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): February 21, 2018
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.

 
 
13925 Ballantyne Corporate Place, Suite 400	 	
Charlotte, North Carolina	28277	
Address of Principal Executive Offices	Zip Code	

Registrant's telephone number, including area code: (704) 869-4600
--------------
(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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 
1

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

On Wednesday, February 21, 2018, the Company issued a press release announcing financial results for the fourth quarter and full-year ended December 31, 2017.  A conference call and webcast presentation will be held on February 22, 2018 at 9:00 am EDT for management to discuss the Company's fourth quarter and full-year 2017 performance and 2018 financial guidance.  David C. Adams, Chairman and CEO, and Glenn E. Tynan, Vice President and CFO, will host the call.  A copy of the press release and the webcast slide presentation are attached hereto as Exhibits 99.1 and 99.2.

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 . In addition, the Listen-Only dial-in number for domestic callers is (844) 220-4970, while international callers can dial (262) 558-6349.  For those unable to participate live, 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 seven days.

Conference Call Replay:
Domestic   (855) 859-2056
International (404) 537-3406
Passcode 7238508

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 February 21, 2018
 
99.2 Presentation shown during investor and securities analyst webcast on February 22, 2018
 
2

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:   February 21, 2018	 	 	
 
3

EXHIBIT INDEX

Exhibit 
 Number	Description	
 	 	
99.1	Press Release dated February 21, 2018	
99.2	Presentation shown during investor and securities analyst webcast on February 22, 2018	

4

Exhibit 99.1
 
Curtiss-Wright Reports Fourth Quarter and Full-Year 2017 Financial Results and Issues 2018 Guidance
CHARLOTTE, N.C.--(BUSINESS WIRE)--February 21, 2018--Curtiss-Wright Corporation (NYSE: CW) reports financial results for the fourth quarter and full-year ended December 31, 2017.
Fourth Quarter 2017 Highlights
·	Diluted earnings per share (EPS) of $1.52;
·	Free cash flow of $209 million and free cash flow conversion of 308%, as defined in table below;
·	Net sales of $612 million, up 8%, including 3% organic growth;
·	Operating income of $109 million, up 2%;
·	Operating margin of 17.8%, down 100 basis points;
·	Effective tax rate of 31.8%, including the impact of the Tax Cuts and Jobs Act (TCJA); and
·	New orders of $580 million, up 17%.
Full-Year 2017 Highlights
·	Diluted earnings per share (EPS) of $4.80, came in ahead of expectations and up 14% compared with the prior year;
·	Free cash flow of $336 million and free cash flow conversion of 156%, driven by a solid reduction in working capital;
·	Net sales of $2.3 billion, up 8%, including 5% organic growth, driven by higher sales in all end markets;
·	Operating income of $340 million, up 10%;
·	Operating margin of 15.0%, up 40 basis points;
·	Effective tax rate of 28.3%, including the impact of the Tax Cuts and Jobs Act;
·	Backlog of $2.0 billion increased 3% from December 31, 2016; and
·	Share repurchase of approximately $51 million or 0.5 million shares.
Full-Year 2018 Business Outlook
·	Expect higher sales (+3-5%), operating income (+9-12%), operating margin (+90-110 basis points) and diluted earnings per share (+18-21%);
·	Anticipate higher sales in all end markets;
·	Adjusted free cash flow (which excludes a $50 million voluntary pension contribution) to range from $280 to 300 million; and
·	Announced acquisition of Dresser-Rand government business expected to provide solid increase to sales and would be accretive to EPS, excluding purchase accounting.

“We were pleased with our fourth quarter results, as we generated a solid operational performance and delivered stronger than anticipated diluted EPS of $1.52,” said David C. Adams, Chairman and CEO of Curtiss-Wright Corporation. “We reported an 8% increase in sales, led by a solid contribution from the Teletronics Technology Corporation (TTC) acquisition in the Defense segment. Further, we generated over $200 million in free cash flow driven by a significant reduction in working capital, while new orders increased 17% driven by strong demand in both our defense and commercial businesses.”
“Full-year 2017 results reflect a strong operational performance which exceeded our expectations driven by solid 8% top-line growth, 5% of which was organic, improved profitability that generated a 15.0% operating margin and stronger than anticipated EPS of $4.80. In addition, we significantly exceeded expectations by generating nearly $340 million in free cash flow in 2017, as we efficiently reduced working capital to 18.8% of sales and achieved our goal to reach the top quartile of our peer group. We are delivering on our long-term strategy and continue to drive solid operating margin expansion and free cash flow generation.”
“For 2018, we are projecting another solid operational performance, as we expect higher sales in all end markets, double-digit growth in operating income and EPS, and 80 to 100 basis point improvement in unadjusted operating margin to a range of 15.8% to 16.0%. We are excited about the recently announced acquisition of the Dresser-Rand government business, which will significantly expand our naval defense business and supports our objective for long-term profitable growth. We remain extremely focused on driving increased operational efficiencies, continuing to invest in our future growth, and maintaining top-quartile financial performance for all of our key metrics to generate significant value for our shareholders.”

Fourth Quarter 2017 Operating Results from Continuing Operations	
						 	
(In thousands)		4Q-2017		4Q-2016		Change	
Sales		$	611,881			$	565,566			8	%	
Operating income			108,695				106,173			2	%	
Operating margin			17.8	%			18.8	%		(100 bps)	
						 	
Sales
Sales of $612 million in the fourth quarter increased $46 million, or 8%, compared with the prior year, reflecting a $25 million, or 4%, contribution from our acquisition of TTC, a $15 million, or 3%, increase in organic sales, and a $6 million, or 1%, benefit from favorable foreign currency translation.
Higher organic sales were driven by improved industrial demand in the Commercial/Industrial segment and higher aerospace and naval defense sales in the Defense segment, partially offset by lower power generation revenues in the Power segment.
From an end market perspective, sales to the defense markets increased 18%, 7% of which was organic, while sales to the commercial markets increased 2%, compared with the prior year. Please refer to the accompanying tables for a breakdown of sales by end market.

Operating Income
Operating income in the fourth quarter was $109 million, an increase of $3 million, or 2%, compared with the prior year. These results primarily reflect strong profitability associated with the TTC acquisition in the Defense segment, partially offset by lower sales and reduced profitability in the nuclear aftermarket business in the Power segment, and higher incentive compensation expense across all three segments.
Operating margin was 17.8%, a decrease of 100 basis points over the prior year, primarily reflecting lower sales and operating income in the Power segment, unfavorable sales mix in the Commercial/Industrial segment, and higher incentive compensation expense.
Non-segment Expense
Non-segment expenses decreased by approximately $2 million compared with the prior year, primarily due to lower corporate expenses and lower foreign currency transactional losses.
Net Earnings
Fourth quarter net earnings decreased 4% compared with the prior year, as higher operating income was more than offset by a higher tax rate.
The effective tax rate (ETR) for the fourth quarter was 31.8%, an increase from 26.3% in the prior year quarter, primarily driven by a net charge of approximately $10 million, or $0.23 per share, related to the 2017 TCJA, reflecting:
·	a $22 million charge for the mandatory deemed repatriation of foreign earnings (“transition tax”), which is payable over 8 years beginning in 2018, partially offset by:
·	a $12 million benefit relative to re-measurement of U.S. deferred tax balances to reflect the new lower U.S. corporate income tax rate.

These amounts represent provisional estimates, subject to finalization over the course of 2018.	
						 	
(In thousands)		4Q-2017		ETR		EPS	
Base Provision for Income Taxes		$	23,793			24.0	%			
Impact of share based compensation		$	(2,435	)		(2.5	%)		$	0.05		
Net Impact of TCJA:							
Transition Tax		$	21,983						
Deferred Tax Revaluation		 	(11,759	)					
		$	10,224	 		10.3	%		$	(0.23	)	
						 	
Final Provision for Income Taxes		$	31,582			31.8	%		$	(0.18	)	

	 	 		 		
Free Cash Flow						
					 	
(In thousands)			4Q-2017		4Q-2016	
Net cash provided by operating activities			$	226,405			$	155,985		
Capital expenditures			 	(17,831	)		 	(20,649	)	
Free cash flow			$	208,574			$	135,336		

Free cash flow, defined as cash flow from operations less capital expenditures, was $209 million for the fourth quarter of 2017, an increase of $73 million compared with the prior year. Net cash provided by operating activities increased $70 million to $226 million, due to higher cash earnings and improved working capital, specifically lower receivables and higher deferred revenue, including a $25 million advanced cash payment on the AP1000 China Direct program that was originally expected in 2018. Capital expenditures decreased by $3 million to $18 million, as the prior year period included increased investment in a facility expansion in the Commercial/Industrial segment.
New Orders and Backlog
New orders of $580 million in the fourth quarter increased 17% compared with the prior year, due to higher demand for commercial aerospace and industrial vehicle products within the Commercial/Industrial segment, as well as higher demand for embedded computing and flight test instrumentation products within the Defense segment. Backlog of $2.0 billion increased 3% from December 31, 2016.
Other Items – Share Repurchase
During the fourth quarter, the Company repurchased 112,881 shares of its common stock for approximately $13 million. For full-year 2017, the Company repurchased 516,313 shares of its common stock for approximately $51 million.
Other Items – Pension
The adoption of Accounting Standards Update (ASU) 2017-07 “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost” results in the reclassification of the non-service components of Pension expense from Operating Income to Other Income/Expense effective for fiscal years beginning after December 15, 2017. The adoption of the new standard is not expected to impact our sales, net earnings, cash flows or liabilities. For comparison purposes, as shown in the guidance table below and in the financial tables that follow, we have provided restated financial information for 2017 results and 2018 guidance incorporating the adoption of this new accounting standard.

	 	 		 	 		 	 		
Full-Year 2018 Guidance	
The Company is issuing its full-year 2018 financial guidance as follows (does not include the potential acquisition of the Dresser-Rand government business):	
									 	
			2017						2018 Guidance	
			(Adjusted for Pension			2018 Guidance			(Adjusted for Pension	
			Reclassification)			(Unadjusted)			Reclassification)	
Total sales			$2.271 billion			$2.335 - $2.375 billion			$2.335 - $2.375 billion	
Operating income			$325 million			$369 - $379 million			$355 - $365 million	
Operating margin			14.3%			15.8% - 16.0%			15.2% - 15.4%	
Interest expense			$41 million			$37 - $38 million			$37 - $38 million	
Effective tax rate			28.3%			24.0%			24.0%	
Diluted earnings per share			$4.80			$5.65 - $5.80			$5.65 - $5.80	
Diluted shares outstanding			44.8 million			44.7 million			44.7 million	
Free cash flow			$336 million			$230 - $250 million			$230 - $250 million	
Adjusted free cash flow			$336 million			$280 - $300 million			$280 - $300 million	
									 	
Notes:
·	Full-year 2017 and 2018 effective tax rate guidance includes the impacts of the Tax Cuts and Jobs Act.
·	Full-year 2017 adjusted results and 2018 guidance include the impacts from the aforementioned pension reclassification. This accounting change lowers operating income by $14.6 million and $14.0 million, respectively, and lowers operating margin by 70 and 60 basis points, respectively, in full-year 2017 and projected full-year 2018 periods. This change is neutral to earnings per share in both periods.
·	In February 2018, the Company elected to make a $50 million voluntary contribution to its corporate defined benefit pension plan.
·	Adjusted free cash flow for full-year 2018 excludes the aforementioned pension contribution of $50 million.
·	In January 2018, the Company adopted Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (ASC 606). The impact to 2018 is projected to be immaterial.
·	The Company will update its guidance to reflect the financial impact of the Dresser-Rand government business following the closing of the transaction, currently expected in the second quarter of 2018.
·	A more detailed breakdown of the Company’s 2018 guidance by segment and by market can be found in the accompanying schedules.

Fourth Quarter 2017 Segment Performance	
 	
Commercial/Industrial	
(In thousands)		4Q-2017		4Q-2016		Change	
Sales		$	298,329			$	278,346			7	%	
Operating income			47,240				48,474			(3	%)	
Operating margin			15.8	%			17.4	%		(160 bps)	

Sales for the fourth quarter were $298 million, an increase of $20 million, or 7%, over the prior year. Organic sales increased $16 million, or 6%, while favorable foreign currency translation added $4 million, or 1%. Our results primarily reflect higher sales in the general industrial market, due to continued solid demand for industrial vehicle products. We also experienced higher sales in the commercial aerospace market, primarily due to higher sales of sensors and actuation systems on narrow body aircraft. In the naval defense market, our results reflect lower revenues on the Virginia-class submarine program, based on the timing of production.
Operating income in the fourth quarter was $47 million, a decrease of $1 million, or 3%, compared with the prior year, while operating margin decreased 160 basis points to 15.8%. The decrease in operating income and margin primarily reflects lower sales and profitability for naval valves, unfavorable mix in industrial vehicle products, and higher incentive compensation expense. Those results were partially offset by higher sales and improved profitability for sensors and controls products and surface treatment services.

Defense							
						 	
(In thousands)		4Q-2017		4Q-2016		Change	
Sales		$	172,511			$	133,353			29	%	
Operating income			43,377				34,015			28	%	
Operating margin			25.1	%			25.5	%		(40 bps)	
										 	
Sales for the fourth quarter were $173 million, an increase of $39 million, or 29%, from the prior year. These results primarily reflect a $25 million, or 18%, contribution from our acquisition of TTC, a $12 million, or 9%, increase in organic sales, and a $2 million, or 2%, benefit from favorable foreign currency translation. In the aerospace defense market, our results reflect higher sales of data acquisition and flight test equipment from TTC, most notably on the F-35 Joint Strike Fighter program, as well as higher sales of embedded computing products supporting various Intelligence, Surveillance and Reconnaissance (ISR) programs. We also experienced higher sales in the naval defense market, most notably for our defense electronics products on the Virginia-class submarine program. In the ground defense market, our results reflect higher sales of our embedded computing products supporting upgrades to the Abrams main battle tank program.
Operating income in the fourth quarter was $43 million, an increase of $9 million, or 28%, compared with the prior year, while operating margin decreased 40 basis points to 25.1%. Excluding a $9 million, or 27%, benefit from the TTC acquisition, organic operating income increased 4%, while operating margin decreased 120 basis points to 24.3% compared with the prior year, driven primarily by an unfavorable shift in mix for our defense electronics products, and higher incentive compensation expense. Meanwhile, unfavorable foreign currency translation reduced current quarter operating income by approximately $1 million, or 3%.

Power	
						 	
(In thousands)		4Q-2017		4Q-2016		Change	
Sales		$	141,041			$	153,867			(8	%)	
Operating income			24,364				31,600			(23	%)	
Operating margin			17.3	%			20.5	%		(320 bps)	

Sales for the fourth quarter were $141 million, a decrease of $13 million, or 8%, from the prior year. Our results primarily reflect decreased sales in the power generation market, as lower aftermarket sales supporting currently operating nuclear reactors and lower revenues on the domestic AP1000 program were only partially offset by higher revenues on the AP1000 China Direct program. In the naval defense market, our results reflect higher revenues on the Virginia-class submarine and CVN-80 aircraft carrier programs, based on the timing of production, as well as the new Columbia class submarine program, supporting the ramp-up in development.
Operating income in the fourth quarter was $24 million, a decrease of $7 million, or 23%, compared with the prior year, while operating margin decreased 320 basis points to 17.3%. This performance reflects reduced sales and profitability in the nuclear aftermarket business, lower revenues on the domestic AP1000 program, and higher incentive compensation expense, partially offset by higher production and profitability on the AP1000 China Direct program.
Conference Call & Webcast Information
The Company will host a conference call to discuss fourth quarter and full-year 2017 financial results and expectations for 2018 guidance at 9:00 a.m. EST on Thursday, February 22, 2018. A live webcast of the call and the accompanying financial presentation, as well as a replay of the call, 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)	
($'s in thousands, except per share data)	
	 	 		 	 		 	 		 		 	 		 	 		 	 		 		
			Three Months Ended			Year Ended	
			December 31,			Change			December 31,			Change	
			2017			2016			$		%			2017			2016			$		%	
Product sales			$	503,140				$	470,211				$	32,929			7	%			$	1,854,216				$	1,714,358				$	139,858			8	%	
Service sales			108,741	 			95,355	 			13,386	 		14	%			416,810	 			394,573	 			22,237	 		6	%	
Total net sales			611,881				565,566				46,315			8	%			2,271,026				2,108,931				162,095			8	%	
																						 	
Cost of product sales			305,912				294,195				11,717			4	%			1,184,358				1,100,287				84,071			8	%	
Cost of service sales			67,702	 			62,646	 			5,056	 		8	%			268,073	 			258,161	 			9,912	 		4	%	
Total cost of sales			373,614				356,841				16,773			5	%			1,452,431				1,358,448				93,983			7	%	
																						 	
Gross profit			238,267				208,725				29,542			14	%			818,595				750,483				68,112			9	%	
																						 	
Research and development expenses			14,934				14,125				809			6	%			60,308				58,592				1,716			3	%	
Selling expenses			33,671				26,203				7,468			29	%			120,002				111,228				8,774			8	%	
General and administrative expenses			80,967	 			62,224	 			18,743	 		30	%			298,542	 			272,565	 			25,977	 		10	%	
																						 	
Operating income			108,695				106,173				2,522			2	%			339,743				308,098				31,645			10	%	
																						 	
Interest expense			9,887				10,554				(667	)		(6	%)			41,471				41,248				223			1	%	
Other income, net			524	 			293	 			231	 		79	%			1,347	 			1,111	 			236	 		21	%	
																						 	
Earnings before income taxes			99,332				95,912				3,420			4	%			299,619				267,961				31,658			12	%	
Provision for income taxes			(31,582	)			(25,244	)			(6,338	)		25	%			(84,728	)			(78,579	)			(6,149	)		8	%	
Earnings from continuing operations			$	67,750	 			$	70,668	 			$	(2,918	)		(4	%)			$	214,891	 			$	189,382	 			$	25,509	 		13	%	
																						 	
Loss from discontinued operations, net of tax			—				(2,053	)			2,053			NM			—				(2,053	)			2,053			NM	
			 			 			 					 			 			 			
Net earnings			$	67,750	 			$	68,615	 			$	(865	)		(1	%)			$	214,891	 			$	187,329	 			$	27,562	 		15	%	
																						 	
Basic earnings per share																							
Earnings from continuing operations			$	1.54				$	1.60									$	4.86				$	4.27							
Earnings from discontinued operations			—	 			(0.05	)								—	 			(0.05	)						
Total			$	1.54	 			$	1.55	 								$	4.86	 			$	4.22	 						
																						 	
Diluted earnings per share																							
Earnings from continuing operations			$	1.52				$	1.58									$	4.80				$	4.20							
Earnings from discontinued operations			—	 			(0.05	)								—	 			(0.05	)						
Total			$	1.52	 			$	1.53	 								$	4.80	 			$	4.15	 						

Dividends per share			$	0.15	 			$	0.13	 								$	0.56	 			$	0.52	 						
																						 	
Weighted average shares outstanding:																							
Basic			44,132				44,173									44,182				44,389							
Diluted			44,692				44,789									44,761				45,045							
																						 	
NM- not meaningful																							

 	
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)	
($'s in thousands, except par value)	

									 	
			December 31,			December 31,			Change	
			2017			2016			%	
Assets										
Current assets:										
Cash and cash equivalents			$	475,120				$	553,848				(14	%)	
Receivables, net			494,923				463,062				7	%	
Inventories, net			378,866				366,974				3	%	
Other current assets			52,951	 			30,927	 			71	%	
Total current assets			1,401,860	 			1,414,811	 			(1	%)	
Property, plant, and equipment, net			390,235				388,903				0	%	
Goodwill			1,096,329				951,057				15	%	
Other intangible assets, net			329,668				271,461				21	%	
Other assets			18,229	 			11,549	 			58	%	
Total assets			$	3,236,321	 			$	3,037,781	 			7	%	
									 	
Liabilities										
Current liabilities:										
Current portion of long-term and short term debt			$	150				$	150,668				NM	
Accounts payable			185,176				177,911				4	%	
Accrued expenses			150,406				130,239				15	%	
Income taxes payable			4,564				18,274				(75	%)	
Deferred revenue			214,891				170,143				26	%	
Other current liabilities			35,810	 			28,027	 			28	%	
Total current liabilities			590,997	 			675,262	 			(12	%)	
Long-term debt, net			813,989				815,630				0	%	
Deferred tax liabilities, net			49,360				49,722				(1	%)	
Accrued pension and other postretirement benefit costs			121,043				107,151				13	%	
Long-term portion of environmental reserves			14,546				14,024				4	%	
Other liabilities			118,586	 			84,801	 			40	%	
Total liabilities			1,708,521	 			1,746,590	 			(2	%)	
									 	
Stockholders' equity										
Common stock, $1 par value			$	49,187				$	49,187				0	%	
Additional paid in capital			120,609				129,483				(7	%)	
Retained earnings			1,944,324				1,754,907				11	%	
Accumulated other comprehensive loss			(216,840	)			(291,756	)			(26	%)	
Less: cost of treasury stock			(369,480	)			(350,630	)			5	%	
Total stockholders' equity			1,527,800	 			1,291,191	 			18	%	
			 			 				
Total liabilities and stockholders' equity			$	3,236,321	 			$	3,037,781	 			7	%	
									 	
NM- not meaningful										

 	
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
SEGMENT INFORMATION (UNAUDITED)	
($'s in thousands)	

			Three Months Ended		Year Ended	
			December 31,		December 31,	
							Change						Change	
			2017		2016		%		2017		2016		%	
Sales:														
Commercial/Industrial			$	298,329			$	278,346			7	%		$	1,162,689			$	1,118,768			4	%	
Defense			172,511			133,353			29	%		555,479			466,654			19	%	
Power			141,041	 		153,867	 		(8	%)		552,858	 	 	523,509	 		6	%	
													 	
Total sales			$	611,881			$	565,566			8	%		$	2,271,026			$	2,108,931			8	%	
													 	
Operating income (expense):											
Commercial/Industrial			$	47,240			$	48,474			(3	%)		$	168,328			$	156,550			8	%	
Defense			43,377			34,015			28	%		109,355			98,291			11	%	
Power			24,364	 		31,600	 		(23	%)		85,260	 		76,472	 		11	%	
													 	
Total segments			$	114,981			$	114,089			1	%		$	362,943			$	331,313			10	%	
Corporate and other			(6,286	)		(7,916	)		21	%		(23,200	)		(23,215	)		0	%	
													 	
Total operating income			$	108,695	 		$	106,173	 		2	%		$	339,743	 		$	308,098	 		10	%	

Operating margins:														
Commercial/Industrial			15.8	%		17.4	%		(160	bps)		14.5	%		14.0	%		50	bps	
Defense			25.1	%		25.5	%		(40	bps)		19.7	%		21.1	%		(140	bps)	
Power			17.3	%		20.5	%		(320	bps)		15.4	%		14.6	%		80	bps	
Total Curtiss-Wright			17.8	%		18.8	%		(100	bps)		15.0	%		14.6	%		40	bps	
													 	
Segment margins			18.8	%		20.2	%		(140	bps)		16.0	%		15.7	%		30	bps	

 	
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
SALES BY END MARKET (UNAUDITED)	
($'s in thousands)	

			Three Months Ended		Year Ended	
			December 31,		December 31,	
							Change						Change	
			2017		2016		%		2017		2016		%	
Defense markets:														
Aerospace			$	109,294			$	80,891			35	%		$	355,483			$	296,314			20	%	
Ground			29,160			25,626			14	%		94,216			84,288			12	%	
Naval			112,201			104,610			7	%		405,836			401,281			1	%	
Other			3,244	 		3,699	 		(12	%)		21,321	 		11,721	 		82	%	
Total Defense			$	253,899			$	214,826			18	%		$	876,856			$	793,604			10	%	
													 	
Commercial markets:														
Aerospace			$	106,230			$	97,225			9	%		$	412,369			$	397,327			4	%	
Power Generation			109,783			123,365			(11	%)		423,981			408,509			4	%	
General Industrial			141,969	 		130,150	 		9	%		557,820	 		509,491	 		9	%	
Total Commercial			$	357,982			$	350,740			2	%		$	1,394,170			$	1,315,327			6	%	
			 		 				 		 			
Total Curtiss-Wright			$	611,881	 		$	565,566	 		8	%		$	2,271,026	 		$	2,108,931	 		8	%	

 	
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
PROVISION FOR INCOME TAXES (UNAUDITED)	
($'s in thousands)	
	 	 		 		 		 		 		 		
			Three Months Ended		Year Ended	
			December 31,		December 31,	
			2017		ETR		EPS		2017		ETR		EPS	
													 	
Base Provision for Income Taxes			$	23,793			24.0	%				$	82,311			27.5	%			
													 	
Impact of share based compensation			$	(2,435	)		(2.5	)%		0.05			$	(7,807	)		(2.6	)%		0.17		
													 	
Net Impact of TCJA:														
Transition Tax			$	21,983							$	21,983						
Deferred Tax Revaluation			(11,759	)						(11,759	)					
			$	10,224	 		10.3	%		(0.23	)		$	10,224	 		3.4	%		(0.23	)	
			 						 					
Final Provision for Income Taxes			$	31,582	 		31.8	%		(0.18	)		$	84,728	 		28.3	%		(0.06	)	

Use of Non-GAAP Financial Information (Unaudited)
The Corporation supplements its financial information determined under U.S. generally accepted accounting principles (GAAP) with certain non-GAAP financial information. Curtiss-Wright believes that these non-GAAP measures provide investors with additional insight into the Company’s ongoing business performance. These non-GAAP measures should not be considered in isolation or as a substitute for the related GAAP measures, and other companies may define such measures differently. Curtiss-Wright encourages investors to review its financial statements and publicly-filed reports in their entirety and not to rely on any single financial measure. The following definitions are provided:
Organic Revenue and Organic Operating Income
The Corporation discloses organic revenue and organic operating income because the Corporation believes it provides investors with insight as to the Company’s ongoing business performance. Organic revenue and organic operating income are defined as revenue and operating income excluding the impact of foreign currency fluctuations and contributions from acquisitions made during the last twelve months.

			Three Months Ended	
			December 31,	
			2017 vs. 2016	
			Commercial/Industrial	 	Defense	 	Power		Total Curtiss-Wright	
			Sales	 	Operating
income		Sales	 	Operating
income		Sales	 	Operating
income		Sales	 	Operating
income	
Organic			6	%		(3	%)		9	%		4	%		(8	%)		(23	%)		3	%		(6	%)	
Acquisitions			0	%		0	%		18	%		27	%		0	%		0	%		4	%		9	%	
Foreign Currency			1	%		0	%		2	%		(3	%)		0	%		0	%		1	%		(1	%)	
Total			7	%		(3	%)		29	%		28	%		(8	%)		(23	%)	8	%		2	%	
																	 	
			Year Ended	
			December 31,	
			2017 vs. 2016	
			Commercial/Industrial		Defense		Power		Total Curtiss-Wright	
			Sales		Operating
income		Sales		Operating
income		Sales		Operating
income		Sales		Operating
income	
Organic			4	%		7	%		5	%		4	%		6	%		11	%		5	%		7	%	
Acquisitions			0	%		0	%		14	%		8	%		0	%		0	%		3	%		3	%	
Foreign Currency			0	%		1	%		0	%		(1	%)		0	%		0	%		0	%		0	%	
Total			4	%		8	%		19	%		11	%		6	%		11	%	8	%		10	%	

Free Cash Flow and Free Cash Flow Conversion
The Corporation discloses free cash flow because it measures cash flow available for investing and financing activities. Free cash flow represents cash available to repay outstanding debt, invest in the business, acquire businesses, return capital to shareholders and make other strategic investments. Free cash flow is defined as cash flow provided by operating activities less capital expenditures. The Corporation discloses free cash flow conversion because it measures the proportion of net earnings converted into free cash flow and is defined as free cash flow divided by net earnings from continuing operations.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
NON-GAAP FINANCIAL DATA (UNAUDITED)	
($'s in thousands)	

			Three Months Ended		Year Ended	
			December 31,		December 31,	
			2017		2016		2017		2016	
									 	
Net cash provided by operating activities			$	226,405			$	155,985			$	388,712			$	423,197		
Capital expenditures			(17,831	)		(20,649	)		(52,705	)		(46,776	)	
Free cash flow			$	208,574	 		$	135,336	 		$	336,007	 		$	376,421	 	
									 	
Free Cash Flow Conversion			308	%		192	%		156	%		199	%	

 	
CURTISS-WRIGHT CORPORATION	
2018 Guidance (1) (2) (3)	
As of February 21, 2018	
($'s in millions, except per share data)	
	 	 		 		 	 		 		 	 		 		 		
			2017			2018 Guidance (Unadjusted)			2018 Adjusted for Pension
Reclassification	
			Reported		Adj. for
Pension			Low	 	High		2018 %
Change vs
2017
Reported			Low		High		2018 %
Change vs
2017
Adjusted	
Sales:																				
Commercial/Industrial			$	1,163			$	1,163				$	1,183			$	1,203						$	1,183			$	1,203				
Defense			555			555				565			575						565			575				
Power			553	 		553	 			587	 		597	 		 			587	 		597	 		 	
Total sales			$	2,271			$	2,271				$	2,335			$	2,375			3 to 5%			$	2,335			$	2,375			3 to 5%	
																			 	
Operating income:																				
Commercial/Industrial			$	168			$	168				$	175			$	180						$	174			$	179				
Defense			109			109				121			124						121			124				
Power			85	 		81	 			96	 		99	 					94	 		97	 			
Total segments			363			359				392			403						389			400				
Corporate and other			(23	)		(34	)			(23	)		(24	)		 			(34	)		(35	)		 	
Total operating income			$	340	 		$	325	 			$	369	 		$	379	 		9 to 12%			$	355	 		$	365	 		9 to 12%	
																			 	
Interest expense			$	(41	)		$	(41	)			$	(37	)		$	(38	)					$	(37	)		$	(38	)			
Other income, net			1			16				—			—						14			14				
Earnings before income taxes			300			300				332			341						332			341				
Provision for income taxes			(85	)		(85	)			(80	)		(82	)					(80	)		(82	)			
Net earnings			$	215	 		$	215	 			$	253	 		$	259	 					$	253	 		$	259	 			
												 							 	
Reported diluted earnings per share			$	4.80			$	4.80				$	5.65			$	5.80			18 to 21%			$	5.65			$	5.80			18 to 21%	
Diluted shares outstanding			44.8			44.8				44.7			44.7						44.7			44.7				
Effective tax rate			28.3	%		28.3	%			24.0	%		24.0	%					24.0	%		24.0	%			
																			 	
Operating margins:																				
Commercial/Industrial			14.5	%		14.5	%			14.8	%		15.0	%		30 to 50 bps			14.7	%		14.9	%		20 to 40 bps	
Defense			19.7	%		19.7	%			21.4	%		21.6	%		170 to 190 bps			21.3	%		21.5	%		160 to 180 bps	
Power			15.4	%		14.7	%			16.4	%		16.6	%		100 to 120 bps			16.0	%		16.2	%		130 to 150 bps	
Total operating margin			15.0	%		14.3	%			15.8	%		16.0	%		80 to 100 bps			15.2	%		15.4	%		90 to 110 bps	
																			 	
Note: Full year amounts may not add due to rounding	
(1) Full-year 2017 and 2018 effective tax rate guidance includes the impacts of the Tax Cuts and Jobs Act.	
(2) Full-year 2017 adjusted results and expectations for 2018 guidance include the impacts from the adoption of ASU 2017-07 “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost,” which results in reclassification of the non-service components of Pension expense from Operating Income to Other Income/Expense effective for fiscal years beginning after December 15, 2017. This accounting change lowers operating income by $14.6 million and $14.0 million, respectively, and lowers operating margin by 70 and 60 basis points, respectively, in full-year 2017 and projected full-year 2018 periods. This change is neutral to earnings per share in both periods.	
(3) The Company will update its guidance to reflect the financial impact of the Dresser-Rand business following the closing of the transaction, currently expected in the second quarter of 2018.	

 	
CURTISS-WRIGHT CORPORATION	
2018 Sales Growth Guidance by End Market (1)	
As of February 21, 2018	
	 	
	2018 % Change vs 2017	
	 	
Defense Markets		
Aerospace	8 - 10%	
Ground	0 - 2%	
Navy	0 - 2%	
Total Defense	3 - 5%	
(Including Other Defense)		
	 	
Commercial Markets		
Commercial Aerospace	0 - 2%	
Power Generation	6 - 8%	
General Industrial	3 - 5%	
Total Commercial	3 - 5%	
	 	
Total Curtiss-Wright Sales	3 - 5%	
	 	
Notes: Full year amounts may not add due to rounding.
(1) The Company will update its guidance to reflect the financial impact of the Dresser-Rand government business following the closing of the transaction, currently expected in the second quarter of 2018.	

About Curtiss-Wright Corporation
Curtiss-Wright Corporation (NYSE: CW) is a global innovative company that delivers highly engineered, critical function products and services to the commercial, industrial, defense and energy markets. Building on the heritage of Glenn Curtiss and the Wright brothers, Curtiss-Wright has a long tradition of providing reliable solutions through trusted customer relationships. The company employs approximately 8,600 people worldwide. For more information, visit www.curtisswright.com .
Certain statements made in this press release, including statements about future revenue, financial performance guidance, quarterly and annual revenue, net income, operating income growth, future business opportunities, cost saving initiatives, the successful integration of the Company’s acquisitions, 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 the 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, 2016, and subsequent reports filed with the Securities and Exchange Commission.
This press release and additional information are available at www.curtisswright.com .

CONTACT:
Curtiss-Wright Corporation
Jim Ryan, 704-869-4621
Jim.Ryan@curtisswright.com

 

Exhibit 99.2