spk07: Good morning. My name is Sharon, and I will be your conference facilitator. At this time, I would like to welcome everyone to the Board of Warner 2020 Second Quarter Results Conference Call. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question and answer period. If you'd like to ask a question during this time, simply press star 1 on your telephone keypad. If you'd like to withdraw your question, press the pound key. If you're using a speakerphone, please pick up the handset before asking your question. I'd now like to turn the call over to Patrick Nolan, Vice President of Investor Relations. Mr. Nolan, you may begin your conference.
spk06: Thank you, Sharon. Good morning, everyone, and thank you for joining us today. We issued our earnings release earlier this morning. It's posted on our website, BorgWarner.com, on our homepage, and on our Investor Relations homepage. With regard to our investor relations calendar, we will be attending multiple conferences between now and our next earnings release. Please see the events section of our investor relations homepage for a full list. Before we begin, I need to inform you that during this call, we may make forward-looking statements which involve risks and uncertainties as detailed in our 10-K. Our actual results may differ significantly from the matters discussed today. During today's presentation, we'll highlight certain non-GAAP measures in order to provide a clearer picture of how the core business performs and for comparison purposes of prior periods. When you hear us say on a comparable basis, that means excluding the impact of FX, net M&A, and other non-comparable items. When you hear us say adjusted, that means excluding non-comparable items. When you hear us say organic, that means excluding the impact of FX and net M&A. We will also refer to outgrowth compared to our market. When you hear us say market, that means change in light vehicle production weighted for our geographic exposure. Our outgrowth is defined as our organic revenue change versus the market. Please note that we've posted an earnings call presentation to the IR page of our website. We encourage you to follow along with these slides during our discussion. With that, I'm happy to turn the call over to Fred.
spk05: Thank you Pat and good morning everyone. We're very pleased to share our results for the second quarter today and provide an overall company update starting on page five. While the industry production rates were clearly weak during the quarter, we performed strongly on a relative basis. With approximately 1.4 billion in sales, we were down about 43% organically and this compares to a market being down about 50%. This means we drove a significant outgrowth. In fact, for the quarter, we saw outgrowth in all major regions. Our decremental margin was about 28% in the quarter, as our margin performance was impacted by the COVID-19-related shutdowns and inefficiencies related to the production restarts. We delivered positive free cash flow for the quarter, despite lower production levels, which we believe is a testament to the underlying cash-generating ability of this company. I am proud of how the entire BorgWarner team has reacted to this extremely challenging environment. We met the challenges of managing costs and cash during the production shutdowns while ensuring our ability to supply our customers as production resumed. All this was done putting the health and safety of our employees in front. Let's now turn to slide 6 where you can see our perspectives on the global industry production. Overall, we expect the challenging environment to continue throughout the remainder of 2020. our industry production expectations for the full year have improved, primarily due to the second quarter production coming in at the high end of our prior expectations. It is important to note that the market environment is still volatile with the risk of future production disruptions arising from COVID-19. With that important caveat in mind, on a full year basis, we expect the market decline to be in the minus 22 to minus 25% range, compared to our prior expectation of a 25 to 31% decline. Looking at this by region, we're planning for Europe to be down in the 26 to 28% range, and in North America, we expect a 24 to 27% decline. On a relative basis, the outlook for China is stronger, but we still expect 13 to 15 percent decline for the full year. As you will see from the line chart showing our different scenarios, we expect the second half production declines to be less significant than those we experienced during the first half. However, at the midpoint of our guidance, we still expect low double-digit market declines in the second half. As we manage through the challenging global market environment, we continue to maintain a very active dialogue with both our customers and our suppliers while remaining focused on pursuing new business and technologies. Next, I would like to highlight a significant new business program that we announced this morning on slide seven. I'm really excited to tell you that we're building a power-packed integrated drive module, or so-called IDM, for Ford's new all-electric Mustang Mach-E. The IDM comes complete with a BorgWarner thermal management systems and gearbox, integrated with a motor and power electronics from other suppliers, and showcases our system integration expertise. The IDM is being supplied to power the Mustang Mach-E's rear wheel, and all-wheel drive configurations. On the all-wheel drive GT version, Ford Corner is supplying the secondary drive unit as well. We were able to capitalize on our experience with scalable and modular approaches to IDMs to deliver this customized drive module that met Ford's stringent requirements. We're excited to partner with Ford to deliver our high-quality clean and efficient propulsion solution to the high-performance electrification market. This is another significant milestone for our electric business, and there is still more to come, particularly as we expand our power electronics portfolio following the close of the Delphi Technologies acquisition. Let me provide an update of that particular pending acquisition on slide 8. we achieved several milestones towards closing during the last few months. First, we completed a 1.1 billion senior notes offering at favorable terms, and Kevin will discuss this in more detail later. Second, Delphi Technologies shareholders approved the transaction by an overwhelming majority. We believe this underscores the value that is inherent in bringing our companies together. Third, we've now received regulatory approval in six of the seven jurisdictions required for us to close the transaction. Importantly, there have been no conditions placed on the regulatory approvals we've received so far. We expect to receive approval in the remaining jurisdiction in the coming month. And finally, the integration teams continue to work very well together. There is a high level of commitment and excitement among the teams as we drive towards day one readiness and capitalize on the value creating opportunities of the combination. To sum up, I'm pleased with the overall progress as we drive towards the expected closing of the transaction in the second half of 2020. Next, on slide 9, I'd like to highlight that we published our sustainability report last month. At BorgWarner, we embrace sustainability to deliver value to all stakeholders. And there are three pillars to our sustainability strategy. First, create a cleaner, more energy-efficient world. We do this first and foremost through the products we offer. products that drive cleaner mobility and efficiency in moving vehicles from point A to point B. We're also very focused on how we manufacture these products in a cleaner and more energy efficient way. Our goals include reducing our energy intensity usage by 37% and our greenhouse gas emissions intensity by 50% by the year 2030. Second, is to live the BorgWarner beliefs. We encourage our employees to live our beliefs which serve as a foundation for how we work together. I would like to highlight that we are focusing on developing a talented and diverse workforce. In late 2019, I signed the CEO Actions for Diversity and Inclusion where BorgWarner is pledging to take actions to cultivate a workplace with diverse perspectives and experiences are welcomed and respected. BorgWarner employees around the world are also involved and engaged in their communities and have given about 63,000 hours of service, helping others last year. And finally, we partner with and report to our stakeholders. We want to promote responsibility and sustainability within our supply base, while also providing transparency in our impact and reporting accordingly. In summary, BorgWarner strives to make the vehicles we drive more efficient and the world we live in cleaner. We embrace diversity and inclusion, develop our employees, and give back to the communities where we live and work. Before I turn it over to Kevin, Let me summarize our second quarter results and our outlook on slide 10. We achieved a significant second quarter outgrowth in all major regions, and we are excited to continue to drive that outgrowth as the market shifts towards electrification. Wins like the IDM for the Ford Mach-E continue our evolution into electrification. We delivered positive free cash flow during this exceptional quarter, and as Kevin will discuss, we expect the second half free cash flow to meet or exceed our year-to-date generation. We are on track to close the Delphi Technologies acquisition in the second half of this year. There have been tremendous challenges in 2020 with the COVID situation. As I look at what we've accomplished at Port Warner, thus far in this environment, and what we're positioned to accomplish over the balance of the year, I am confident that we remain strongly positioned to execute in the near and long term from both a financial standpoint and a technology standpoint, driving our profitable growth. Now over to you, Kevin.
spk02: Thank you, Fred. And good morning, everyone. Before I review the financials in detail, I'd like to highlight the two important takeaways regarding our second quarter results. First, our financial results were solid in the face of a very challenging production environment. During the second quarter, we delivered strong revenue outgrowth in all regions. We were able to maintain decremental margins below 30%. And most importantly, we generated positive free cash flows. The second key message is that we continue to execute on the financing measures that position us to successfully close on the Delphi Technologies acquisition. Let's turn to slide 11. As we look at our year-over-year revenue walk for Q2, you can see that the stronger U.S. dollar reduced revenue by about 1.4% from a year ago. Excluding this impact, our organic sales were down just under 43%. compared to the 50% decline in weighted average market production. That means we delivered revenue outgrowth of 730 basis points in the quarter. And importantly, that outgrowth occurred in all of the major light vehicle markets around the globe. In Europe, our light vehicle organic revenue was down 58% compared to the market decline of approximately 63%. The outgrowth was driven by better than expected diesel-related revenue, as well as new programs. The good news in diesel has been a trend for us the last few quarters, as we believe our mix of diesel business has held up better than the overall market. But we don't expect that tailwind to necessarily continue over the longer term. In North America, we outperformed the market decline of 69% by over 7%, driven by strong mix in new programs. From a mixed perspective, our slightly overweight position in SUVs and pickup trucks has boded well for our ability to deliver outgrowth. And in China, we outperformed the market by approximately 6%, primarily due to stronger than expected year-over-year growth in our DCT products, as well as strength in our China commercial vehicle business, which was about a 150 basis point positive contributor to our outgrowth. we're pleased that we continue to deliver revenue outgrowth even in this challenging end market. Now let's look at our adjusted operating income performance, which can be found on slide 12. Our Q2 adjusted operating loss was $9 million compared to $303 million of income in the second quarter of 2019. Our adjusted operating margin was negative 0.6%. which was down compared to the positive 11.9% we delivered in the second quarter a year ago. On a comparable basis, adjusted operating income decreased $310 million on almost $1.1 billion of lower sales, which translates to a decremental margin of 28%. As you know, when markets move downward quickly, we tend to see decrementals that can be 30% or higher, just like we saw at points in time last year. So we view the 28% decremental as a reasonably good level of performance given the suddenness of the dramatic decline in industry volume during the quarter and the costs and inefficiencies related to the initial production restart. Adjusted loss per share was 14 cents for the quarter. The decline in adjusted earnings per share compared to the second quarter of 2019 was driven by the lower adjusted operating income and a slightly higher tax rate. Moving to cash flow, we are proud of the fact that we delivered $10 million of positive free cash flow for the second quarter. In a quarter where global production gets cut in half, which is what we saw in Q2, it is critical to maintain a very clear focus on cash flow. And in the second quarter, we did just that. We achieved this through discipline in managing decremental margins, focus on driving working capital performance, and effective management of capital expenditures. Now let's discuss our full-year revenue outlook on slide 13. Our guidance is based on the end market assumptions that Fred reviewed earlier, with global production being down 22 to 25%. We expect to drive market outgrowth for the year, but not at the level we saw in the first half. Our guidance now incorporates full-year revenue outgrowth of approximately 450 to 600 basis points. This assumes our outgrowth for the remainder of 2020 is in the range of 0 to 300 basis points, which at the midpoint is relatively consistent with the outgrowth guidance we provided to start the year. This range of outgrowth expectations is wider than typical given the volatility in OEM weekly production schedules and launch timing of new programs. We expect this volatility will continue much of the second half. As a result, we expect a full year 2020 organic revenue decline of 16% to 20% which translates to an expected 2020 revenue range of $8.0 billion to $8.4 billion. Let's turn to slide 14, where you can see an update on our cash flow guidance and other important considerations. During the first half of 2020, we generated $156 million of free cash flow, which we view as a tremendous achievement in such difficult markets. And as you can see on the slide, we expect the trend of positive free cash flow generation to continue with $300 to $400 million of free cash flow for the full year. This implies approximately $150 to $250 million of free cash flow in the second half, despite the working capital investment needed to fund the production ramp-ups and the sequential increase in capital spending in the second half. You should note that we do expect second half free cash flow to be weighted more towards the fourth quarter as we expect a much larger working capital investment in the third quarter with a sequential step-up in revenue. Turning to margins, we continue to expect full-year decremental margins to be in the 30% range for the full year. Second-half decremental margins will be impacted by expected volatility in weekly OEM production schedules and some higher costs versus the first half, namely the end of our temporary wage reductions and higher R&D relative to Q2. As we mentioned last quarter, we intend to continue to sustain the pace of our R&D investment during this downturn because we view it as important to deploy our positive free cash flow to invest in our long-term growth. Also on decremental margins, I would point out that Q4 decrementals will likely be higher than the full-year decremental margin due to the really strong 13% operating margin comparable from Q4 2019. Nonetheless, we feel confident in our ability to deliver on our free cash flow guidance for the year. And that confidence is reflected in the Board's decision to maintain our current dividend again for this quarter. As we went through the depths of this COVID-19 downturn, we continued to generate positive free cash flow, which allowed us to sustain our dividend uninterrupted and unreduced. Next on slide 15, I'll summarize the financing actions that we've undertaken related to the upcoming closing of the Delphi Technologies acquisition. First, as many of you are aware, we successfully renewed and upsized our revolver in March. While a revolver is $1.5 billion today, as part of our revolver renewal from a few months ago, the capacity will automatically increase by an additional $500 million upon the closing of the Delphi Technologies acquisition. Next. During the second quarter, we completed a $1.1 billion senior notes offering. The proceeds from this offering will be used to repay amounts outstanding under the Delphi Technology Senior Secured Credit Facility, while also allowing us to repay our own $250 million in notes maturing in September. Concurrent with this transaction, we entered into a cross-currency swap that synthetically converted the notes to Euro-denominated debt at an effective interest rate of 1.78%. which we view as an attractive rate, particularly in this environment. And finally, over the next couple months, we plan to initiate an obligor exchange offering on Delphi Technologies' 800 million 5% notes. We intend to exchange substantially similar BorgWarner notes for the Delphi Technology notes, with the exchange becoming effective shortly after the closing of the transaction. By executing this exchange offering, we would avoid the potentially significant cash cost of a May colon refinancing transaction. Importantly, this exchange represents the last major financing action that we need to complete ahead of the closing of the acquisition. So let me summarize my financial remarks. Overall, we had a solid quarter in spite of the industry pressures, delivering strong outgrowth and positive free cash flow. We expect the markets to remain under pressure throughout 2020, but we've increased our revenue and cash flow guidance for the year. And finally, we were able to execute an important financing transaction that positions us to close on the Delphi Technologies acquisition in the second half of 2020. Just as I said last quarter, we are proactively navigating through the current environment while ensuring the company is very well positioned for the eventual industry recovery and our future profitable growth. With that, I'd like to turn the call back over to Pat.
spk06: Thank you, Kevin. Sharon, we're ready to open it up for questions.
spk07: At this time, I would like to remind everyone, if you would like to ask a question, press star 1 on your telephone keypad. If you're using a speakerphone, please pick up a handset before asking your question. In the interest of time, please limit yourself to one question and one follow-up question. We'll pause for just a moment to compile the Q&A roster. This question comes from John Murphy with Bank of America.
spk01: Good morning, guys. This is Aileen Smith. I'm for John. First question, I appreciate that your outlook doesn't incorporate the impact of additional production downtime from COVID. However, for internal planning purposes, how closely are you monitoring your supply base and your production footprint? And are there any proactive measures you're taking to mitigate potential hiccups to production that may pop up in the back half of the year? And specifically, how are you planning for launches in this environment?
spk05: So the answer is absolutely yes. We are running the company at all times ready for downturn. And we've shown in Q2 that we can manage that. So plants have downturn plans ready to be implemented. The good thing is that we've just done it. So it will be a repeat and Like most of the repeats, it's easier than the first time you do it. We also, as I mentioned in my prepared remark, we're staying very close to our customers and suppliers to figure out in detail the details of schedules and expectations and potential issues. So as far as launch is concerned, we see a little bit of program delays, but so far we're pretty confident that we're going to be able to honor all the launches that we have up and running and ready to launch in the second half.
spk01: Great. That's very helpful. And second more strategic question, on the announcement of the IBM win on the Ford Mach-E, as you think about further quoting for integrated drive modules, Should we expect a similar level of content coming through other suppliers that you're then integrating with your own components? Or is there a substantial opportunity to get some of the electric motor and power electronics content over time, particularly considering what you acquired with Remy and what you will be acquiring with Delphi?
spk05: Yeah, I would say first that we are super excited to partner with Ford on this great product. And as I mentioned in the past, we don't have to sell a system. We are flexible. We have modular design. And you may be right. We've extended our product portfolio in the past few years to be ready to have more internal content. But we're very flexible around adapting our content intensity with what the customer wants.
spk01: Okay, and one last question, if I may, more housekeeping on the outlook for free cash flow that's improved to $300 to $400 million. Is that just consistent with the higher revenue outlook, or does it also reflect more progress than expected on some of your cost-saving or cash conservation initiatives?
spk02: It's really in line with our revenue outlook, and I think you can see that with the low end of our revenue outlook now matching the high end of what we had before. and that cash flow, not coincidentally, is $300 million at that revenue range. So as we look at the $400 million upside at the top end of our range right now, that coincides with the $8.4 billion of revenue.
spk01: Great. That's very helpful. Thanks for taking the questions.
spk02: You're welcome.
spk07: Next question comes from Rod Raj with Wolf Research.
spk04: Hi, everybody. Hi, Rod. I have a couple questions. One is... Nice backlog this quarter. I'm just wanting you to clarify, are you including Nix in that backlog line? Because it looks like you're obviously your production mix was pretty helpful in the quarter. Or is the backlog really backlog? And what I'm getting at is, you said backlog is 100% hybrid and EV and we're seeing really impressive strength in those categories. around the world. So is that something that we can extrapolate from as we think about, you know, how solid the backlog that you've previously disclosed is?
spk02: Yeah, I mean, backlog includes anything that's not market or FX effectively. So it can pick up mixed impacts. And absolutely, we're seeing some positive mixed impacts in the quarter. So that is a piece of the equation. It's basically anything that's driving us to outgrow the market.
spk04: So any color on what's happening with regard to the hybrid and EV and, you know, is that a significant contributor already now or not yet?
spk02: I mean, I think from a mixed perspective, you know, a lot of the mixed benefits that we were seeing in the second quarter in particular has to do with our exposure to pickups and SUVs in North America as well as our diesel-related content in Europe seems to be holding up better than the overall diesel market. market as we've seen for the last few quarters now. You know, we have seen some DCT growth over in China as well, which is supporting that backlog. But as we think about the H&E content in our backlog, most of that's coming in the years to come in terms of where we expect to really see that driving our outgrowth and becoming more than 100% of the net backlog. That's really a comment on 21 to 23 timeframe. Okay, gotcha.
spk04: And then secondly, could you just update us on the status of the $110 million cost reduction plan that you've talked about? This is specific to the BorgWarner business, not the Synergies or the Delphi side. And, you know, is that 30% decremental that we're seeing right now? Is that including some benefit there? How should we be thinking about incrementals into next year? with the savings and non-recurrence of temporary actions you've taken so far this year, and any color on that?
spk02: Yeah, I mean, decrementals absolutely include the benefits associated with the restructuring actions, and we've started to see the benefits of both, obviously, last year's restructuring actions that are taking hold and helping us on a year-over-year basis, as well as we're starting to get some benefit associated with the restructuring that we announced back in early February timeframe. So that is mitigating the decrementals and should continue to be a tailwind as we look out to the next few years to help offset any other bad news that could come into the equation like COVID-19 did this year. And so overall, though, I would say to the question, that is on track. We're continuing to execute according to the plan that we laid out several months back, and we're on track for that.
spk04: So just to help us out, if we wanted to, you know, just sort of disaggregate that 30% decremental, what