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): October 30, 2013
 
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 Wednesday, October 30, 2013, the Company issued a press release announcing financial results for the third quarter and nine months ended September 30, 2013.  A copy of this press release and slide presentation are attached hereto as Exhibits 99.1 and 99.2.  A conference call and webcast presentation will be held on Thursday, October 31, 2013 at 10:00 am EDT for management to discuss the Company's 2013 third quarter performance.  Martin R. Benante, Chairman, David C. Adams, President and CEO, and Glenn E. Tynan, Vice President and 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 seven days.

Conference Call Replay:
Domestic (855) 859-2056
International (404) 537-3406
Passcode 75531888

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 October 30, 2013

99.2 Presentation shown during investor and securities analyst webcast on October 31, 2013

 

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:           October 30, 2013

 

 
EXHIBIT INDEX

Exhibit
Number	 	Description	 	
 	 	 	 	
99.1	 	Press Release dated October 30, 2013	 	
99.2	 	Presentation shown during investor and securities analyst webcast on October 31, 2013	 	

EXHIBIT 99.1
Curtiss-Wright Reports Third Quarter and Nine Months 2013 Financial Results
Company Reports Third Quarter Net Sales Up 25% and Diluted EPS of $0.76; Expects to be at High End of Full Year Sales and Diluted EPS Guidance; Raises Free Cash Flow Guidance
PARSIPPANY, N.J., Oct. 30, 2013 (GLOBE NEWSWIRE) -- Curtiss-Wright Corporation (NYSE:CW) today reports financial results for the third quarter and nine months ended September 30, 2013. The Company now expects to be at the high end of its previously announced full year sales and diluted EPS guidance and also increased the range of its full-year 2013 guidance for free cash flow by $10 million to a range of $110-$120 million.
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. For discussion purposes the term "organic" excludes the year over year impact of foreign currency translation and the results of our acquisitions and divestitures over the past twelve months. "Acquisitions" as referenced below refer to the Company's seven acquisitions that closed between October 2012 and March 2013 -- AP Services, LLC, Cimarron Energy, Inc., Exlar Corporation, FW Gartner Thermal Spraying, Ltd., PG Drives Technology, Phönix Group and Williams Controls, Inc. For comparability purposes, certain amounts are referred to as "2012 adjusted amounts" and remove the third quarter 2012 one-time impacts of the strike at our EMD Facility, AP1000 investments, and lower associated compensation and benefit costs in our Flow Control segment along with restructuring charges in all three segments.
Third Quarter 2013 Operating Highlights from Continuing Operations
·	Net sales increased 25% to $601 million from $479 million in 2012;
 
·	Operating income increased 169% to $63 million, compared to $23 million in 2012;
 
·	Operating margin increased 560 basis points to 10.5%, compared to 4.9% in the prior year period; acquisitions were 90 basis points dilutive in the current year quarter;
 
·	Net earnings increased 218% to $36 million, or $0.76 per diluted share, from $11 million, or $0.24 per diluted share, in 2012;
 
·	New orders totaled $596 million, up 26% from 2012, primarily due to acquisitions, as well as higher demand in the naval defense, oil and gas, and commercial aerospace markets; and
 
·	Free cash flow increased to $48 million, compared to $20 million in the prior year period, primarily due to higher net earnings.
"We generated another solid performance this quarter, with diluted earnings per share of $0.76, once again led by organic operating income growth, operating margin expansion and accretion from our acquisitions.  These operational improvements and increases also drove higher free cash flow in the third quarter," said David C. Adams, President and CEO of Curtiss-Wright Corporation. 
"Strong third quarter operating income growth of 169% (40% as compared to the 2012 adjusted amounts) exceeded our 25% sales growth, driven by double-digit gains across all three segments. The sales growth was largely driven by contributions from acquisitions, primarily in the commercial markets. We remain focused on improving profitability and generating operating margin expansion and once again succeeded in expanding our operating margin by 140 basis points to 10.5% as compared to the 2012 adjusted amounts, which was achieved despite low organic sales growth."
Third Quarter 2013 Operating Results
Sales
Sales of $601 million in the third quarter of 2013 increased $121 million, or 25%, compared to the prior year period, most of which was generated by our acquisitions and strength in the commercial markets. Sales improved in all three segments, with gains of 32% in Flow Control, 22% in Controls and 13% in Surface Technologies. 
The following is a breakdown of our third quarter 2013 sales by market:

($ in millions)	 	 	 	 	
 	Three Months Ended	 	
  	September 30,	 	
 	
2013	
2012	%
Change	Organic %
Change	
Defense markets:	 	 	 	 	
Aerospace	$ 61.7	$ 77.5	(20%)	 	
Ground	23.0	25.7	(10%)	 	
Naval	91.0	74.4	22%	 	
Other	2.5	6.9	(65%)	 	
Total Defense	$ 178.2	$ 184.4	(3%)	(4%)	
 	 	 	 	 	
Commercial markets:	 	 	 	 	
Commercial Aerospace	$ 102.4	$ 86.9	18%	 	
Oil and Gas	112.1	59.8	87%	 	
Power Generation	109.0	86.8	26%	 	
General Industrial	99.0	61.3	62%	 	
Total Commercial	$ 422.5	$ 294.8	43%	8%	
 	 	 	 	 	
Total Curtiss-Wright	$ 600.7	$ 479.2	25%	3%	
Operating Income
Operating income in the third quarter of 2013 was $63 million, an increase of 169% compared to the prior year period, driven by solid increases in all three segments.  This growth reflects profitability improvements resulting from the benefits of prior year restructuring and ongoing cost reduction initiatives, and $6 million in favorable contributions from our seven acquisitions noted earlier.  Favorable foreign currency translation also improved current quarter results by nearly $2 million, mainly benefiting our Controls segment.  Third quarter 2013 operating income rose 40% as compared to 2012 adjusted operating income. 
The following is a breakdown of our third quarter 2013 profitability by segment:

($ in millions)	 	 	 	
 	Three Months Ended	
 	September 30,	
 	2013	2012	% Change	
Operating income	 	 	 	
Flow Control                        	$ 24,858	$ 1,194	1,982%	
Controls	32,620	22,790	43%	
Surface Technologies	11,728	8,200	43%	
 	 	 	 	
Total segments	$ 69,206	$ 32,184	115%	
 	 	 	 	
Operating margins:	 	 	 	
Flow Control	8.0%	0.5%	 	
Controls	15.3%	13.1%	 	
Surface Technologies	15.3%	12.1%	 	
 	 	 	 	
Segment margins	11.5%	6.7%	 	
Reported operating margin of 10.5% increased by 560 basis points over the prior year period, including 90 basis points in margin dilution from the acquisitions noted earlier. Third quarter 2013 operating margin increased 140 basis points compared to 2012 adjusted operating margin of 9.1%. 
Non-segment costs of $6 million were lower by approximately $2 million as compared with the prior year period, due to lower pension and other unallocated corporate expenses.
Net Earnings
Third quarter net earnings increased 218% from the comparable prior year period, reflecting higher operating income, partially offset by $3 million in higher interest expense as a result of our February 2013 private placement debt offering, which led to higher average debt levels compared to the prior year period. Our effective tax rate for the current quarter was 32.1%, compared to 31.1% in the prior year period.
Free Cash Flow 
Free cash flow was approximately $48 million for the third quarter of 2013, a $28 million increase compared to the prior year period.  This improvement was mainly due to higher cash provided by operating activities driven by higher net earnings before income taxes, depreciation, and amortization.  Capital expenditures were $26 million, $10 million higher than the prior year period primarily due to facility expansions in our power generation and oil and gas businesses.
Third Quarter 2013 Segment Performance
Flow Control – Sales for the third quarter of 2013 were approximately $311 million, an increase of $75 million, or 32%, over the comparable prior year period, with nearly $58 million in this sales growth coming from the acquisitions of Cimarron, Phönix and AP Services serving the oil and gas and power generation markets. Within the power generation market, sales also increased due to solid global aftermarket demand and technology upgrades supporting existing nuclear reactors, despite fewer domestic outages, as well as higher revenues on the domestic AP1000 program. Sales to the oil and gas market, excluding the acquisitions of Cimarron and Phönix, were flat in the third quarter, as solid global Maintenance, Repair and Overhaul (MRO) sales were offset by softness in the large international projects business. Declines in the general industrial market were primarily driven by lower orders from our global commercial heating, ventilation, and air conditioning (HVAC) business due to the previously announced customer cancellation. Naval defense sales surged 18%, primarily due to higher year-over-year production of pumps and generators on the Virginia Class submarine and CVN-79 Ford class aircraft carrier programs.
Operating income in the third quarter of 2013 was $25 million, an increase of approximately $24 million from the comparable prior year period, while operating margin increased 750 basis points to 8.0%. The aforementioned acquisitions contributed approximately $3 million to operating income; however the acquisitions were 80 basis points dilutive to operating margin in the current quarter.  Operating income and operating margin, excluding acquisition dilution, increased 3% or 30 basis points, as compared to 2012 adjusted third quarter results.
Controls – Sales for the third quarter of 2013 were approximately $213 million, an increase of $38 million, or 22%, over the comparable prior year period, primarily driven by the 2012 acquisitions of Williams Controls, PG Drives and Exlar serving the general industrial market. These acquisitions contributed to strong sales growth of 76% in the commercial markets, which more than offset a 14% reduction in sales in the defense markets. Growth in the commercial markets was also driven by increased sales in commercial aerospace due to strong organic increases on most Boeing and Airbus platforms, continued sales generated by our Emergent Operations facility in support of the Boeing 787 program and solid overall demand for sensors and controls products. The decline in defense sales was due to lower year-over-year revenues across several aerospace and ground defense platforms, principally for helicopters and the Bradley Fighting Vehicle, partially offset by solid growth of turret drive systems to international customers. 
Operating income for the third quarter of 2013 was $33 million, an increase of $10 million, or 43%, compared to the prior year period, while operating margin grew 220 basis points to 15.3%. Acquisitions contributed $4 million of operating income to the current year quarter; however the acquisitions were 130 basis points dilutive to operating margin in the current quarter. Current quarter operating income also benefited from favorable foreign currency translation which contributed approximately $1 million to current quarter results. The growth in operating income and operating margin was primarily driven by the benefits of our prior restructuring initiatives, most notably within our defense businesses, and ongoing cost reduction and operational improvement initiatives. 
Surface Technologies – Sales for the third quarter of 2013 were approximately $77 million, an increase of $9 million, or 13%, compared to the prior year period. The higher sales were driven by solid demand across most major service offerings and markets, most notably for our highly engineered coatings, as well as shot and laser peening services to the commercial markets. The 2012 acquisition of Gartner added approximately $6 million to sales in our coatings business during the third quarter, resulting in higher sales to both the oil and gas and general industrial markets. We also experienced 10% growth in the commercial aerospace market for our highly critical shot and laser peening services, as our Surface Technologies business continues to benefit from the continued ramp up in OEM production rates at Airbus and Boeing. This growth was somewhat offset by lower sales in the aerospace defense market for our shot and laser peening services.
Operating income in the third quarter of 2013 was $12 million, an increase of $4 million, or 43% from the comparable prior year period, while operating margin grew 320 basis points to 15.3%. Excluding the effect of the Gartner acquisition, segment operating margin increased 450 basis points to 16.6% compared to the prior year period. These solid improvements in operating income and margin were driven by the benefit of prior restructuring activities and continued improvements in operational efficiency across our operations.
Full Year 2013 Guidance
The Company is updating its previously issued full-year 2013 financial guidance as follows:

•  Free Cash Flow	$110 -- $120 million (previously $100 -- $110 million)	
All other full-year 2013 expectations remain unchanged from our previously released guidance.
(Free cash flow is defined as cash flow from operations less capital expenditures and includes estimated payments of approximately $41 million to the Curtiss-Wright Pension Plan and $40 million of interest in 2013.)
Note: A more detailed breakdown of our 2013 guidance by segment and by market can be found on the attached accompanying schedules.
Mr. Adams concluded, "We are pleased with our solid year-to-date performance, which reflects both acquisitions that are performing slightly ahead of expectations and Curtiss-Wright's ongoing profitability improvements. 
"We are maintaining our full-year 2013 guidance for sales, operating income and diluted earnings per share, which include our expectations for an additional $20 million in sales and $0.03 in dilution from our recent fourth quarter 2013 acquisitions. Despite the additional dilution, we expect to be near the high end of our guidance range for sales and diluted EPS. We also raised free cash flow guidance based on our strong year to date performance and continued improvements expected in the fourth quarter.  Across all three segments, we expect to generate healthy organic margin expansion as we realize the benefits from previous restructuring and cost reduction initiatives, and we will continue to seek improved operating efficiencies that deliver more growth to the bottom line. 
"Within our end markets, our guidance remains unchanged. We expect strong sales growth of 30%-34% in our commercial markets in 2013, primarily led by the positive momentum of our acquisitions, while the uncertain environment in defense keeps our sales guidance unchanged at flat to down slightly from 2012.
"Overall, the strength and diversification of our business model and the continued efforts to improve profitability across our operations are expected to provide solid financial performance for Curtiss-Wright in 2013 and well into the future."
Conference Call Information
The Company will host a conference call to discuss the third quarter 2013 results and guidance at 10:00 a.m. EDT on Thursday, October 31, 2013. 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)	
 	 	 	 	 	 	 	 	 	
 	Three Months Ended	 	Nine Months Ended	 	
 	September 30, 	Change	September 30, 	Change	
($'s in thousands, except per share data)	2013	2012	$	%	2013	2012	$	%	
Net sales	 	 	 	 	 	 	 	 	
Product sales	 $ 502,818	 $ 385,641	 $ 117,177	30%	 $ 1,500,450	 $ 1,214,541	 $ 285,909	24%	
Service sales	 97,849	 93,581	 4,268	5%	 310,591	 292,728	 17,863	6%	
Total net sales	 600,667	 479,222	 121,445	25%	 1,811,041	 1,507,269	 303,772	20%	
 	 	 	 	 	 	 	 	 	
Cost of sales	 	 	 	 	 	 	 	 	
Cost of product sales	 340,955	 275,142	 65,813	24%	 1,027,695	 848,616	 179,079	21%	
Cost of service sales	 65,010	 62,664	 2,346	4%	 203,923	 193,956	 9,967	5%	
Total cost of sales	 405,965	 337,806	 68,159	20%	 1,231,618	 1,042,572	 189,046	18%	
Gross profit	 194,702	 141,416	 53,286	38%	 579,423	 464,697	 114,726	25%	
 	 	 	 	 	 	 	 	 	
Research and development expenses	 16,054	 13,267	 2,787	21%	 49,565	 43,965	 5,600	13%	
Selling expenses	 38,019	 28,009	 10,010	36%	 113,715	 93,378	 20,337	22%	
General and administrative expenses	 77,742	 76,774	 968	1%	 257,442	 227,889	 29,553	13%	
Operating income	 62,887	 23,366	 39,521	169%	 158,701	 99,465	 59,236	60%	
 	 	 	 	 	 	 	 	 	
Interest expense	 (9,690)	 (6,648)	 (3,042)	(46%)	 (27,681)	 (19,656)	 (8,025)	(41%)	
Other income, net	 378	 (119)	 497	NM	 1,076	 113	 963	NM	
 	 	 	 	 	 	 	 	 	
Earnings from continuing operations before income taxes	 53,575	 16,599	 36,976	223%	 132,096	 79,922	 52,174	65%	
Provision for income taxes	 17,214	 5,156	 12,058	234%	 41,422	 25,802	 15,620	61%	
Earnings from continuing operations	 36,361	 11,443	 24,918	218%	 90,674	 54,120	 36,554	68%	
 	 	 	 	 	 	 	 	 	
Discontinued operations, net of taxes	 	 	 	 	 	 	 	 	
Earnings from discontinued operations	 --	 --	 --	NM	 --	 3,059	 (3,059)	NM	
Gain on divestiture	 --	 (144)	 144	NM	 --	 18,172	 (18,172)	NM	
Earnings from discontinued operations	 --	 (144)	 144	NM	 --	 21,231	 (21,231)	NM	
 	 	 	 	 	 	 	 	 	
Net earnings	 $ 36,361	 $ 11,299	 $ 25,062	222%	 $ 90,674	 $ 75,351	 $ 15,323	20%	
 	 	 	 	 	 	 	 	 	
Basic earnings per share	 	 	 	 	 	 	 	 	
Earnings from continuing operations	 $ 0.77	 $ 0.24	 	 	 $ 1.94	 $ 1.17	 	 	
Earnings from discontinued operations	 -- 	 --	 	 	 -- 	 0.45	 	 	
Total	 $ 0.77	 $ 0.24	 	 	 $ 1.94	 $ 1.62	 	 	
Diluted earnings per share	 	 	 	 	 	 	 	 	
Earnings from continuing operations	 $ 0.76	 $ 0.24	 	 	 $ 1.90	 $ 1.14	 	 	
Earnings from discontinued operations	 -- 	 --	 	 	 -- 	 0.45	 	 	
Total	 $ 0.76	 $ 0.24	 	 	 $ 1.90	 $ 1.59	 	 	
Dividends per share	 $ 0.10	 $ 0.09	 	 	 $ 0.29	 $ 0.26	 	 	
Weighted average shares outstanding:	 	 	 	 	 	 	 	 	
Basic	47,081	46,884	 	 	46,839	46,795	 	 	
Diluted	48,063	47,415	 	 	47,685	47,493	 	 	
NM- not a meaningful percentage	 	 	 	 	 	 	 	 	

 	
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)	
($'s in thousands, except par value)	
 	 	 	 	
 	September 30,	December 31,	Change	
 	2013	2012	%	
Assets	 	 	 	
Current assets:	 	 	 	
Cash and cash equivalents	 $ 171,362	 $ 112,023	53%	
Receivables, net	 567,259	 578,313	(2%)	
Inventories, net	 456,884	 397,471	15%	
Deferred tax assets, net	 49,372	 50,760	(3%)	
Other current assets	 50,352	 37,194	35%	
Total current assets	1,295,229	1,175,761	10%	
Property, plant, and equipment, net	 504,413	 489,593	3%	
Goodwill	 1,047,880	 1,013,300	3%	
Other intangible assets, net	 425,620	 419,021	2%	
Deferred tax assets, net	 1,228	 1,709	(28%)	
Other assets	 14,796	 15,204	(3%)	
Total assets	 $ 3,289,166	 $ 3,114,588	6%	
 	 	 	 	
Liabilities	 	 	 	
Current liabilities:	 	 	 	
Current portion of long-term and short term debt	 $ 1,227	 $ 128,225	(99%)	
Accounts payable	 163,130	 157,825	3%	
Dividends payable	 4,738	 -- 	100%	
Accrued expenses	 136,506	 131,067	4%	
Income taxes payable	 5,677	 7,793	(27%)	
Deferred revenue	 158,321	 171,624	(8%)	
Other current liabilities	 31,992	 43,214	(26%)	
Total current liabilities	501,591	639,748	(22%)	
Long-term debt	 918,778	 751,990	22%	
Deferred tax liabilities, net	 88,694	 50,450	76%	
Accrued pension and other postretirement benefit costs	 193,293	 264,047	(27%)	
Long-term portion of environmental reserves	 15,397	 14,905	3%	
Other liabilities	 119,256	 80,856	47%	
Total liabilities	1,837,009	1,801,996	2%	
 	 	 	 	
Stockholders' equity	 	 	 	
Common stock, $1 par value	 49,190	 49,190	0%	
Additional paid in capital	 150,663	 151,883	(1%)	
Retained earnings	 1,338,421	 1,261,377	6%	
Accumulated other comprehensive loss	 (21,703)	 (55,508)	61%	
Less: cost of treasury stock	 (64,414)	 (94,350)	(32%)	
Total stockholders' equity	1,452,157	1,312,592	11%	
Total liabilities and stockholders' equity	 $ 3,289,166	 $ 3,114,588	6%	

 	
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
SEGMENT INFORMATION (UNAUDITED)	
($'s in thousands)	
 	 	 	 	 	
 	Three Months Ended	Nine Months Ended	
 	September 30,	September 30,	
 	 	 	Change	 	 	Change	
 	2013	2012	%	2013	2012	%	
Sales:	 	 	 	 	 	 	
Flow Control	 $ 311,487	 $ 236,733	32%	 $ 943,147	 $ 778,177	21%	
Controls	 212,544	 174,616	22%	 633,981	 520,792	22%	
Surface Technologies	 76,636	 67,873	13%	 233,913	 208,300	12%	
 	 	 	 	 	 	 	
Total sales	 $ 600,667	 $ 479,222	25%	 $ 1,811,041	 $ 1,507,269	20%	
 	 	 	 	 	 	 	
Operating income (expense):	 	 	 	 	 	 	
Flow Control	 $ 24,858	 $ 1,194	1982%	 $ 76,696	 $ 38,335	100%	
Controls	 32,620	 22,790	43%	 72,142	 59,246	22%	
Surface Technologies	 11,728	 8,200	43%	 38,556	 23,993	61%	
 	 	 	 	 	 	 	
Total segments	 $ 69,206	 $ 32,184	115%	 $ 187,394	 $ 121,574	54%	
Corporate and other	 (6,319)	(8,818)	28%	 (28,693)	 (22,109)	(30%)	
 	 	 	 	 	 	 	
Total operating income	 $ 62,887	 $ 23,366	169%	 $ 158,701	 $ 99,465	60%	

Operating margins:	 	 	 	 	 	 	
Flow Control	8.0%	0.5%	 	8.1%	4.9%	 	
Controls	15.3%	13.1%	 	11.4%	11.4%	 	
Surface Technologies	15.3%	12.1%	 	16.5%	11.5%	 	
Total Curtiss-Wright	10.5%	4.9%	 	8.8%	6.6%	 	
 	 	 	 	 	 	 	
Segment margins	11.5%	6.7%	 	10.3%	8.1%	 	

 	
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
NON-GAAP FINANCIAL DATA (UNAUDITED)	
($'s in thousands)	
 	 	 	 	 	
 	Three Months Ended	Nine Months Ended	
 	September 30, 	September 30, 	
 	2013	2012	2013	2012	
 	 	 	 	 	
Net cash provided by operating activities	 $ 74,029	 $ 35,698	 $ 134,830	 $ 53,938	
Capital expenditures	 (25,750)	 (15,327)	 (57,876)	 (56,043)	
Free cash flow (1)	 $ 48,279	 $ 20,371	 $ 76,954	 $ (2,105)	
 	 	 	 	 	
Cash conversion (1)	133%	180%	85%	(3%)	
(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 and SUBSIDIARIES	
NON-GAAP FINANCIAL DATA (UNAUDITED)	
Q3 QTD 2012 One-Time Adjustments
 ($'s in millions)	
 	
 	Flow	Controls	Surface Technologies	Corp	Total Curtiss-Wright	
 	Operating 	 	Operating	Operating 	 	Operating	Operating 	 	Operating	Operating 	Operating 	 	Operating	
Description	Income	Sales	Margin %	Income	Sales	Margin %	Income	Sales	Margin %	Income	Income	Sales	Margin %	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Q3 QTD 2012	 $ 1.2	 $ 236.7	0.5%	 $ 22.8	 $ 174.6	13.1%	 $ 8.2	 $ 67.9	12.1%	 $ (8.8)	 $ 23.4	 $ 479.2	4.9%	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	
One Time Items:	 	 	 	 	 	 	 	 	 	 	 	 	 	
AP 1000 Investments	12.2	 	 	 	 	 	 	 	 	 	12.2	 	 	
EMD Strike	11.3	18.0	 	 	 	 	 	 	 	 	11.3	18.0	 	
Restructuring	0.5	 	 	0.4	 	 	0.8	 	 	 	1.7	 	 	
Other items	 (3.6)	 	 	 	 	 	 	 	 	 	 (3.6)	 	 	
 	 	
Adjusted Q3 QTD 2012	 $ 21.6	 $ 254.7	8.5%	 $ 23.2	 $ 174.6	13.3%	 $ 9.0	 $ 67.9	13.3%	 $ (8.8)	 $ 45.0	 $ 497.2	9.1%	

 	 	
  	CURTISS-WRIGHT CORPORATION and SUBSIDIARIES	
 	NON-GAAP FINANCIAL DATA (UNAUDITED)	
 	($ in millions)	
 	Three Months Ended September 30,	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
 	Flow Control	Controls	Surface Technologies	Corporate & Other	Total Curtiss - Wright	
 	2013	2012	Chg 	2013	2012	Chg	2013	2012	Chg 	2013	2012	Chg	2013	2012	Chg 	
Sales	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Organic	 $ 254.1	 $ 236.7	7%	 $ 170.6	 $ 174.6	(2%)	 $ 70.4	 $ 67.9	4%	 $ -- 	 $ -- 	 	 $ 495.0	 $ 479.2	3%	
Incremental (1)	 57.9	 -- 	 	 41.3	 -- 	 	 6.2	 -- 	 	 -- 	 -- 	 	 105.4	 -- 	 	
Foreign Currency Fav (Unfav) (2)	 (0.5)	 -- 	 	 0.7	 -- 	 	 0.1	 -- 	 	 -- 	 -- 	 	 0.2	 -- 	 	
Total net sales	 $ 311.5	 $ 236.7	32%	 $ 212.5	 $ 174.6	22%	 $ 76.6	 $ 67.9	13%	 $ -- 	 $ -- 	 	 $ 600.7	 $ 479.2	25%	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Operating income (expense):	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Organic	 $ 21.9	 $ 1.2	1,738%	 $ 27.0	 $ 22.8	18%	 $ 11.8	 $ 8.2	43%	 $ (5.8)	 $ (8.8)	34%	 $ 54.9	 $ 23.4	135%	
OI Margin %	8.6%	0.5%	810bps	15.8%	13.1%	270bps	16.7%	12.1%	460bps	 	 	 	11.1%	4.9%	620bps	
Incremental (1)	 2.6	 -- 	 	 4.3	 -- 	 	 --	 -- 	 	 (0.5)	--  	 	 6.4	 -- 	 	
Foreign Currency Fav (Unfav) (2)	 0.3	 -- 	 	 1.3	 -- 	 	 (0.1)	 -- 	 	 --	--  	 	 1.6	 -- 	 	
Total operating income (expense)	 $ 24.9	 $ 1.2	1,982%	 $ 32.6	 $ 22.8	43%	 $ 11.7	 $ 8.2	43%	 $ (6.3)	 $ (8.8)	28%	 $ 62.9	 $ 23.4	169%	
OI Margin %	8.0%	0.5%	750bps	15.3%	13.1%	220bps	15.3%	12.1%	320bps	 	 	 	10.5%	4.9%	560bps	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
(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) Organic results exclude the effects of current period foreign currency translation.	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Note: Amounts may not add due to rounding	

 	
CURTISS-WRIGHT CORPORATION	
2013 Earnings Guidance - As of October 30, 2013	
(In millions, except per share data)	
 	 	 	 	
 	 	2013 Guidance	
 	 2012 Actual	Low	High	
Sales:	 	 	 	
Flow Control	 $ 1,095	 $ 1,300	 $ 1,320	
Controls	 727	 865	 875	
Surface Technologies	 276	 315	 325	
Total sales	 2,098	 2,480	 2,520	
 	 	 	 	
Operating income:	 	 	 	
Flow Control	 $ 79	 $ 116	 $ 119	
Controls	 87	 103	 106	
Surface Technologies	 27	 53	 55	
Total segments	 193	 272	 280	
Corporate and other	 (31)	 (40)	 (40)	
Total operating income	 $ 161	 $ 232	 $ 240	
 	 	 	 	
Interest expense	 $ (26)	 $ (39)	 $ (40)	
Earnings before income taxes	 135	 192	 199	
Provision for income taxes	 (43)	 (62)	 (64)	
Net earnings	 $ 92	 $ 131	 $ 136	
 	 	 	 	
Reported diluted earnings per share	 $ 1.95	 $ 2.75	 $ 2.85	
Diluted shares outstanding	47.4	47.6	47.6	
Effective tax rate	31.8%	32.0%	32.0%	

Operating margins:	 	 	 	
Flow Control	7.2%	8.9%	9.0%	
Controls	11.9%	11.9%	12.1%	
Surface Technologies	10.0%	16.8%	16.9%	
Total operating margin	7.7%	9.3%	9.5%	
 	 	 	 	
Notes: Full year amounts may not add due to rounding. All data presented on a continuing operations basis.	

 	
CURTISS-WRIGHT CORPORATION	
2013 Earnings Guidance - As of October 30, 2013	
 	 	 	
 	2013 Guidance % Change	
 	Low	High	
 	 	 	
Defense Markets	 	 	
Aerospace	(9%)	(13%)	
Ground	(15%)	(19%)	
Navy	7%	11%	
Total Defense Including Other Defense	(4%)	0%	
 	 	 	
Commercial Markets	 	 	
Commercial Aerospace	10%	14%	
Oil and Gas	70%	74%	
Power Generation	3%	7%	
General Industrial	62%	66%	
Total Commercial	30%	34%	
 	 	 	
Total Curtiss-Wright	18%	20%	
 	 	 	
Note: Full year 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 surface treatment technologies 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 and prides itself on long-standing customer relationships. The company employs approximately 10,000 people worldwide. For more information, visit www.curtisswright.com.
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, the successful integration of our 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 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, 2012, 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