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): August 2, 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	07054	
Address of Principal Executive Offices	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 Thursday, August 2, 2012, the Company issued a press release announcing financial results for the second quarter ended June 30, 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 Friday, August 3, 2012 at 10:00 am EDT for management to discuss the Company's 2012 second quarter performance.  Martin R. Benante, Chairman and CEO, and Glenn E. Tynan, CFO, will host the call.

The financial press release, slide presentation and access to the webcast 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   (888) 203-1112
International   (719) 457-0820
Passcode     4213841

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 August 2, 2012
 
        99.2 Presentation shown during investor and securities analyst webcast on August 3, 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: August 2, 2012

 

 
EXHIBIT INDEX

Exhibit
Number	 	Description	 	
 	 	 	 	
99.1	 	Press Release dated August 2, 2012	 	
 	 	 	 	
99.2	 	Presentation shown during investor and securities analyst webcast on August 3, 2012	 	

 

EXHIBIT 99.1
Curtiss-Wright Reports Second Quarter and Six Months 2012 Financial Results
Net Sales Up 4%; Diluted EPS of $0.48; Company Updates Full Year 2012 Guidance
PARSIPPANY, N.J., Aug. 2, 2012 (GLOBE NEWSWIRE) -- Curtiss-Wright Corporation (NYSE:CW) today reports financial results for the second quarter and six months ended June 30, 2012. All figures presented below, unless stated otherwise, reflect results from continuing operations and exclude the impact of the first quarter 2012 sale of the heat treating business from current and prior year periods.
Second Quarter 2012 Operating Highlights from Continuing Operations
·	Net sales increased 4% to $526 million from $506 million in 2011;
·	Operating income decreased 17% to $41 million from $49 million in 2011, due primarily to restructuring costs of $8 million across all three segments and approximately $6 million in AP1000 strategic investments, most of which were previously announced. Excluding these items, operating income increased 10%;
·	Net earnings decreased 24% to $23 million, or $0.48 per diluted share, from $30 million, or $0.64 per diluted share, in 2011; Excluding the impact of the aforementioned charges, second quarter diluted earnings per share increased 5% from the prior year period; and
·	New orders totaled $485 million, up 1% from 2011, primarily led by solid demand in the naval defense market supporting the ramp-up in construction for the CVN-79 Aircraft Carrier and development on the Ohio Class Replacement Submarine program, as well as continued solid demand in the commercial aerospace market due to production rate increases by Boeing and Airbus.
Six Months 2012 Operating Highlights from Continuing Operations
·	Net sales increased 7% to $1.03 billion from $959 million in 2011;
·	Operating income decreased 14% to $76 million from $88 million in 2011; Excluding the impact of the aforementioned charges, operating income grew 5% from the prior year;
·	Net earnings decreased 20% to $43 million, or $0.90 per diluted share, from $53 million, or $1.13 per diluted share, in 2011; Excluding the impact of the aforementioned charges, diluted earnings per share was comparable to the prior year; and
·	New orders totaled $1.0 billion, up 4% from 2011. At June 30, 2012, backlog was $1.7 billion, essentially in line with December 31, 2011.
"Overall, our second quarter 2012 results were at the high end of our revised guidance, as we generated diluted earnings per share of $0.48," said Martin R. Benante, Chairman and CEO of Curtiss-Wright Corporation. "We produced sales growth of 4%, led by a strong performance in our Metal Treatment segment, and concluded the second quarter with solid 9% growth in our commercial markets led by 21% growth in our commercial aerospace market.
"We expected our second quarter results would be impacted by restructuring charges and additional investments in the AP1000 program. Excluding the impact of these items, operating income grew 10% in the second quarter as we continue to reposition Curtiss-Wright for significantly improved profitability in the latter half of 2012 and beyond."
Second Quarter 2012 Operating Results
Sales
Sales of $526 million in the second quarter of 2012 increased $21 million, or 4%, compared to the prior year period, aided by incremental sales from our acquisitions, which contributed $23 million of sales in the current quarter. Sales grew in all three of our segments, with gains of 13% in Metal Treatment, 3% in Flow Control and 3% in Motion Control. Foreign currency translation negatively impacted sales by approximately $5 million, or 1%.
From a market perspective, sales to our commercial markets increased 9% but were somewhat offset by a 3% decrease in defense sales. The strong performance in our commercial markets was driven by a 21% increase in our commercial aerospace market, 19% of which was organic.  Within our energy markets, we experienced a solid 8% increase in our power generation market and a 4% gain in our oil and gas market.  In our defense markets, solid sales growth of 7% in aerospace defense was more than offset by a 16% decline in ground defense and a 5% reduction in naval defense.
Operating Income
Operating income decreased 17% to $41 million in the second quarter of 2012, down approximately $8 million compared to the prior year period as a result of restructuring charges of $8 million and approximately $6 million of AP1000 strategic investments.  Excluding these restructuring charges and AP1000 strategic investments, operating income increased $5 million, or 10%. Acquisitions contributed approximately $3 million or 7% to the current quarter results, primarily in the Motion Control segment, while foreign currency translation had a minimal impact on current quarter results. 
Within our segments, the Metal Treatment segment reported operating income was $6 million, a decrease of approximately $2 million, or 22%, compared to the prior year period, while operating margin was 8.4%. Excluding the restructuring charges, this segment experienced solid operating income growth of 46% and an operating margin of 15.8% due primarily to higher demand for shot peening services in our commercial aerospace markets. In the Flow Control segment, reported operating income was $19 million, a decrease of $8 million, or approximately 30%, from the comparable prior year period, while operating margin was 6.8%. Excluding the AP1000 strategic investments and $2 million of restructuring costs, operating income in this segment decreased 1% or 40 basis points to 9.6%, due to the expected initial low margin orders associated with our super vessel business. The restructuring actions implemented in the second quarter are expected to improve profitability in the second half of the year. In the Motion Control segment, reported operating income grew 25% due to higher sales to the commercial aerospace market, ongoing cost containment efforts, and the benefits from our previously announced restructuring initiatives.  
Reported operating margin in the second quarter was 7.7%. Operating margin, adjusted to exclude the restructuring charges and AP1000 investments, was 10.3%, up 60 basis points from the prior year due to solid margin expansion in both our Motion Control and Metal Treatment segments. Reported segment operating margin in the second quarter was 9.1%. Segment operating margin, adjusted to exclude the restructuring and AP1000 investments, was 11.7%, an increase of 120 basis points over the prior year quarter.  
Non-segment operating costs increased $3 million in the second quarter of 2012 as compared with the prior year period, mainly due to higher pension and medical expenses.  
Net Earnings
Second quarter net earnings decreased 24% from the comparable prior year period, due to the aforementioned one-time charges, higher interest expense, and a slightly higher effective tax rate.  The higher interest expense is a result of our December 2011 private placement debt offering which led to higher average debt levels and borrowing rates compared to the prior year period.  Our effective tax rate for the current quarter was 33.1%, an increase from 31.6% in the prior year period, mainly due to foreign tax return true-ups.
Free Cash Flow         
Free cash flow was $2 million for the second quarter of 2012, compared to $40 million in the prior year period, primarily due to timing as our year-to-date free cash flow as of June 30, 2012, is essentially the same as the comparable prior year period.  Net cash from operating activities decreased by $35 million from the prior year period, mainly due to lower accounts payable and lower advanced payments on several long-term projects, somewhat offset by improved collections.  Capital expenditures during the second quarter of 2012 were $21 million, an increase of $2 million as compared to the prior year, due to the additional expansion and investments being made in our Metal Treatment segment.
Other Items
The Company repurchased approximately 156,000 shares of its common stock during the second quarter of 2012 at an average price of $31.85 for approximately $5.0 million.
On May 8, the Company's Board of Directors declared a dividend of $0.09 per share of common stock, a 12.5% increase compared to the prior year dividend of $0.08 per share.
Segment Performance
Flow Control – Sales for the second quarter of 2012 were $275 million, an increase of $8 million, or 3%, over the comparable prior year period. The performance was led by a solid 11% increase in our power generation market due to increased production on AP1000 reactor projects in the U.S. and China, as well as higher demand for aftermarket products for existing operating reactors. Our 2011 acquisitions of Anatec and LMT contributed approximately $8 million in sales in the current quarter to this market. Within the oil and gas market, which had slightly higher sales overall, stronger global Maintenance, Repair and Overhaul (MRO) products and vessel sales were mostly offset by lower demand in our large international projects business. In addition, general industrial sales were lower in the quarter, primarily due to slower demand for our control systems for commercial heating, ventilation, and air conditioning ("HVAC") customers.  Meanwhile, we experienced a reduction in the naval defense market, despite increased production on the CVN-79 Ford class aircraft carrier program, primarily due to lower revenues on the Virginia class submarine program, which had a very strong first quarter, based on timing on long-term contracts. In addition, the completion of production on the Electromagnetic Aircraft Launching System and Advanced Arresting Gear programs also contributed to the lower sales as compared to the prior year period. On a year-to-date basis, defense sales in our Flow Control segment were higher by 4% versus the comparable prior year period.  
Operating income in the second quarter of 2012 was $19 million, a decrease of $8 million, or approximately 30%, from the comparable prior year period. The current quarter results were impacted by the expected additional $6 million in investments on AP1000 contracts in our power generation market and the impact of approximately $2 million in restructuring activities in the current quarter, which will yield higher profitability in the second half of the year. In addition, the current year quarter had lower margins on long-term contracts within our super vessel business in the oil and gas market. 
Motion Control – Sales for the second quarter of 2012 were $181 million, an increase of approximately $5 million, or 3%, over the comparable prior year period.  Solid sales growth of 15% in our commercial markets was partially offset by a 4% reduction in sales to our defense markets. Growth in our commercial markets was largely driven by a strong 24% increase in sales in the commercial aerospace market due to increases on all major Boeing aircraft, including new sales being generated by our emergent operations facility in support of the Boeing 787 program. In addition, we also had strong demand for sensor and control products serving the regional jet and commercial helicopter markets. Meanwhile, we experienced mixed performance in our defense markets, as reduced demand in ground defense outpaced higher aerospace defense sales. The decrease in ground defense was largely driven by lower comparable sales on several large platforms and various ground defense applications, partially offset by higher sales of both turret drive systems and ammunition handling systems to international customers. Meanwhile, the increase in aerospace defense was driven by higher sales related to our embedded computing products supporting various helicopter programs, primarily on the Blackhawk helicopter, and was offset by lower sales on the Global Hawk program as the development phase for this program is winding down. Additionally, our 2011 acquisitions of ACRA Control Limited and South Bend Controls contributed approximately $11 million in sales in the current quarter, while unfavorable foreign currency translation reduced sales by nearly $2 million.
Operating income for the second quarter of 2012 grew 25% over the prior year period, on a 3% increase in sales, resulting in operating margin expansion of 230 basis points to 13.0%. The increases in operating income and operating margin were primarily driven by higher demand for our sensor and control products supporting the commercial aerospace market, as well as our ongoing cost containment efforts and the benefits from our previously announced restructuring initiatives. We anticipate that these initiatives will result in improved operating margins in the second half of the year. Acquisitions and foreign currency translation added approximately $3 million and $1 million, respectively, to operating income in the current year quarter.
Metal Treatment – Sales for the second quarter of 2012 were $71 million, an increase of $8 million, or 13%, compared to the prior year period. Our 2011 acquisition of IMR Test Labs contributed approximately $4 million in sales in the current quarter, primarily within the general industrial market. The higher sales were driven by solid demand across most major service offerings and markets, most notably for shot peening services to commercial markets, and the expansion and integration of our recently acquired highly technical thermal spray coatings and analytical services into our global network of existing facilities. From a market perspective, we experienced strong growth in the general industrial and commercial aerospace markets, which grew 21% and 8%, respectively, along with solid sales of coatings in our aerospace defense market.  
Reported operating income in the second quarter of 2012 was $6 million, a decrease of approximately $2 million, or 22%, compared to the prior year period, while operating margin was 8.4%, down 380 basis points. Excluding the impact of the $5 million of restructuring charges, operating income increased 46% while operating margin was 15.8%, up 360 basis points compared to the prior year period. These solid improvements in operating income and margin were primarily driven by higher sales volumes across nearly all major service offerings and markets, resulting in favorable absorption of fixed overhead costs.
Full Year 2012 Guidance
The Company is adjusting its full year 2012 sales guidance to $2.15 - $2.19 billion, compared to prior guidance of $2.19 - $2.23 billion. Pursuant to the June 28, 2012 press release, operating income is expected to range from $207 - $215 million. All other prior guidance remains unchanged.
Note: A more detailed breakdown of our 2012 guidance by segment and by market can be found on the attached accompanying schedules.
Mr. Benante concluded, "Overall, we expect that the solid performance exhibited by most of our businesses and markets thus far in 2012, coupled with our actions to improve profitability across all three of our segments, should provide solid financial performance for Curtiss-Wright in 2012. We have taken numerous actions this year and in prior years to further improve our profitability by implementing various restructuring initiatives, including the recent divestiture of a non-core business which we believe will provide margin expansion in 2013.
"We have revised our sales outlook across both our defense and commercial markets and now expect sales growth of 10-12% in our commercial markets, led by nearly 20% growth in our commercial aerospace market. In our defense markets, we remain cautiously optimistic based on our position as a key supplier on critical defense platforms. However, given the current uncertain defense environment and a slight reduction in demand, we have reduced our full-year expectations slightly to 2-4% growth in our defense markets. These expectations are supported by our 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. While we are reducing our sales estimates, we are maintaining our earnings per share guidance as previously implemented business restructuring initiatives will lead to increased profitability in the second half of the year.
"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 technologies and acquisitions in order to enhance both our portfolio of highly engineered products and services and our market diversification. We expect to achieve this growth based upon our solid backlog, continued strength in our commercial markets, key positions on long-term defense programs, and operational improvements. Overall, I remain optimistic that 2012 will be another solid year for Curtiss-Wright, with the expectation that our operating income growth once again will exceed our growth in sales, and we remain well positioned for long-term profitability and growth."
Conference Call Information
The Company will host a conference call to discuss the second quarter 2012 results and guidance at 10:00 a.m. EDT on Friday, August 3, 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 .

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES		
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)		
(In thousands, except per share data)		
 	 	 	 	 	 	 	 	 		
 	Three Months Ended
June 30,	Change	Six Months Ended
June 30,	Change		
 	2012	2011	$	%	2012	2011	$	%		
 	 	 	 	 	 	 	 	 		
Net sales	 $ 526,386	 $ 505,672	$20,714	4%	 $ 1,028,047	 $ 958,603	$69,444	7%		
Cost of sales	 362,379	 340,091	 22,288	7%	 704,766	 647,119	 57,647	9%		
Gross profit	 164,007	 165,581	 (1,574)	(1%)	 323,281	 311,484	 11,797	4%		
 	 	 	 	 	 	 	 	 		
Research and development expenses	 15,351	 15,129	 222	1%	 30,698	 28,726	 1,972	7%		
Selling expenses	 32,888	 29,936	 2,952	10%	 65,369	 59,159	 6,210	10%		
General and administrative expenses	 75,228	 71,590	 3,638	5%	 151,115	 135,482	 15,633	12%		
 	 	 	 	 	 	 	 	 		
Operating income	 40,540	 48,926	 (8,386)	(17%)	 76,099	 88,117	 (12,018)	(14%)		
 	 	 	 	 	 	 	 	 		
Interest expense	 (6,526)	 (4,967)	 (1,559)	(31%)	 (13,008)	 (10,088)	 (2,920)	(29%)		
Other income, net	 130	 25	 105	NM	 232	 77	 155	NM		
 	 	 	 	 	 	 	 	 		
Earnings from continuing operations before income taxes	 34,144	 43,984	 (9,840)	(22%)	 63,323	 78,106	 (14,783)	(19%)		
Provision for income taxes	 11,309	 13,905	 (2,596)	(19%)	 20,646	 25,060	 (4,414)	(18%)		
Earnings from continuing operations	 22,835	 30,079	 (7,244)	(24%)	 42,677	 53,046	 (10,369)	(20%)		
 	 	 	 	 	 	 	 	 		
Discontinued operations, net of taxes	 	 	 	 	 	 	 	 		
Earnings from discontinued operations	 --	 1,717	 (1,717)	NM	 3,059	 3,266	 (207)	NM		
Gain (loss) on divestiture	 (95)	 --	 (95)	NM	 18,316	 --	 18,316	NM		
Earnings from discontinued operations	 (95)	 1,717	 (1,812)	NM	 21,375	 3,266	 18,109	NM		
 	 	 	 	 	 	 	 	 		
Net earnings	 $ 22,740	 $ 31,796	 $ (9,056)	(28%)	 $ 64,052	 $ 56,312	 $ 7,740	14%		
 	 	 	 	 	 	 	 	 		
Basic earnings per share	 	 	 	 	 	 	 	 		
Earnings from continuing operations	 $ 0.49	 $ 0.65	 	 	 $ 0.91	 $ 1.15	 	 		
Earnings from discontinued operations	  -- 	  0.04	 	 	  0.46	  0.07	 	 		
Total	 $ 0.49	 $ 0.69	 	 	 $ 1.37	 $ 1.22	 	 		
 	 	 	 	 	 	 	 	 		
Diluted earnings per share	 	 	 	 	 	 	 	 		
Earnings from continuing operations	 $ 0.48	 $ 0.64	 	 	 $ 0.90	 $ 1.13	 	 		
Earnings from discontinued operations	  -- 	  0.04	 	 	  0.45	  0.07	 	 		
Total	 $ 0.48	 $ 0.68	 	 	 $ 1.35	 $ 1.20	 	 		
 	 	 	 	 	 	 	 	 		
Dividends per share	 	 	 	 	 	 	 	 		
 	 $ 0.09	 $ 0.08	 	 	 $ 0.17	 $ 0.16	 	 		
Weighted average shares outstanding:	 	 	 	 	 	 	 	 		
Basic	46,820	46,311	 	 	46,737	46,250	 	 		
Diluted	47,501	47,015	 	 	47,519	46,991	 	 		
 	 	 	 	 	 	 	 	 		
NM- not meaningful	 	 	 	 	 	 	 	 	
 	
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)	
(In thousands, except par value)	
 	 	 	 	 	
 	June 30,	December 31,	Change	
 	2012	2011	$	%	
Assets	 	 	 	 	
Current assets:	 	 	 	 	
Cash and cash equivalents	 $ 213,081	 $ 194,387	 $ 18,694	10%	
Receivables, net	 556,194	 556,026	168	0%	
Inventories, net	 354,483	 320,633	33,850	11%	
Deferred tax assets, net	 54,154	 54,275	(121)	(0%)	
Other current assets	 35,647	 41,813	(6,166)	(15%)	
Total current assets	1,213,559	1,167,134	46,425	4%	
Property, plant, and equipment, net	 436,763	 443,555	(6,792)	(2%)	
Goodwill	 759,660	 759,442	218	0%	
Other intangible assets, net	 251,697	 261,448	(9,751)	(4%)	
Deferred tax assets, net	 10,414	 12,137	(1,723)	(14%)	
Other assets	 10,546	 9,121	1,425	16%	
Total assets	 $ 2,682,639	 $ 2,652,837	 $ 29,802	1%	
 	 	 	 	 	
Liabilities	 	 	 	 	
Current liabilities:	 	 	 	 	
Current portion of long-term and short-term debt	 $ 2,466	 $ 2,502	 $ (36)	(1%)	
Accounts payable	 125,333	 150,281	(24,948)	(17%)	
Dividends payable	 4,216	 -- 	4,216	100%	
Accrued expenses	 96,077	 105,196	(9,119)	(9%)	
Income taxes payable	 5,679	 4,161	1,518	36%	
Deferred revenue	 197,850	 200,268	(2,418)	(1%)	
Other current liabilities	 38,566	 42,976	(4,410)	(10%)	
Total current liabilities	470,187	505,384	(35,197)	(7%)	
Long-term debt	 585,660	 583,928	1,732	0%	
Deferred tax liabilities, net	 24,759	 24,980	(221)	(1%)	
Accrued pension and other postretirement benefit costs	 231,302	 232,794	(1,492)	(1%)	
Long-term portion of environmental reserves	 20,124	 19,067	1,057	6%	
Other liabilities	 52,247	 57,645	(5,398)	(9%)	
Total liabilities	1,384,279	1,423,798	(39,519)	(3%)	
 	 	 	 	 	
Stockholders' equity	 	 	 	 	
Common stock, $1 par value	 49,021	 48,879	142	0%	
Additional paid in capital	 146,855	 143,192	3,663	3%	
Retained earnings	 1,244,073	 1,187,989	56,084	5%	
Accumulated other comprehensive loss	 (61,576)	 (65,131)	3,555	5%	
 	1,378,373	1,314,929	63,444	5%	
Less: cost of treasury stock	 (80,013)	 (85,890)	5,877	(7%)	
Total stockholders' equity	1,298,360	1,229,039	69,321	6%	
 	 	 	 	 	
Total liabilities and stockholders' equity	 $ 2,682,639	 $ 2,652,837	 $ 29,802	1%	
 	
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
SEGMENT INFORMATION (UNAUDITED)	
(In thousands)	
 	 	 	 	 	
 	Three Months Ended
June 30,	Six Months Ended
June 30,	
 	2012	2011	Change
%	2012	2011	Change
%	
Sales:	 	 	 	 	 	 	
Flow Control	 $ 274,653	 $ 266,608	3%	 $ 541,444	 $ 505,748	7%	
Motion Control	 181,090	 176,512	3%	 346,176	 336,292	3%	
Metal Treatment	 70,643	 62,552	13%	 140,427	 116,563	20%	
 	 	 	 	 	 	 	
Total sales	 $ 526,386	 $ 505,672	4%	 $ 1,028,047	 $ 958,603	7%	
 	 	 	 	 	 	 	
Operating income:	 	 	 	 	 	 	
Flow Control	 $ 18,614	 $ 26,532	(30%)	 $ 37,141	 $ 45,164	(18%)	
Motion Control	 23,527	 18,804	25%	 36,456	 35,090	4%	
Metal Treatment	 5,937	 7,644	(22%)	 15,793	 15,209	4%	
 	 	 	 	 	 	 	
Total segments	 48,078	52,980	(9%)	 $ 89,390	 $ 95,463	(6%)	
Corporate and other	 (7,538)	(4,054)	(86%)	 (13,291)	 (7,346)	(81%)	
 	 	 	 	 	 	 	
Total operating income	 $ 40,540	 $ 48,926	(17%)	 $ 76,099	 $ 88,117	(14%)	
 	 	 	 	 	 	 	
Operating margins:	 	 	 	 	 	 	
Flow Control	6.8%	10.0%	 	6.9%	8.9%	 	
Motion Control	13.0%	10.7%	 	10.5%	10.4%	 	
Metal Treatment	8.4%	12.2%	 	11.2%	13.0%	 	
Total Curtiss-Wright	7.7%	9.7%	 	7.4%	9.2%	 	
 	 	 	 	 	 	 	
Segment margins	9.1%	10.5%	 	8.7%	10.0%	 	
 	
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
SEGMENT NON-GAAP FINANCIAL INFORMATION (UNAUDITED)	
(In thousands)	
 	 	 	 	 	 	 	
 	Three Months Ended
June 30,	Six Months Ended
June 30,	
 	2012	2011	Change
%	2012	2011	Change
%	
 	 	 	 	 	 	 	
Reported operating income:	 	 	 	 	 	 	
Flow Control	 $ 18,614	 $ 26,532	(30%)	 $ 37,141	 $ 45,164	(18%)	
Motion Control	 23,527	 18,804	25%	 36,456	 35,090	4%	
Metal Treatment	 5,937	 7,644	(22%)	 15,793	 15,209	4%	
 	 	 	 	 	 	 	
Total segments	 48,078	52,980	(9%)	 $ 89,390	 $ 95,463	(6%)	
Corporate and other	 (7,538)	(4,054)	(86%)	 (13,291)	 (7,346)	(81%)	
 	 	 	 	 	 	 	
Total reported operating income	 $ 40,540	 $ 48,926	(17%)	 $ 76,099	 $ 88,117	(14%)	

Reported operating margins:	 	 	 	 	 	 	
Flow Control	6.8%	10.0%	 	6.9%	8.9%	 	
Motion Control	13.0%	10.7%	 	10.5%	10.4%	 	
Metal Treatment	8.4%	12.2%	 	11.2%	13.0%	 	
Total Curtiss-Wright	7.7%	9.7%	 	7.4%	9.2%	 	
 	 	 	 	 	 	 	
Segment margins	9.1%	10.5%	 	8.7%	10.0%	 	
 	 	 	 	 	 	 	
Adjustments: AP1000 and restructuring charges	 	 	 	 	 	 	
Flow Control *	 $ 7,799	 $ 100	 	 $ 8,274	 $ 200	 	
Motion Control	 484	 -- 	 	 3,058	 -- 	 	
Metal Treatment	 5,241	 -- 	 	 5,241	 -- 	 	
Total Curtiss-Wright	 $ 13,524	 $ 100	 	 $ 16,573	 $ 200	 	
 	 	 	 	 	 	 	
Adjusted operating income:	 	 	 	 	 	 	
Flow Control 	 $ 26,413	 $ 26,632	(1%)	 $ 45,415	 $ 45,364	0%	
Motion Control	 24,011	 18,804	28%	 39,514	 35,090	13%	
Metal Treatment	 11,178	 7,644	46%	 21,034	 15,209	38%	
Total segments	 $ 61,602	 $ 53,080	16%	 $ 105,963	 $ 95,663	11%	
Corporate and other	 (7,538)	 (4,054)	(86%)	 (13,291)	 (7,346)	(81%)	
Total Curtiss-Wright	 $ 54,064	 $ 49,026	10%	 $ 92,672	 $ 88,317	5%	
 	 	 	 	 	 	 	
Adjusted operating margins:	 	 	 	 	 	 	
Flow Control	9.6%	10.0%	 	8.4%	9.0%	 	
Motion Control	13.3%	10.7%	 	11.4%	10.4%	 	
Metal Treatment	15.8%	12.2%	 	15.0%	13.0%	 	
Total Curtiss-Wright	10.3%	9.7%	 	9.0%	9.2%	 	
 	 	 	 	 	 	 	
Segment margins	11.7%	10.5%	 	10.3%	10.0%	 	
 	 	 	 	 	 	 	
* Includes approximately $6 million in AP1000 strategic investments, recorded in the second quarter, for replacement materials and higher estimated painting, disassembly, inspection and packaging costs.	
 	
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
NON-GAAP FINANCIAL DATA (UNAUDITED)	
(In thousands)	
 	 	 	 	 	
 	Three Months Ended
June 30,	Six Months Ended
June 30,	
 	2012	2011	2012	2011	
 	 	 	 	 	
Net cash provided by operating activities	 $ 22,959	 $ 57,838	 $ 18,240	 $ 15,053	
Capital expenditures	 (20,549)	 (18,294)	 (40,716)	 (37,539)	
Free cash flow (1)	 $ 2,410	 $ 39,544	 $ (22,476)	 $ (22,486)	
 	 	 	 	 	
Cash conversion (1)	11%	124%	(35%)	(40%)	
 	 	 	 	 	
(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 operating activities less capital expenditures. 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 August 2, 2012 (1)		
(In millions, except per share data)		
 	 		
 	2011 Pro	2012 Guidance	Change		
 	 Forma	Low	High	%		
Sales:	 	 	 	 		
Flow Control 	 $ 1,061	 $ 1,160	 $ 1,170	9-10%		
Motion Control 	 710	 720	 740	1-4%		
Metal Treatment 	 247	 270	 280	9-13%		
Total sales	 $ 2,018	 $ 2,150	 $ 2,190	7-9%		
 	 	 	 	 		
Operating income:	 	 	 	 		
Flow Control	 $ 103	 $ 111	 $ 114	7-10%		
Motion Control	 81	 100	 103	23-27%		
Metal Treatment	 33	 29	 31	(5-11%)		
Total segments	 $ 217	 $ 240	 $ 248	11-14%		
Corporate and other	 (23)	 (33)	 (33)	 		
Total operating income	 $ 194	 $ 207	 $ 215	7-11%		
 	 	 	 	 		
Operating margins:	 	 	 	 		
Flow Control	9.7%	9.6%	9.7%	 		
Motion Control	11.4%	13.8%	13.9%	 		
Metal Treatment	13.3%	10.9%	11.1%	 		
Total operating margin	9.6%	9.6%	9.8%	 		
 	 	 	 	 		
Interest expense	 $ (21)	 $ (32)	 $ (33)	 		
Earnings before income taxes	 174	 176	 183	 		
Provision for income taxes	 (50)	 (56)	 (58)	 		
Net earnings	 $ 124	 $ 120	 $ 124	(0-3%)		
 	 	 	 	 		
Reported diluted earnings per share from Continuing Operations	 $ 2.63	 $ 2.50	 $ 2.60	(1-5%)		
Diluted shares outstanding	47.0	47.8	47.8	 		
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.		
 	 	 	 		
Note: Full year amounts may not add due to rounding	 	 	 		

NON-GAAP FINANCIAL DATA (UNAUDITED):		
 	 	 	 	 		
Reported diluted earnings per share from Continuing Operations	 $ 2.63	 $ 2.50	 $ 2.60	(1-5%)		
Adjustments:	 	 	 	 		
Less: Metal Treatment Restructuring	 	 $ (0.18)	 $ (0.18)	 		
Less: R&D Tax Credit 	 $ (0.09)	 	 	 		
Adjusted diluted earnings per share (2)	 $ 2.54	 $ 2.68	 $ 2.78	6-10%		
 		
(2) Adjusted diluted earnings per share growth calculation excludes the Metal Treatment segment's restructuring charge of $0.18 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.		
 		
CURTISS-WRIGHT CORPORATION		
2012 Earnings Guidance from Continuing Operations - As of August 2, 2012 (1)		
(In millions)		
 	 	 	 		
 	2011 Pro 	2012 Guidance % Change		
 	Forma	Low	High		
 	 	 	 		
Defense Markets	 	 	 		
Aerospace	 $ 305	2%	4%		
Ground	 120	(12%)	(14%)		
Navy	 363	6%	8%		
Other Defense	 32	4%	6%		
Total Defense	 $ 820	2%	4%		
 	 	 	 		
Commercial Markets	 	 	 		
Commercial Aerospace	 $ 306	18%	20%		
Oil and Gas	 245	3%	5%		
Power Generation	 384	15%	17%		
General Industrial/Auto	 263	1%	3%		
Total Commercial	 $ 1,198	10%	12%		
 	 	 	 		
Total Curtiss-Wright	 $ 2,018	7%	9%		

(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 June 30,		
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 		
 	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	 $ 268.3	 $ 261.9	2%	 $ 172.1	 $ 176.5	(3%)	 $ 67.7	 $ 62.6	8%	 $ -- 	 $ -- 	 	 $ 508.1	 $ 500.9	1%		
Incremental (1)	 8.0 (2)	 4.7 (4)	 	 10.9 (2)	 -- 	 	 4.4 (2)	 -- 	 	 -- 	 -- 	 	 23.2 (2)	 4.7 (4)	 		
Foreign Currency Fav (Unfav) (3)	 (1.6)	 -- 	 	 (1.8)	 -- 	 	 (1.5)	 -- 	 	 -- 	 -- 	 	 (4.9)	 -- 	 		
Total 	 $ 274.7	 $ 266.6	3%	 $ 181.1	 $ 176.5	3%	 $ 70.6	 $ 62.6	13%	 $ -- 	 $ -- 	 	 $ 526.4	 $ 505.7	4%		
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 		
Operating Income	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 		
Organic	 $ 18.0	 $ 26.6	(32%)	 $ 19.9	 $ 18.8	6%	 $ 5.9	 $ 7.6	(23%)	 $ (7.5)	 $ (4.1)	(84%)	 $ 36.4	 $ 49.0	(26%)		
OI Margin %	6.7%	10.2%	(350)bps	11.5%	10.7%	80bps	8.7%	12.2%	(350)bps	 	 	 	7.2%	9.8%	(260)bps		
Incremental (1)	 0.7 (2)	 (0.1) (4)	 	 2.6 (2)	 -- 	 	 0.3 (2)	 -- 	 	 -- 	 -- 	 	 3.5 (2)	 (0.1) (4)	 		
Foreign Currency Fav (Unfav) (3)	 (0.1)	 -- 	 	 1.1	 -- 	 	 (0.3)	 -- 	 	 (0.1)	 -- 	 	 0.7	 -- 	 		
Total	 $ 18.6	 $ 26.5	(30%)	 $ 23.5	 $ 18.8	25%	 $ 5.9	 $ 7.6	(22%)	 $ (7.5)	 $ (4.1)	(86%)	 $ 40.5	 $ 48.9	(17%)		
OI Margin %	6.8%	10.0%	(320)bps	13.0%	10.7%	230bps	8.4%	12.2%	(380)bps	 	 	 	7.7%	9.7%	(200)bps		

(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 acquisitions of Anatec International, Inc. and Lambert, MacGill, Thomas, Inc. (LMT), October 11, 2011 acquisition of South Bend Controls, July 28, 2011 acquistion of ACRA Control, Limited (ACRA), July 22, 2011 acquistion of IMR Test Labs.		
(3) Organic results exclude the effects of current period foreign currency translation. 		
(4) We sold our Legacy business on July 22, 2011. The three months and six months ended June 30, 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