SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 1, 2012
 
CURTISS-WRIGHT CORPORATION
( Exact Name of Registrant as Specified in Its Charter)

Delaware	1-134	13-0612970	
State or Other
Jurisdiction of
Incorporation or
Organization	Commission File
Number	IRS Employer
Identification No.	
 	 	 	
10 Waterview Boulevard
Parsippany, New Jersey
Address of Principal Executive Offices	 	07054
Zip Code	
 
Registrant's telephone number, including area code: (973) 541-3700
 
--------------
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

SECTION 2 – FINANCIAL INFORMATION
  
ITEM 2.02.   RESULTS OF OPERATIONS AND FINANCIAL CONDITION .

On Tuesday, May 1, 2012, the Company issued a press release announcing financial results for the first quarter ended March 31, 2012.  A copy of this press release and slide presentation is attached hereto as Exhibits 99.1 and 99.2.  A conference call and webcast presentation will be held on Wednesday, May 2, 2012 at 10:00 am EDT for management to discuss the Company's 2012 first quarter performance.  Martin R. Benante, Chairman and CEO, and Glenn E. Tynan, CFO, will host the call.

The financial press release, access to the webcast and the accompanying financial presentation will be posted on Curtiss-Wright's website at www.curtisswright.com. For those unable to participate, a webcast replay will be available for 90 days on the Company's website beginning one hour after the call takes place.  A conference call replay will also be available for 30 days.

Conference Call Replay:

Domestic         (855) 859-2056

International    (404) 537-3406

Passcode         69451215

The information contained in this Current Report, including Exhibits 99.1 and 99.2, are being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this report shall not be incorporated by reference into any filing of the registrant with the SEC, whether made before or after the date hereof, regardless of any general incorporation language in such filings.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

         (a)  Not applicable.

         (b)  Not applicable.

         (c)  Exhibits.

99.1 Press Release dated May 1, 2012
 
99.2 Presentation shown during investor and securities analyst webcast on May 2, 2012

 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

CURTISS-WRIGHT CORPORATION

By: /s/ Glenn E. Tynan
Glenn E. Tynan
Vice-President and
Chief Financial Officer

Date: May 1, 2012

 

 
EXHIBIT INDEX

Exhibit
Number	 	Description	 	
 	 	 	 	
99.1	 	Press Release dated May 1, 2012	 	
99.2	 	Presentation shown during investor and securities analyst webcast on May 2, 2012	 	

EXHIBIT 99.1
Curtiss-Wright Reports First Quarter 2012 Diluted Earnings Per Share of $0.87 or $0.48 Excluding Gain on Divestiture, Beating Previously Issued Guidance
On a Continuing Operations Basis, Net Sales Increased 11%; Operating Income 9% Lower; Net Earnings 14% Lower; Diluted EPS of $0.42; Company Updates Full Year 2012 Guidance
PARSIPPANY, N.J., May 1, 2012 (GLOBE NEWSWIRE) -- Curtiss-Wright Corporation (NYSE:CW) today reports financial results for the first quarter ended March 31, 2012. On March 30, 2012, Curtiss-Wright completed the sale of its heat treating business and recorded an after-tax gain on the sale of $18.4 million, or $0.39 per diluted share. All results presented below, unless stated otherwise, reflect results from continuing operations and exclude the impact of the heat treating business from our first quarter 2012 and prior year results:

First Quarter 2012 Results	Continuing
Operations	Plus:
Discontinued
Operations
(Divestiture)	Subtotal	Plus:
Discontinued
Operations
(Gain on sale)	Total	
Total Sales	$501.7 million	$10.8 million	$512.4 million	NA	$512.4 million	
Operating Income	$35.6 million	$4.9 million	$40.5 million	$29.6 million	$70.1 million	
Net Earnings	$19.8 million	$3.1 million	$22.9 million	$18.4 million	$41.3 million	
Diluted Earnings per Share	$0.42	$0.06	$0.48	$0.39	$0.87	
Company Guidance (as of February 14, 2012)	 	 	$0.40 – 0.44	 	 	
First Quarter 2012 Highlights from Continuing Operations
·	Net sales increased 11% to $502 million from $453 million in 2011;
·	Operating income decreased 9% to $36 million from $39 million in 2011; 
·	Net earnings decreased 14% to $20 million, or $0.42 per diluted share, from $23 million, or $0.49 per diluted share, in 2011; and
·	New orders were $515 million, up 7% from 2011, due to solid demand for valves from the naval defense market and solid demand in the commercial aerospace market due to production rate increases by Boeing and Airbus.  At March 31, 2012, backlog was approximately $1.7 billion, essentially flat compared to December 31, 2011.  
"Overall, our first quarter 2012 results exceeded our initial expectations, as we generated diluted earnings per share of $0.48, including $0.06 of discontinued operations from our heat treating business, while excluding the gain on the sale," said Martin R. Benante, Chairman and CEO of Curtiss-Wright Corporation. "We produced solid sales growth of 11%, led by strong performances in our Metal Treatment and Flow Control segments.
"We expected that our first quarter results would be impacted by numerous issues, including restructuring activities, start-up costs and product development investments within our Motion Control segment, higher start-up costs in our oil and gas business within our Flow Control segment, as well as higher interest and pension costs compared to last year's results.  Despite these anticipated issues, some of which are essentially one-time in nature, we continue to reposition Curtiss-Wright for improved profitability in the latter half of 2012 and beyond.
"We also are considering actions in our Metal Treatment segment to shut-down certain less profitable operations in 2012. This would lead to operating margin expansion in 2013 upon completion of these restructuring actions.
"Furthermore, as an established leader in our niche markets, we strive to maintain a well-balanced and diversified portfolio of products and services that generates consistent growth in sales and profitability, which is aided by our continued focus on lowering our cost base through operational improvements.  We concluded the first quarter with solid 17% sales growth in our commercial markets, led by strong performances in our commercial aerospace and oil and gas markets.  In addition, our defense markets grew 1% over the prior year, led by solid growth in naval defense, which offset lower sales in our ground and aerospace defense markets.  Overall, the strength of our business model positions us well heading into the future."
Operating Results from Continuing Operations
Sales
Sales of $502 million in the first quarter of 2012 increased $49 million, or 11%, compared to the prior year period.  Acquisitions accounted for approximately $37 million, or 8%, of the sales growth. Sales grew in all three of our segments, with gains of 29% in Metal Treatment, 12% in Flow Control and 3% in Motion Control. Foreign currency translation had a minimal impact on our first quarter results.
First quarter sales to our commercial markets were up 17% compared to the prior year period, primarily driven by a strong 43% gain in our commercial aerospace market, 18% of which was organic.  Within our energy markets, we experienced a solid 15% increase in oil and gas due to continued demand for super vessels and refinery-related Maintenance, Repair and Overhaul (MRO) products from international customers, partially offset by the ongoing delays in capital spending on large, international projects.  Sales to our power generation market grew 9%, principally led by Westinghouse AP1000 sales related to new reactor construction in the U.S. Elsewhere, defense sales grew 1% in the first quarter of 2012, as a solid 7% increase in naval defense was offset by an 11% reduction in ground defense and a 3% decline in aerospace defense.
Operating Income
Operating income decreased 9% to $36 million, as anticipated, in the first quarter of 2012, down $4 million compared to the prior year period. This lower operating income was primarily driven by a 21% decrease in Motion Control, due to the impact of planned restructuring and consolidation activities, start-up costs and strategic investments. In addition, we also experienced a decline of approximately 1% in Flow Control, primarily due to higher long-term compensation costs and start-up costs associated with our super vessel business, compared to the prior year period.  Those decreases were partially offset by a strong 30% increase in our Metal Treatment segment, due to higher demand across nearly all major service offerings and markets. Acquisitions and foreign currency translation had a minimal impact on current quarter results.
Overall operating margin in the quarter was 7.1%, a decrease of 160 basis points from the prior year period. Segment operating margin for the first quarter of 2012 was 8.2%, down 120 basis points compared to 2011, primarily due to the above mentioned impacts to operating income, and includes margin dilution of 30 basis points from our recently completed acquisitions.
Non-segment operating costs increased $2 million in the first quarter of 2012 as compared with the prior year period, mainly due to higher pension costs, as well as foreign exchange gains in the prior year that did not recur in the current period, which were somewhat offset by lower legal costs compared to the first quarter of 2011.  
Net Earnings
First quarter net earnings decreased 14% from the comparable prior year period, reflecting lower operating income and higher interest expense. The higher interest expense is a result of our December 2011 private placement debt offering which increased our borrowing rates and debt levels compared to the prior year period. Our effective tax rate for the current quarter was 32.0%, slightly below the 32.7% tax rate from the prior year period.
Free Cash Flow
Free cash flow was ($25 million) for the first quarter of 2012, compared to ($63 million) in the prior year period, or a $38 million improvement. Net cash from operating activities improved by $38 million from the prior year period, mainly due to improved collections, timing of vendor payments and pension contributions, and the receipt of advanced payments on several long-term projects. Capital expenditures during the first quarter of 2012 were $19 million, consistent with the prior year period. 
Other Items – Discontinued Operations
On March 30, 2012, Curtiss-Wright completed the sale of its heat treating business to Bodycote plc and recorded an after-tax book gain on the sale in the first quarter of $18.4 million, or approximately $0.39 per diluted share.  This business also provided approximately $3.1 million in net income, or approximately $0.06 per diluted share, to our first quarter 2012 results, which included $0.01 per diluted share from a one-time favorable insurance settlement.  This transaction is expected to net Curtiss-Wright approximately $40 million in incremental cash in 2012. We elected to divest this business as it was deemed to be non-core and did not fit with our strategic direction to move towards more higher-end engineered services.  Furthermore, the business was capital intensive and very cyclical in nature, and its operating costs are highly sensitive to natural gas prices, which are currently near historic lows but are expected to rise as world economies improve. Moving forward, these operations, which previously had been reported under the Company's Metal Treatment segment, will be reflected as discontinued operations and have been removed from our financial guidance.
Segment Performance
Flow Control – Sales for the first quarter of 2012 were $267 million, an increase of $28 million, or 12%, over the comparable prior year period, led by solid increases in our oil and gas, naval defense and power generation markets.  Within the oil and gas market, super vessel sales drove the increase year over year as this is the first full year of production. In addition, this segment had higher sales in the power generation market for its AP1000 reactor projects in the U.S., offsetting lower demand for aftermarket products for existing operating reactors as compared to a stronger than normal prior year period.  We also experienced solid sales in the naval defense market, which grew 12% compared to the prior year period, primarily due to higher sales on the Virginia class submarine program based on timing on long-term contracts, as well as higher production on the CVN-79 Ford class aircraft carrier and Advanced Arresting Gear programs. Our 2011 acquisitions of Anatec and LMT, and Douglas Equipment Ltd, contributed approximately $16 million in sales in the current quarter.
Operating income in the first quarter of 2012 was $19 million, a decrease of approximately 1% from the comparable prior year period, while operating margin declined 90 basis points to 6.9% and included 40 basis points of margin dilution from our recently completed acquisitions.  The decrease in operating income was primarily due to higher long-term compensation costs compared to the prior year period, as well as start-up costs and the expected initial lower margins associated with our super vessel business. These decreases were partially offset by a favorable performance on long-term contracts related to the Virginia Class submarine program.  
Motion Control – Sales for the first quarter of 2012 were $165 million, an increase of $5 million, or 3%, over the comparable prior year period. We experienced solid sales growth of 26% in our commercial markets, which was partially offset by a 10% reduction in sales to our defense markets. Growth in our commercial markets was largely driven by a strong 38% increase in sales in the commercial aerospace market due to increases on all Boeing aircraft, as well as healthy demand for sensor and control products serving the regional jet and commercial helicopter markets.  Meanwhile, we experienced lower growth within the defense markets, primarily due to timing of contracts across various military platforms that led to lower aerospace and ground defense sales compared to the prior year period. The decrease in aerospace defense was primarily driven by lower sales on the Global Hawk program as the development phase for this program is winding down, lower Apache helicopter sales, and the expected decrease in sales related to previous program cancellations. Meanwhile, the decrease in ground defense was largely driven by lower comparable sales on several large ground defense platforms.  These decreases were partially offset by higher sales of both turret drive systems and ammunition handling systems to international customers and solid demand on the F-35 Joint Strike Fighter program. Additionally, our 2011 acquisitions contributed approximately $10 million in sales in the current quarter.
Operating income for the first quarter of 2012 was $13 million, a 21% reduction compared to the prior year period, while current quarter operating margin decreased 240 basis points to 7.8%. Current quarter operating income and margin were negatively impacted by approximately $3 million in planned restructuring activities in the current quarter, along with unfavorable sales volume and mix on certain defense programs, start-up costs and product development and qualification investments.  The cost savings generated by our restructuring activities are expected to result in improved profitability in the second half of the year.
Metal Treatment – Sales for the first quarter of 2012 were $70 million, an increase of $16 million, or 29%, compared to the prior year period. Our 2011 acquisitions of BASF Surface Technologies and IMR Test Labs contributed nearly $12 million in sales in the current quarter. The increase was driven by continued improvements in global economic conditions and higher demand across all major service offerings and markets, most notably for coatings and shot peening services to commercial markets.  Within our markets, we experienced strong growth in the commercial aerospace and general industrial markets, which grew 26% and 20%, respectively.  We also experienced solid sales of coatings in our aerospace defense market.  
Operating income in the first quarter of 2012 was $10 million, an increase of approximately $2 million, or 30%, compared to the prior year period. Operating margin was 14.1%, up 10 basis points compared to the prior year period, or 16.1% organically, excluding the dilution from acquisitions and impact of foreign currency translation. The solid improvement in operating income and margin were primarily driven by higher sales volumes resulting in favorable absorption of fixed overhead costs.
Full Year 2012 Guidance
The Company is updating its full year 2012 financial guidance as follows:

 	Prior Guidance	New Guidance
(Continuing Ops)	New Growth %	
Total Sales	$2.20 - $2.24 billion	$2.19 - $2.23 billion	9-11%	
Operating Income from Continuing Operations	$218 - $226 million	$213 - $221 million	10-14%	
Interest Expense, net	$33 - $34 million	$31 - $32 million	 	
Effective Tax Rate	32.0%	32.0%	 	
Diluted Earnings per Share	$3.02 - $3.12	NA	NA	
Diluted Earnings per Share from Continuing Operations	NA	$2.58 - $2.68	8-12%*	
Diluted Shares Outstanding	47.5 million	47.8 million	NA	
Free Cash Flow** 	$90 - $100 million	$80 - $90 million	NA	
*Diluted Earnings per Share growth calculation excludes the Metal Treatment segment's potential restructuring charge of $0.17 from our 2012 results, as well as the prior year non-recurring R&D tax credit of $4 million, or $0.09 from our 2011 results.
**Free cash flow is defined as cash flow from operations less capital expenditures and includes estimated payments of approximately $45 million to the Curtiss-Wright Pension Plan and $32 million in interest in 2012.  The change in guidance from continuing operations is due to the removal of the heat treating business' operations from our 2012 projections.
Net cash from the sale of the heat treating business is expected to result in approximately $40 million of incremental cash in 2012.
Note: A more detailed breakdown of our 2012 guidance by segment and by market can be found on the attached accompanying schedules.
Full Year 2012 Diluted EPS Guidance Reconciliation
The Company is updating its full year 2012 diluted EPS guidance as follows:

 	Full Year 2012 Guidance	
Previous Full Year Guidance (as of Feb. 14, 2012)	$2.95	--	$3.05	
Add: Gain on Divestiture (Heat Treating) 1	0.38	--	0.38	
Less: Discontinued Ops (Heat Treating for Q2 - Q4)	(0.14)	--	(0.14)	
Less: Metal Treatment Potential Restructuring 2	(0.17)	--	(0.17)	
Updated Guidance (as of April 2, 2012)	$3.02	--	$3.12	
 	 	 	 	
 	Full Year 2012 Guidance	
EPS (As Reported)	$3.02	--	$3.12	
Less: Discontinued Ops (Heat Treating for Q1)	(0.06)	--	(0.06)	
Less: Discontinued Ops - Gain on Divestiture (Heat Treating) 1	(0.38)	--	(0.38)	
Subtotal - Discontinuing Operations	(0.44)	--	(0.44)	
EPS from Continuing Operations	$2.58	--	$2.68	
 	 	 	 	
1 Gain on sale expected to have slightly lower EPS impact on full year results as compared to the first quarter actual reported amounts due to expected higher diluted share count for the full year.	
2 Management is currently evaluating various restructuring initiatives within the Metal Treatment segment which are currently estimated to negatively impact diluted EPS by $0.17; the actual impact will be determined based upon the completion of the final evaluation.	
Full Year 2012 Metal Treatment Segment Guidance Reconciliation
The Company is updating its full year 2012 Metal Treatment segment guidance as follows:

 	2012 Guidance
(as of Feb. 14)	Less: Full
 Year Heat
Treating
Results
(Divestiture)	Less:
Potential
Restructuring	2012 Guidance 
(as of May 1)	
Total Sales	$310 - 320 million	($40 million)	 	$270 - 280 million	
Operating Income	$51 - 53 million	($13 million)	($12 million)	$26 - 28 million	
Operating Margin (%)	16.5 - 16.6%	(2.3%)	(4.3%)	9.8 - 10.0%	
Pro-forma adjustment excluding potential restructuring from current year results:

 	2012 Guidance 
(as of May 1)	Pro Forma 2012
ex. Potential
Restructuring	2011 FY
Cont. Ops.	% Growth	
Total Sales	$270 - 280 million	$270 - 280 million	$247 million	9 - 13%	
Operating Income	$26 - 28 million	$38 - 40 million	$33 million	16 - 22%	
Operating Margin (%)	9.8 - 10.0%	14.1 - 14.3%	13.2%	90 - 110 bps	
Mr. Benante concluded, "Looking ahead, we are pleased that our first quarter results exceeded our guidance and expect that the positive momentum exhibited by most of our businesses and markets, coupled with our actions to improve profitability, should provide solid organic growth for Curtiss-Wright in 2012.  We expect strong sales growth of 13-15% in our commercial markets, led by nearly 20% growth in each of our commercial aerospace and nuclear power generation markets.  In our defense markets, we remain cautiously optimistic based on our stable position as a key supplier on critical defense platforms, and continue to expect that our sales growth in defense will outpace the DoD budget.  In particular, we have a solid presence on platforms and programs supporting Intelligence, Surveillance and Reconnaissance ("ISR"), electronic warfare and communications' applications, all of which are expected to receive increased funding in the defense budget in the future.
"Finally, our backlog and capitalization remain strong, and we look forward to delivering solid results again this year.  We will continue to demonstrate our ability to produce long-term organic growth and to strategically invest in both our technologies and acquisitions in order to enhance the strength of our portfolio of highly engineered products and services and our market diversification. We have taken some actions this year to further strengthen our Company by divesting a non-core business and are further evaluating a significant restructuring in our Metal Treatment segment going forward. I am optimistic that 2012 will be another strong year for Curtiss-Wright, with the expectation of double-digit growth in sales, operating income and earnings per share after excluding the non-recurring R&D tax credit from our 2011 results and the Metal Treatment segment's potential restructuring charge from our 2012 results. We expect to achieve this growth based upon our solid backlog, continued strength in our commercial markets, key positions on long-term defense programs, solid demand for our advanced technologies, and operational improvements.
"Curtiss-Wright remains committed to a disciplined capital deployment strategy that consists of reinvesting in our business and growing through acquisitions, combined with our continued commitment to increasing shareholder value through solid earnings per share growth, dividends and share repurchases.  Overall, we look forward to delivering another year of solid results with strong profitability in 2012."
Conference Call Information
The Company will host a conference call to discuss the first quarter 2012 results and guidance at 10:00 a.m. EDT on Wednesday, May 2, 2012. A live webcast of the call and the accompanying financial presentation will be made available on the internet by visiting the Investor Relations section of the Company's website at www.curtisswright.com.
(Tables to Follow)

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)	
(In thousands, except per share data)	
 	 	 	 	 	
 	Three Months Ended
March 31,	Change	
 	2012	2011	$	%	
 	 	 	 	 	
Net sales	 $ 501,661	 $ 452,931	 $ 48,730	10.8%	
Cost of sales	342,387	307,028	 35,359	11.5%	
Gross profit	159,274	145,903	13,371	9.2%	
 	 	 	 	 	
Research and development expenses	15,347	13,597	1,750	12.9%	
Selling expenses	32,481	29,223	3,258	11.1%	
General and administrative expenses	75,887	63,892	11,995	18.8%	
 	 	 	 	 	
Operating income	35,559	39,191	(3,632)	(9.3%)	
 	 	 	 	 	
Interest expense	(6,482)	(5,121)	(1,361)	(26.6%)	
Other income, net	102	52	50	96.2%	
 	 	 	 	 	
Earnings from continuing operations before income taxes	29,179	34,122	(4,943)	(14.5%)	
Provision for income taxes	9,337	11,155	(1,818)	(16.3%)	
Earnings from continuing operations 	19,842	22,967	(3,125)	(13.6%)	
 	 	 	 	 	
Discontinued operations, net of taxes:	 	 	 	 	
Earnings from discontinued operations	3,059	1,549	1,510	NM	
Gain on divestiture	18,411	0	18,411	NM	
Earnings from discontinued operations 	21,470	1,549	19,921	NM	
 	 	 	 	 	
Net earnings	 $ 41,312	 $ 24,516	 $ 16,796	68.5%	
 	 	 	 	 	
Basic earnings per share	 	 	 	 	
Earnings from continuing operations	 $ 0.42	 $ 0.50	 	 	
Earnings from discontinued operations	 0.46	 0.03	 	 	
Total	 $ 0.88	 $ 0.53	 	 	
 	 	 	 	 	
Diluted earnings per share	 	 	 	 	
Earnings from continuing operations	 $ 0.42	 $ 0.49	 	 	
Earnings from discontinued operations	 0.45	 0.03	 	 	
Total	 $ 0.87	 $ 0.52	 	 	
 	 	 	 	 	
Dividends per share	 $ 0.08	 $ 0.08	 	 	
 	 	 	 	 	
Weighted average shares outstanding:	 	 	 	 	
Basic	46,687	46,195	 	 	
Diluted	47,571	46,974	 	 	
 	 	 	 	 	
NM-not meaningful	 	 	 	 	
 	
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)	
(In thousands, except par value)	
 	 	 	 	
 	March 31,
2012	December 31,
2011	Change
%	
Assets	 	 	 	
Current assets:	 	 	 	
Cash and cash equivalents	 $ 231,064	 $ 194,387	18.9%	
Receivables, net	 581,991	 550,918	5.6%	
Inventories, net	 342,741	 320,050	7.1%	
Deferred tax assets, net	 53,877	 54,275	(0.7%)	
Other current assets	 39,738	 40,722	(2.4%)	
Assets of discontinued operations	 -- 	 6,782	NM	
Total current assets	1,249,411	1,167,134	7.0%	
Property, plant, and equipment, net	 440,545	 434,080	1.5%	
Goodwill	 763,960	 755,793	1.1%	
Other intangible assets, net	 257,844	 261,029	(1.2%)	
Deferred tax assets, net	 12,615	 12,137	3.9%	
Other assets	 9,350	 9,121	2.5%	
Assets of discontinued operations	 -- 	 13,543	NM	
Total assets	 $ 2,733,725	 $ 2,652,837	3.0%	
 	 	 	 	
Liabilities	 	 	 	
Current liabilities:	 	 	 	
Current portion of long-term and short term debt	 $ 2,466	 $ 2,502	(1.4%)	
Accounts payable	 132,813	 149,574	(11.2%)	
Dividends payable	 3,757	 -- 	100.0%	
Accrued expenses	 104,673	 104,158	0.5%	
Income taxes payable	 4,710	 4,161	13.2%	
Deferred revenue	 217,804	 200,268	8.8%	
Other current liabilities	 41,942	 42,976	(2.4%)	
Liabilities of discontinued operations	 13,042	 1,745	NM	
Total current liabilities	521,207	505,384	3.1%	
Long-term debt	 571,186	 583,928	(2.2%)	
Deferred tax liabilities, net	 25,575	 24,980	2.4%	
Accrued pension and other postretirement benefit costs	 233,397	 232,794	0.3%	
Long-term portion of environmental reserves	 19,978	 19,067	4.8%	
Other liabilities	 62,850	 57,645	9.0%	
Total liabilities	1,434,193	1,423,798	0.7%	
 	 	 	 	
Stockholders' equity	 	 	 	
Common stock, $1 par value	 49,021	 48,879	0.3%	
Additional paid in capital	 144,902	 143,192	1.2%	
Retained earnings	 1,225,544	 1,187,989	3.2%	
Accumulated other comprehensive loss	 (43,908)	 (65,131)	32.6%	
 	1,375,559	1,314,929	4.6%	
Less: cost of treasury stock	 76,027	 85,890	(11.5%)	
Total stockholders' equity	1,299,532	1,229,039	5.7%	
 	 	 	 	
Total liabilities and stockholders' equity	 $ 2,733,725	 $ 2,652,837	3.0%	
 	 	 	 	
NM-not meaningful	 	 	 	
 	
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
SEGMENT INFORMATION (UNAUDITED)	
(In thousands)	
 	 	 	 	
 	Three Months Ended
March 31,	
 	2012	2011	Change
%	
Sales:	 	 	 	
Flow Control	 $ 266,791	 $ 239,140	11.6%	
Motion Control	 165,086	 159,780	3.3%	
Metal Treatment	 69,784	 54,011	29.2%	
 	 	 	 	
Total sales	 $ 501,661	 $ 452,931	10.8%	
 	 	 	 	
Operating income:	 	 	 	
Flow Control	 $ 18,527	 $ 18,632	(0.6%)	
Motion Control	 12,929	 16,286	(20.6%)	
Metal Treatment	 9,856	 7,565	30.3%	
 	 	 	 	
Total segments	 $ 41,312	 $ 42,483	(2.8%)	
Corporate and other	 (5,753)	 (3,292)	(74.8%)	
 	 	 	 	
Total operating income	 $ 35,559	 $ 39,191	(9.3%)	
 	 	 	 	
Operating margins:	 	 	 	
Flow Control	6.9%	7.8%	 	
Motion Control	7.8%	10.2%	 	
Metal Treatment	14.1%	14.0%	 	
Total Curtiss-Wright	7.1%	8.7%	 	
 	 	 	 	
Segment margins	8.2%	9.4%	 	
 	
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
NON-GAAP FINANCIAL DATA (UNAUDITED)	
(In thousands)	
 	 	 	
 	Three Months Ended
March 31,	
 	2012	2011	
 	 	 	
Net cash used for operating activities	 $ (6,575)	 $ (44,467)	
Capital expenditures 	 (18,696)	 (18,885)	
Free cash flow (1)	 $ (25,271)	 $ (63,352)	
 	 	 	
Cash conversion (1)	(61%)	(258%)	
 	 	 	
(1) The Corporation discloses free cash flow and cash conversion because the Corporation believes they are measurements of cash flow available for investing and financing activities. Free cash flow is defined as net cash flow provided by continuing operating activities less capital expenditures of continuing operating activities. Free cash flow represents cash generated after paying for interest on borrowings, income taxes, capital expenditures, and working capital requirements, but before repaying outstanding debt and investing cash or utilizing debt credit lines to acquire businesses and make other strategic investments. Cash conversion is defined as free cash flow divided by net earnings. Free cash flow, as we define it, may differ from similarly named measures used by other entities and, consequently, could be misleading unless all entities calculate and define free cash flow in the same manner.	
 		
CURTISS-WRIGHT CORPORATION		
2012 Earnings Guidance from Continuing Operations - As of May 1, 2012 (1)		
(In millions, except per share data)		

 	2011 Pro	2012 Guidance	 	 		
 	  Forma	  Low	  High	Change   %		
 	 	 	 	 		
Sales:	 	 	 	 		
Flow Control 	 $ 1,061	 $ 1,170	 $ 1,180	10-11%		
Motion Control 	 710	 750	 770	6-8%		
Metal Treatment 	 247	 270	 280	9-13%		
Total sales	 $ 2,018	 $ 2,190	 $ 2,230	9-11%		
 	 	 	 	 		
Operating income:	 	 	 	 		
Flow Control	 $ 103	 $ 119	 $ 122	15-18%		
Motion Control	 81	 100	 103	23-27%		
Metal Treatment	 33	 26	 28	(15-20%)		
Total segments	 $ 217	 $ 245	 $ 253	13-16%		
Corporate and other	 (23)	 (32)	 (32)	 		
Total operating income	 $ 194	 $ 213	 $ 221	10-14%		
 	 	 	 	 		
Operating margins:	 	 	 	 		
Flow Control	9.7%	10.2%	10.3%	 		
Motion Control	11.4%	13.3%	13.4%	 		
Metal Treatment	13.3%	9.8%	10.0%	 		
Total operating margin	9.6%	9.7%	9.9%	 		
 	 	 	 	 		
Interest expense, net	 $ (20)	 $ (31)	 $ (32)	 		
Earnings before income taxes	 174	 181	 188	 		
Provision for income taxes	 (50)	 (58)	 (60)	 		
Net earnings	 $ 124	 $ 123	 $ 128	0-4%		
 	 	 	 	 		
Diluted earnings per share from Continuing Operations	 $ 2.63	 $ 2.58	 $ 2.68	~flat		
Diluted shares outstanding	47.0	47.8	47.8	 		
 	 	 	 	 		
Less: Metal Treatment Potential Restructuring (2)	 	 $ (0.17)	 $ (0.17)	 		
Less: R&D Tax Credit 	 $ (0.09)	 	 	 		
Adjusted diluted earnings per share (3)	 $ 2.54	 $ 2.75	 $ 2.85	8-12%		
 	 	 	 	 		
Effective tax rate	29.0%	32.0%	32.0%	 		
 	 	 	 	 		
(1) On March 30, 2012, Curtiss-Wright completed the sale of its heat treating business. These operations, which previously had been reported under the Company's Metal Treatment segment, will be reflected as discontinued operations and have been removed from our 2011 actual results and 2012 financial guidance.		
(2) Management is currently evaluating various restructuring initiatives within the Metal Treatment segment which are currently estimated to negatively impact diluted EPS by $0.17; the actual impact will be determined based upon the completion of the final evaluation.		
(3) Adjusted diluted earnings per share growth calculation excludes the Metal Treatment segment's potential restructuring charge of $0.17 from our 2012 results, as well as the prior year non-recurring R&D tax credit of $4 million, or $0.09 from our 2011 results.		
 	 	 	 	 		
Note: Full year amounts may not add due to rounding	 	 	 	
CURTISS-WRIGHT CORPORATION		
2012 Earnings Guidance from Continuing Operations - As of May 1, 2012 (1)		
(In millions)		

 	2011 Pro	2012 Guidance % Change	 		
 	Forma	Low	High		
Defense Markets	 	 	 		
Aerospace	 $ 305	2%	4%		
Ground	 120	(2%)	(4%)		
Navy	 363	3%	5%		
Other Defense	 32	24%	26%		
Total Defense	 $ 820	3%	5%		
 	 	 	 		
Commercial Markets	 	 	 		
Commercial Aerospace	 $ 306	18%	20%		
Oil and Gas	 245	6%	8%		
Power Generation	 384	18%	20%		
General Industrial/Auto	 263	5%	7%		
Total Commercial	 $ 1,198	13%	15%		
 	 	 	 		
Total Curtiss-Wright	 $ 2,018	9%	11%		
 	 	 	 		
(1) On March 30, 2012, Curtiss-Wright completed the sale of its heat treating business. These operations, which previously had been reported under the Company's Metal Treatment segment, will be reflected as discontinued operations and have been removed from our 2011 actual results and 2012 financial guidance.		
Note: Full year amounts may not add due to rounding	 	 	
 		
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES		
NON-GAAP FINANCIAL DATA (UNAUDITED)		
($ in millions)		
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 		
 	Three Months Ended March 31,		
 	Flow Control	Motion Control	Metal Treatment	Corporate & Other	Total Curtiss - Wright	 	 	 	 	 	 	 	 	 	 		
 	2012	2011	Chg 	2012	2011	Chg	2012	2011	Chg 	2012	2011	Chg	2012	2011	Chg 		
Sales	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 		
Organic	 $ 251.7	 $ 236.8	6%	 $ 155.7	 $ 159.8	(3%)	 $ 58.9	 $ 54.0	9%	 $ -- 	 $ -- 	 	 $ 466.3	 $ 450.6	3%		
Incremental (1)	 15.6 (2)	 2.4 (4)	 	 9.8 (2)	 -- 	 	 11.5 (2)	 -- 	 	 -- 	 -- 	 	 36.9 (2)	 2.4 (4)	 		
Foreign Currency Fav (Unfav) (3)	 (0.4)	 -- 	 	 (0.3)	 -- 	 	 (0.7)	 -- 	 	 -- 	 -- 	 	 (1.4)	 -- 	 		
Total 	 $ 266.8	 $ 239.1	12%	 $ 165.1	 $ 159.8	3%	 $ 69.8	 $ 54.0	29%	 $ -- 	 $ -- 	 	 $ 501.7	 $ 452.9	11%		
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 		
Operating Income	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 		
Organic	 $ 18.4	 $ 19.1	(3%)	 $ 12.0	 $ 16.3	(26%)	 $ 9.5	 $ 7.6	25%	 $ (5.8)	 $ (3.3)	(75%)	 $ 34.1	 $ 39.6	(14%)		
OI Margin %	7.3%	8.1%	-80bps	7.7%	10.2%	-250bps	16.1%	14.0%	210bps	 	 	 	7.3%	8.8%	-150bps		
Incremental (1)	 0.1 (2)	 (0.4) (4)	 	 0.5 (2)	 -- 	 	 0.6 (2)	 -- 	 	 -- 	 -- 	 	 1.2 (2)	 (0.4) (4)	 		
Foreign Currency Fav (Unfav) (3)	 (0.0)	 -- 	 	 0.5	 -- 	 	 (0.2)	 -- 	 	 -- 	 -- 	 	 0.3	 -- 	 		
Total	 $ 18.5	 $ 18.6	(1%)	 $ 12.9	 $ 16.3	(21%)	 $ 9.9	 $ 7.6	30%	 $ (5.8)	 $ (3.3)	(75%)	 $ 35.6	 $ 39.2	(9%)		
OI Margin %	6.9%	7.8%	-90bps	7.8%	10.2%	-240bps	14.1%	14.0%	10bps	 	 	 	7.1%	8.7%	-160bps		
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 		
(1) The term incremental is used to highlight the impact acquisitions had on the current year results, for which there was no comparable prior year data. Therefore, the results of operations for acquisitions are incremental for the first twelve months from the date of acquisition and are removed from our organic results. Additionally, the results of operations for divested businesses are removed from the comparable prior year period for purposes of calculating organic results. The remaining businesses are referred to as organic. 		
(2) Our organic growth calculations do not include the operating results for our December 2, 2011 acquisition of Anatec International, Inc. and Lambert, MacGill, Thomas, Inc., October 11, 2011 acquisition of South Bend Controls, July 28, 2011 acquisition of ACRA Control, Limited (ACRA), July 22, 2011 acquisition of IMR Test Labs, April 6, 2011 acquisition of Douglas, April 8, 2011 acquisition of BASF. 		
(3) Organic results exclude the effects of current period foreign currency translation. 		
(4) We sold our legacy distribution business on July 29, 2011. The first quarter 2011 results of operations for this business have been removed from the comparable prior year period for purposes of calculating organic results.		
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 		
Note: Amounts may not add due to rounding	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
About Curtiss-Wright Corporation
Curtiss-Wright Corporation is an innovative engineering company that provides highly engineered, critical function products, systems and services in the areas of flow control, motion control and metal treatment to the defense, energy and commercial/industrial markets. The legacy company of Glenn Curtiss and the Wright brothers, Curtiss-Wright has a long tradition of design and manufacturing innovation along with long-standing customer relationships. The company employs approximately 8,600 people worldwide. For more information, visit www.curtisswright.com.
The Curtiss-Wright Corporation logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=7709
Certain statements made in this release, including statements about future revenue, financial performance guidance, quarterly and annual revenue, net income, operating income growth, future business opportunities, cost saving initiatives, and future cash flow from operations, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements present management's expectations, beliefs, plans and objectives regarding future financial performance, and assumptions or judgments concerning such performance. Any discussions contained in this press release, except to the extent that they contain historical facts, are forward-looking and accordingly involve estimates, assumptions, judgments and uncertainties.  Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Such risks and uncertainties include, but are not limited to: a reduction in anticipated orders; an economic downturn; changes in competitive marketplace and/or customer requirements; a change in government spending; an inability to perform customer contracts at anticipated cost levels; and other factors that generally affect the business of aerospace, defense contracting, electronics, marine, and industrial companies.  Such factors are detailed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2011, and subsequent reports filed with the Securities and Exchange Commission.
This press release and additional information are available at www.curtisswright.com .
CONTACT: Jim Ryan
         (973) 541-3766
         Jim.Ryan@curtisswright.com

EXHIBIT 99.2