-term revenue growth rates, operating margins and discount rates that represent our best estimates of current and forecasted market conditions, cost structure, anticipated net cost reductions, and the implied rate of return that we believe a market participant would require for an investment in a business having similar risks and business characteristics to the reporting unit being assessed. The revenue growth rates and operating margins used in our discounted cash flow analysis are based on our strategic plans and long-range planning forecasts. The long-term growth rate we use to determine the terminal value of the business is based on our assessment of its minimum expected terminal growth rate, as well as its past historical growth and broader economic considerations such as gross domestic product, inflation and the maturity of the markets we serve. We utilize a weighted-average cost of capital in our impairment analysis that makes assumptions about the capital structure that we believe a market participant would make and include a risk premium based on an assessment of risks related to the projected cash flows of each reporting unit. We believe this approach yields a discount rate that is consistent with an implied rate of return that an independent investor or market participant would require for an investment in a company having similar risks and business characteristics to the reporting unit being assessed.

If the reporting unit's estimated fair value exceeds its carrying value, there is no impairment, and no further analysis is performed. Otherwise, an impairment loss is recognized in an amount equal to that excess carrying value over the estimated fair value amount. Based on our annual impairment review, the fair value of all of our reporting units exceeded their carrying values, and we do not believe that there is a reasonable possibility that any units might fail the initial step of the impairment test in the foreseeable future.

Retirement Benefits

We maintain various pension and postretirement plans for our employees globally. These plans include significant pension and postretirement benefit obligations, which are calculated based on actuarial valuations. Key assumptions used in determining these obligations and related expenses include expected long-term rates of return on plan assets, discount rates and healthcare cost projections. We also make assumptions regarding employee demographic factors such as retirement patterns, mortality, turnover and rate of compensation increases. We evaluate and update these assumptions annually.

To determine the weighted-average expected long-term rate of return on plan assets, we consider the current and expected asset allocation, as well as historical and expected returns on each plan asset class. A lower expected rate of return on plan assets will increase pension expense. For 2019, the assumed expected long-term rate of return on plan assets used in calculating pension expense was 7.55%, compared with 7.58% in 2018. For the last seven years, the assumed rate of return for our domestic plans, which represent approximately 90% of our total pension assets, was 7.75%. A decrease of 50 basis-points in this long-term rate of return in 2019 would have increased pension cost for our domestic plans by approximately $36 million.

The discount rate enables us to state expected future benefit payments as a present value on the measurement date, reflecting the current rate at which the pension liabilities could be effectively settled. This rate should be in line with rates for high-quality fixed income investments available for the period to maturity of the pension benefits, which fluctuate as long-term interest rates change. A lower discount rate increases the present value of the benefit obligations and increases pension expense. In 2019, the weighted-average discount rate used in calculating pension expense was 4.24%, compared with 3.67% in 2018. For our domestic plans, the assumed discount rate was 4.35% in 2019, compared with 3.75% in 2018. A decrease of 50 basis-points in this weighted-average discount rate in 2019 would have increased pension cost for our domestic plans by approximately $34 million.

The trend in healthcare costs is difficult to estimate and has an important effect on postretirement liabilities. The 2019 medical and prescription drug cost trend rates represent the weighted-average annual projected rate of increase in the per capita cost of covered benefits. In 2019, we assumed a trend rate of 7% for both medical and prescription drug cost and assumed this rate would gradually decline to 5% by 2024 and then remain at that level.





                                       34

  Table of Contents

© Edgar Online, source Glimpses