Document and Entity Information

3 Months Ended

Mar. 31, 2017

Document And Entity Information [Abstract]

Entity Registrant Name

Curtiss Wright Corporation

Entity Central Index Key

0000026324

Current Fiscal Year End Date

--12-31

Entity Filer Category

Large Accelerated Filer

Document Type

10-Q

Document Period End Date

Mar. 31, 2017

Document Fiscal Year Focus

2017

Document Fiscal Period Focus

Q1

Amendment Flag

false

Entity common stock shares outstanding

44,284,573

Entity well known seasoned issuer

Yes

Entity Voluntary Filers

No

Entity Current Reporting Status

Yes

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED) (USD $)

In Thousands, except Per Share data, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Mar. 31, 2016

Net sales

Product sales

$ 423,229

$ 402,918

Service sales

100,362

100,589

Total net sales

523,591

503,507

Cost of sales

Cost of product sales

286,492

264,735

Cost of service sales

66,324

66,869

Total cost of sales

352,816

331,604

Gross profit

170,775

171,903

Research and development expenses

15,298

15,160

Selling expenses

28,953

29,626

General and administrative expenses

75,297

69,854

Operating income

51,227

57,263

Interest expense

(10,377)

(9,933)

Other income, net

312

234

Earnings before income taxes

41,162

47,564

Provision for income taxes

(8,615)

(14,745)

Net earnings

$ 32,547

$ 32,819

Earnings Per Share, Basic [Abstract]

Basic earnings per share (usd per share)

$ 0.74

Earnings Per Share, Diluted [Abstract]

Diluted earnings per share (usd per share)

$ 0.73

Dividends per share

$ 0.13

Weighted average shares outstanding:

Basic (shares)

44,246

44,578

Diluted (shares)

44,860

45,240

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED) (USD $)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Mar. 31, 2016

Statement of Comprehensive Income [Abstract]

Net earnings

$ 32,547

$ 32,819

Other comprehensive income

Foreign currency translation, net of tax (1)

11,224 ¹

17,105 ¹

Pension and postretirement adjustments, net of tax (2)

1,951 ²

1,612 ²

Other comprehensive income, net of tax

13,175

18,717

Comprehensive income

$ 45,722

$ 51,536

[1] The tax benefit included in other comprehensive income for foreign currency translation adjustments for the three months ended March 31, 2017 and 2016 were $0.1 million and $1.0 million, respectively.

[2] The tax expense included in other comprehensive income for pension and postretirement adjustments for the three months ended March 31, 2017 and 2016 were $1.2 million and $1.0 million, respectively.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parentheticals) (USD $)

In Millions, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Mar. 31, 2016

Statement of Comprehensive Income [Abstract]

Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax

$ 0.1

$ 1.0

Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Tax, Portion Attributable to Parent

$ 1.2

$ 1.0

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (USD $)

In Thousands, unless otherwise specified

Mar. 31, 2017

Dec. 31, 2016

Current Assets:

Cash and cash equivalents

$ 272,906

$ 553,848

Receivables, net

476,506

463,062

Inventories, net

395,183

366,974

Other current assets

45,514

30,927

Total current assets

1,190,109

1,414,811

Property, plant, and equipment, net

389,250

388,903

Goodwill

1,071,145

951,057

Other intangible assets, net

352,876

271,461

Other assets

14,493

11,549

Total assets

3,017,873

3,037,781

Current liabilities:

Current portion of long-term debt and short-term debt

150,579

150,668

Accounts payable

146,232

177,911

Accrued expenses

95,397

130,239

Income taxes payable

20,834

18,274

Deferred revenue

176,274

170,143

Other current liabilities

35,501

28,027

Total current liabilities

624,817

675,262

Long-term debt

815,220

815,630

Deferred tax liabilities, net

53,092

49,722

Accrued pension and other postretirement benefit costs

103,967

107,151

Long-term portion of environmental reserves

14,250

14,024

Other liabilities

82,172

84,801

Total liabilities

1,693,518

1,746,590

Stockholders' Equity

Common stock, $1 par value,100,000,000 shares authorized at March 31, 2017 and December 31, 2016; 49,187,378 shares issued at March 31, 2017 and December 31, 2016; outstanding shares were 44,284,573 at March 31, 2017 and 44,181,050 at December 31, 2016

49,187

Additional paid in capital

120,099

129,483

Retained earnings

1,780,570

1,754,907

Accumulated other comprehensive loss

(278,581)

(291,756)

Common treasury stock, at cost (4,902,805 shares at March 31, 2017 and 5,006,328 shares at December 31, 2016)

(346,920)

(350,630)

Total stockholders' equity

1,324,355

1,291,191

Total liabilities and stockholders' equity

$ 3,017,873

$ 3,037,781

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)

Mar. 31, 2017

Dec. 31, 2016

Statement of Financial Position [Abstract]

Common stock, par value (usd per share)

$ 1

Common Stock, Shares Authorized

100,000,000

Common Stock, Shares, Issued

49,187,378

Common Stock, Shares, Outstanding

44,284,573

44,181,050

Treasury Stock, Shares

4,902,805

5,006,328

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (USD $)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Mar. 31, 2016

Cash flows from operating activities:

Net earnings

$ 32,547

$ 32,819

Adjustments to reconcile net earnings to net cash provided by (used for) operating activities:

Depreciation and amortization

24,926

24,487

Gain on fixed asset disposals

(38)

(7)

Deferred income taxes

(877)

11,939

Share-based compensation

3,364

2,723

Change in operating assets and liabilities, net of businesses acquired and divested:

Accounts receivable, net

(7,373)

86,973

Inventories, net

(3,688)

(17,766)

Progress payments

(797)

(1,463)

Accounts payable and accrued expenses

(75,676)

(80,996)

Deferred revenue

3,743

1,505

Income taxes payable

(2,249)

(10,519)

Net pension and postretirement liabilities

(2,019)

2,444

Other Operating Activities, Cash Flow Statement

0

20,405

Other current and long-term assets and liabilities

3,196

(2,284)

Net cash provided by (used for) operating activities

(24,941)

70,260

Cash flows from investing activities:

Proceeds from sales and disposals of long lived assets

85

203

Additions to property, plant, and equipment

(10,374)

(8,825)

Payments to Acquire Businesses, Net of Cash Acquired

239,372

0

Net cash used for investing activities

(249,661)

(8,622)

Cash flows from financing activities:

Borrowings under revolving credit facility

120

2,391

Repayments of Lines of Credit

(209)

(2,737)

Repurchases of common stock

(12,885)

(29,608)

Proceeds from share-based compensation

5,195

7,910

Proceeds from (Payments for) Other Financing Activities

(224)

(154)

Excess tax benefits from share-based compensation

0

4,528

Net cash used for financing activities

(8,003)

(17,670)

Effect of exchange-rate changes on cash

1,663

4,598

Net increase (decrease) in cash and cash equivalents

(280,942)

48,566

Cash and cash equivalents at beginning of period

553,848

288,697

Cash and cash equivalents at end of period

272,906

337,263

Supplemental disclosure of non-cash activities:

Capital expenditures incurred but not yet paid

$ 1,370

$ 580

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) (USD $)

In Thousands, unless otherwise specified

Total

Common Stock Member

Additional Paid In Capital Member

Retained Earnings Member

Accumulated Other Comprehensive Income (Loss) Member

Treasury Stock Member

Beginning Balance at Dec. 31, 2015

$ 49,190

$ 144,923

$ 1,590,645

$ (225,928)

$ (303,407)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net earnings

187,329

Other comprehensive loss, net of tax

(65,828)

Dividends paid/declared

(23,067)

Restricted stock

(12,086)

17,275

Stock options exercised

(11,271)

39,483

Other

(3)

(1,104)

811

Share-based compensation

9,021

457

Repurchases of common stock

(105,249)

Ending Balance at Dec. 31, 2016

1,291,191

49,187

129,483

1,754,907

(291,756)

(350,630)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net earnings

32,547

Other comprehensive loss, net of tax

13,175

Dividends paid/declared

(5,763)

Restricted stock

(9,618)

9,618

Stock options exercised

(731)

5,927

Other

(2,099)

(1,121)

750

Share-based compensation

3,064

300

Repurchases of common stock

(12,885)

Ending Balance at Mar. 31, 2017

$ 1,324,355

$ 49,187

$ 120,099

$ 1,780,570

$ (278,581)

$ (346,920)

BASIS OF PRESENTATION

Curtiss-Wright Corporation and its subsidiaries (the "Corporation" or the "Company") is a diversified multinational manufacturing and service company that designs, manufactures, and overhauls precision components and provides highly engineered products and services to the aerospace, defense, power generation, and general industrial markets.

The unaudited condensed consolidated financial statements include the accounts of Curtiss-Wright and its majority-owned subsidiaries. All intercompany transactions and accounts have been eliminated.

The unaudited condensed consolidated financial statements of the Corporation have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in annual financial statements have been condensed or omitted as permitted by such rules and regulations. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments necessary for a fair presentation of these financial statements.

Management is required to make estimates and judgments that affect the reported amount of assets, liabilities, revenue, and expenses and disclosure of contingent assets and liabilities in the accompanying financial statements. Actual results may differ from these estimates. The most significant of these estimates includes the estimate of costs to complete long-term contracts under the percentage-of-completion accounting methods, the estimate of useful lives for property, plant, and equipment, cash flow estimates used for testing the recoverability of assets, pension plan and postretirement obligation assumptions, estimates for inventory obsolescence, estimates for the valuation and useful lives of intangible assets, legal reserves, and the estimate of future environmental costs. Changes in estimates of contract sales, costs, and profits are recognized using the cumulative catch-up method of accounting. This method recognizes in the current period the cumulative effect of the changes on current and prior periods. Accordingly, the effect of the changes on future periods of contract performance is recognized as if the revised estimate had been the original estimate. In the three month periods ended March 31, 2017 and 2016, there were no individual significant changes in estimated contract costs. In the opinion of management, all adjustments considered necessary for a fair presentation have been reflected in these financial statements.

The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Corporation’s 2016 Annual Report on Form 10-K. The results of operations for interim periods are not necessarily indicative of trends or of the operating results for a full year.

Recent accounting pronouncements adopted



Standard	Description	Effect on the condensed consolidated financial statements
ASU 2017-04 Simplifying the Test for Goodwill Impairment	In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment, which simplifies the measurement of goodwill impairment testing by removing step two. This guidance was early adopted effective January 1, 2017 and will be applied prospectively.	The adoption of this standard does not have a financial impact on the Condensed Consolidated Financial Statements.
Date of adoption: January 1, 2017
ASU 2016-09 Improvements to Employee Share-Based Payment Accounting	In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies several aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities, including the accounting for income taxes and forfeitures. Excess tax benefits previously reported as cash flows from financing activities in the Condensed Consolidated Financial Statements are now required to be reported as operating activities. The Company adopted this guidance effective January 1, 2017.	The Corporation prospectively recorded an income tax benefit of $4 million within the provision for income taxes for the three months ended March 31, 2017 related to the excess tax benefit on stock options and performance share units. Prior to adoption, this amount would have been recorded as an increase to additional paid-in capital. The Corporation elected to account for forfeitures as they occur, which did not have a material impact on its Condensed Consolidated Financial Statements.
Date of adoption: January 1, 2017

Recent accounting pronouncements to be adopted



Standard	Description	Effect on the condensed consolidated financial statements
ASU 2014-09 Revenue from Contracts with Customers	In May 2014, the FASB issued a comprehensive new revenue recognition standard which will supersede previous existing revenue recognition guidance. The standard creates a five-step model for revenue recognition that requires companies to exercise judgment when considering contract terms and relevant facts and circumstances. The five-step model includes (1) identifying the contract, (2) identifying the separate performance obligations in the contract, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations and (5) recognizing revenue when each performance obligation has been satisfied. The standard also requires expanded disclosures surrounding revenue recognition. The standard is effective for fiscal periods beginning after December 15, 2017 and allows for either full retrospective or modified retrospective adoption.	The Corporation is currently evaluating the impact of the adoption of this standard on its Condensed Consolidated Financial Statements, including the method of adoption as of January 1, 2018. While our assessment is still ongoing and not complete, we do not believe that the standard will have a material impact on our Condensed Consolidated Financial Statements based on a preliminary review of our customer contracts. However, the FASB has issued, and may issue in the future, interpretive guidance which may cause our evaluation to change.
Date of adoption: January 1, 2018
ASU 2016-02 Leases	In February 2016, the FASB issued final guidance that will require lessees to put most leases on their balance sheets but recognize expenses on their income statements in a manner similar to today’s accounting. The guidance requires the use of a modified retrospective approach.	The Corporation is currently evaluating the impact of the adoption of this standard on its Condensed Consolidated Financial Statements.
Date of adoption: January 1, 2019
ASU 2017-01 Clarifying the Definition of a Business	In January 2017, the FASB issued ASU 2017-01, which clarifies the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The standard introduces a screen for determining when assets acquired are not a business and clarifies that a business must include, at a minimum, an input and a substantive process that contribute to an output. The standard is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years.	The Corporation is currently evaluating the impact of the adoption of this standard on its Condensed Consolidated Financial Statements.
Date of adoption: January 1, 2018
ASU 2017-07 Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost	In March 2017, the FASB issued final guidance that will change how the net periodic benefit cost for defined benefit pension and other postretirement benefit plans are presented in the income statement and the respective capitalization of assets on the balance sheet. The guidance requires the use of a retrospective approach for the presentation of the income statement and a prospective approach for the presentation of the balance sheet.	The Corporation is currently evaluating the impact of the adoption of this standard on its Condensed Consolidated Financial Statements.
Date of adoption: January 1, 2018

ACQUISITIONS ACQUISITIONS

ACQUISITIONS

The Corporation continually evaluates potential acquisitions that either strategically fit within the Corporation’s existing portfolio or expand the Corporation’s portfolio into new product lines or adjacent markets. The Corporation has completed a number of acquisitions that have been accounted for as business combinations and have resulted in the recognition of goodwill in the Corporation's financial statements. This goodwill arises because the purchase prices for these businesses reflect the future earnings and cash flow potential in excess of the earnings and cash flows attributable to the current product and customer set at the time of acquisition. Thus, goodwill inherently includes the know-how of the assembled workforce, the ability of the workforce to further improve the technology and product offerings, and the expected cash flows resulting from these efforts. Goodwill may also include expected synergies resulting from the complementary strategic fit these businesses bring to existing operations.

The Corporation allocates the purchase price at the date of acquisition based upon its understanding of the fair value of the acquired assets and assumed liabilities. In the months after closing, as the Corporation obtains additional information about these assets and liabilities, including through tangible and intangible asset appraisals, and as the Corporation learns more about the newly acquired business, it is able to refine the estimates of fair value and more accurately allocate the purchase price. Only items identified as of the acquisition date are considered for subsequent adjustment. The Corporation will make appropriate adjustments to the purchase price allocation prior to completion of the measurement period, as required.

During the three months ended March 31, 2017, the Corporation acquired two businesses for an aggregate purchase price of $239 million, which is described in more detail below. No acquisitions were made during the three months ended March 31, 2016.

The Condensed Consolidated Statement of Earnings includes $11 million of total net sales and $4 million of net losses from the Corporation's 2017 acquisitions.

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition for all acquisitions consummated during the three months ended March 31, 2017.



(In thousands)	2017			2016
Accounts receivable	$	5,020		$	—
Inventory	21,573			—
Property, plant, and equipment	4,598			—
Other current and non-current assets	2,815			—
Intangible assets	89,900			—
Current and non-current liabilities	(7,354		)	—
Due from seller, net ⁽¹⁾	6,509			—
Net tangible and intangible assets	123,061			—
Purchase price, net of cash acquired	239,372			—
Goodwill	$	116,311		$	—

Goodwill deductible for tax purposes	$	116,311		$	—


(1)	Amount is primarily due to working capital adjustments.

2017 Acquisitions

Teletronics Technology Corporation (TTC)

On January 3, 2017, the Corporation acquired 100% of the issued and outstanding capital stock of TTC for $232.8 million, net of cash acquired. The Share Purchase Agreement contains a purchase price adjustment mechanism and representations and warranties customary for a transaction of this type, including a portion of the purchase price deposited in escrow as security for potential indemnification claims against the seller. TTC is a designer and manufacturer of high-technology data acquisition and comprehensive flight test instrumentation systems for critical aerospace and defense applications. For the year ended December 31, 2016, TTC generated sales of $64 million. The acquired business will operate within the Defense segment. The acquisition is subject to post-closing adjustments as the valuation is not yet complete.

Para Tech Coating, Inc. (Para Tech)

On February 8, 2017, the Corporation acquired certain assets and assumed certain liabilities of Para Tech for $6.6 million in cash. The Asset Purchase Agreement contains a purchase price adjustment mechanism and representations and warranties customary for a transaction of this type, including a portion of the purchase price held back as security for potential indemnification claims against the seller. Para Tech is a provider of parylene conformal coating services for aerospace & defense electronic components as well as critical medical devices. The acquired business will operate within the Commercial/Industrial segment. The acquisition is subject to post-closing adjustments as the valuation is not yet complete.

RECEIVABLES

Receivables primarily include amounts billed to customers, unbilled charges on long-term contracts consisting of amounts recognized as sales but not billed, and other receivables. Substantially all amounts of unbilled receivables are expected to be billed and collected within one year. An immaterial amount of unbilled receivables are subject to retainage provisions. The amount of claims and unapproved change orders within our receivables balances are immaterial.

The composition of receivables is as follows:



	(In thousands)
	March 31, 2017			December 31, 2016
Billed receivables:
Trade and other receivables	$	349,756		$	340,091
Less: Allowance for doubtful accounts	(6,571		)	(4,832		)
Net billed receivables	343,185			335,259
Unbilled receivables:
Recoverable costs and estimated earnings not billed	156,449			149,847
Less: Progress payments applied	(23,128		)	(22,044		)
Net unbilled receivables	133,321			127,803
Receivables, net	$	476,506		$	463,062

GOODWILL

The changes in the carrying amount of goodwill for the three months ended March 31, 2017 are as follows:



	(In thousands)
	Commercial/ Industrial		Defense		Power		Consolidated
December 31, 2016	$	436,141	$	327,655	$	187,261	$	951,057
Acquisitions	2,420		113,891		—		116,311
Foreign currency translation adjustment	1,599		2,151		27		3,777
March 31, 2017	$	440,160	$	443,697	$	187,288	$	1,071,145

INVENTORIES

Inventoried costs contain amounts relating to long-term contracts and programs with long production cycles, a portion of which will not be realized within one year. Long-term contract inventory includes an immaterial amount of claims or other similar items subject to uncertainty concerning their determination or realization. Inventories are valued at the lower of cost or market. The composition of inventories is as follows:



	(In thousands)
	March 31, 2017			December 31, 2016
Raw materials	$	198,696		$	189,228
Work-in-process	77,048			73,843
Finished goods and component parts	129,984			112,478
Inventoried costs related to U.S. Government and other long-term contracts	54,902			57,516
Gross inventories	460,630			433,065
Less: Inventory reserves	(55,914		)	(54,988		)
Progress payments applied, principally related to long-term contracts	(9,533		)	(11,103		)
Inventories, net	$	395,183		$	366,974

Inventoried costs related to long-term contracts include capitalized contract development costs related to certain aerospace and defense programs of $29.4 million and $28.8 million as of March 31, 2017 and December 31, 2016, respectively. These capitalized costs will be liquidated as production units are delivered to the customer. As of March 31, 2017 and December 31, 2016, $3.8 million and $3.9 million, respectively, are scheduled to be liquidated under existing firm orders.

OTHER INTANGIBLE ASSETS, NET

The following tables present the cumulative composition of the Corporation’s intangible assets:



(In thousands)	March 31, 2017							December 31, 2016
	Gross		Accumulated Amortization			Net		Gross		Accumulated Amortization			Net
Technology	$	239,311	$	(100,541	)	$	138,770	$	166,859	$	(98,266	)	$	68,593
Customer related intangibles	358,962		(161,105		)	197,857		349,742		(157,154		)	192,588
Other intangible assets	39,826		(23,577		)	16,249		36,709		(26,429		)	10,280
Total	$	638,099	$	(285,223	)	$	352,876	$	553,310	$	(281,849	)	$	271,461

During the three months ended March 31, 2017, the Corporation acquired intangible assets of $89.9 million. The Corporation acquired Technology of $74.0 million, Customer related intangibles of $12.9 million, and Other intangible assets of $3.0 million, which have a weighted average amortization period of 15.0 years, 16.3 years, and 7.0 years, respectively.

Total intangible amortization expense for the three months ended March 31, 2017 was $9.6 million as compared to $8.4 million in the comparable prior year period. The estimated amortization expense for the five years ending December 31, 2017 through 2021 is $38.4 million, $37.4 million, $35.6 million, $33.7 million, and $32.0 million, respectively.

FAIR VALUE OF FINANCIAL INSTRUMENTS

Forward Foreign Exchange and Currency Option Contracts

The Corporation has foreign currency exposure primarily in the United Kingdom, Europe, and Canada. The Corporation uses financial instruments, such as forward contracts, to hedge a portion of existing and anticipated foreign currency denominated transactions. The purpose of the Corporation’s foreign currency risk management program is to reduce volatility in earnings caused by exchange rate fluctuations. Guidance on accounting for derivative instruments and hedging activities requires companies to recognize all of the derivative financial instruments as either assets or liabilities at fair value in the Condensed Consolidated Balance Sheets based upon quoted market prices for comparable instruments.

Interest Rate Risks and Related Strategies

The Corporation’s primary interest rate exposure results from changes in U.S. dollar interest rates. The Corporation’s policy is to manage interest cost using a mix of fixed and variable rate debt. The Corporation periodically uses interest rate swaps to manage such exposures. Under these interest rate swaps, the Corporation exchanges, at specified intervals, the difference between fixed and floating interest amounts calculated by reference to an agreed-upon notional principal amount.

The fair value accounting guidance requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three categories:

Level 1: Quoted market prices in active markets for identical assets or liabilities that the company has the ability to access.

Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data such as quoted prices, interest rates, and yield curves.

Level 3: Inputs are unobservable data points that are not corroborated by market data.

Based upon the fair value hierarchy, all of the forward foreign exchange contracts and interest rate swaps are valued at a Level 2.

Effects on Condensed Consolidated Balance Sheets

As of March 31, 2017 and December 31, 2016, the fair values of the asset and liability derivative instruments are immaterial.

Effects on Condensed Consolidated Statements of Earnings

Undesignated hedges

The location and amount of losses recognized in income on forward exchange derivative contracts not designated for hedge accounting for the three months ended March 31, were as follows:



	Three Months Ended
(In thousands)	March 31,
Derivatives not designated as hedging instrument	2017		2016
Forward exchange contracts:
General and administrative expenses	$	707	$	584

Debt

The estimated fair value amounts were determined by the Corporation using available market information that is primarily based on quoted market prices for the same or similar issues as of March 31, 2017. Accordingly, all of the Corporation’s debt is valued at a Level 2. The fair values described below may not be indicative of net realizable value or reflective of future fair values. Furthermore, the use of different methodologies to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date.

The carrying amount of the variable interest rate debt approximates fair value as the interest rates are reset periodically to reflect current market conditions.



	(In thousands)
	March 31, 2017						December 31, 2016
	Carrying Value			Estimated Fair Value			Carrying Value			Estimated Fair Value
5.51% Senior notes due 2017	$	150,000		$	153,520		$	150,000		$	154,509
3.84% Senior notes due 2021	100,000			104,081			100,000			102,463
3.70% Senior notes due 2023	225,000			231,626			225,000			226,946
3.85% Senior notes due 2025	100,000			102,959			100,000			100,338
4.24% Senior notes due 2026	200,000			210,066			200,000			203,592
4.05% Senior notes due 2028	75,000			77,204			75,000			74,630
4.11% Senior notes due 2028	100,000			103,430			100,000			99,876
Other debt	579			579			668			668
Total debt	950,579			983,465			950,668			963,022
Debt issuance costs, net	(946		)	(946		)	(984		)	(984		)
Unamortized interest rate swap proceeds	16,166			16,166			16,614			16,614
Total debt, net	$	965,799		$	998,685		$	966,298		$	978,652

PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS

The following table is a consolidated disclosure of all domestic and foreign defined benefit pension plans as described in the Corporation’s 2016 Annual Report on Form 10-K filed with the SEC.

Pension Plans

The components of net periodic pension cost for the three months ended March 31, 2017 and 2016 are as follows:



	(In thousands)
	Three Months Ended
	March 31,
	2017			2016
Service cost	$	6,471		$	6,237
Interest cost	6,219			7,703
Expected return on plan assets	(13,285		)	(13,581		)
Amortization of prior service cost	(25		)	(12		)
Amortization of unrecognized actuarial loss	3,581			3,093
Net periodic benefit cost	$	2,961		$	3,440

During the three months ended March 31, 2017, the Corporation made no contributions to the Curtiss-Wright Pension Plan, and does not expect to make any contributions in 2017. Contributions to the foreign benefit plans are not expected to be material in 2017.

Defined Contribution Retirement Plan

Effective January 1, 2014, all non-union employees who were not currently receiving final or career average pay benefits became eligible to receive employer contributions in the Corporation's sponsored 401(k) plan. The employer contributions include both employer match and non-elective contribution components, up to a maximum employer contribution of 6% of eligible compensation. During the three months ended March 31, 2017 and 2016, the expense relating to the plan was $3.7 million and $3.2 million, respectively. The Corporation made $8.1 million in contributions to the plan for the first quarter of 2017, and expects to make total contributions of $11.8 million in 2017.

EARNINGS PER SHARE

Diluted earnings per share were computed based on the weighted-average number of shares outstanding plus all potentially dilutive common shares. A reconciliation of basic to diluted shares used in the earnings per share calculation is as follows:



	(In thousands)
	Three Months Ended
	March 31,
	2017	2016
Basic weighted-average shares outstanding	44,246	44,578
Dilutive effect of stock options and deferred stock compensation	614	662
Diluted weighted-average shares outstanding	44,860	45,240

For the three months ended March 31, 2017, approximately 38,000 shares issuable under equity-based awards were excluded from the calculation of diluted earnings per share as they were anti-dilutive based on the average stock price during the period. For the three months ended March 31, 2016, there were no anti-dilutive equity-based awards.

SEGMENT INFORMATION

The Corporation manages and evaluates its operations based on end markets to strengthen its ability to service customers and recognize certain organizational efficiencies. Based on this approach, the Corporation has three reportable segments: Commercial/Industrial, Defense, and Power.

The Corporation's measure of segment profit or loss is operating income. Interest expense and income taxes are not reported on an operating segment basis as they are not considered in the segments’ performance evaluation by the Corporation’s chief operating decision-maker, its Chief Executive Officer.

Net sales and operating income by reportable segment were as follows:



	(In thousands)
	Three Months Ended
	March 31,
	2017			2016
Net sales
Commercial/Industrial	$	279,056		$	275,205
Defense	114,837			105,730
Power	130,595			123,746
Less: Intersegment revenues	(897		)	(1,174		)
Total consolidated	$	523,591		$	503,507

Operating income (expense)
Commercial/Industrial	$	30,621		$	30,052
Defense	11,155			16,845
Power	16,540			14,628
Corporate and eliminations ⁽¹⁾	(7,089		)	(4,262		)
Total consolidated	$	51,227		$	57,263

⁽¹⁾ Corporate and eliminations includes pension and other postretirement benefit expense, certain environmental costs related to remediation at legacy sites, foreign currency transactional gains and losses, and certain other expenses.

Adjustments to reconcile operating income to earnings before income taxes:



	(In thousands)
	Three Months Ended
	March 31,
	2017		2016
Total operating income	$	51,227	$	57,263
Interest expense	10,377		9,933
Other income, net	312		234
Earnings before income taxes	$	41,162	$	47,564



	(In thousands)
	March 31, 2017		December 31, 2016
Identifiable assets
Commercial/Industrial	$	1,417,174	$	1,391,040
Defense	989,842		751,859
Power	507,024		516,321
Corporate and Other	103,833		378,561
Total consolidated	$	3,017,873	$	3,037,781

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

The cumulative balance of each component of accumulated other comprehensive income (loss), net of tax, is as follows:



	(In thousands)
	Foreign currency translation adjustments, net			Total pension and postretirement adjustments, net			Accumulated other comprehensive income (loss)
December 31, 2015	$	(107,810	)	$	(118,118	)	$	(225,928	)
Other comprehensive loss before reclassifications ⁽¹⁾	(64,840		)	(7,892		)	(72,732		)
Amounts reclassified from accumulated other comprehensive loss ⁽¹⁾	—			6,904			6,904
Net current period other comprehensive loss	(64,840		)	(988		)	(65,828		)
December 31, 2016	$	(172,650	)	$	(119,106	)	$	(291,756	)
Other comprehensive income (loss) before reclassifications ⁽¹⁾	11,224			(148		)	11,076
Amounts reclassified from accumulated other comprehensive income (loss) ⁽¹⁾	—			2,099			2,099
Net current period other comprehensive income	11,224			1,951			13,175
March 31, 2017	$	(161,426	)	$	(117,155	)	$	(278,581	)


(1)	All amounts are after tax.

Details of amounts reclassified from accumulated other comprehensive income (loss) are below:



	(In thousands)
	Amount reclassified from Accumulated other comprehensive income (loss)			Affected line item in the statement where net earnings is presented
Defined benefit pension and other postretirement benefit plans
Amortization of prior service costs	190			(1)
Amortization of actuarial losses	(3,531		)	(1)
	(3,341		)	Total before tax
	1,242			Income tax
Total reclassifications	$	(2,099	)	Net of tax


(1)	These items are included in the computation of net periodic pension cost. See Note 8, Pension and Other Postretirement Benefit Plans.

CONTINGENCIES AND COMMITMENTS

Legal Proceedings

The Corporation has been named in a number of lawsuits that allege injury from exposure to asbestos. To date, the Corporation has not been found liable for or paid any material sum of money in settlement in any case. The Corporation believes its minimal use of asbestos in its past operations and the relatively non-friable condition of asbestos in its products makes it unlikely that it will face material liability in any asbestos litigation, whether individually or in the aggregate. The Corporation maintains insurance coverage for these potential liabilities and believes adequate coverage exists to cover any unanticipated asbestos liability.

In December 2013, the Corporation, along with other unaffiliated parties, received a claim from Canadian Natural Resources Limited (CNRL) filed in the Court of Queen's Bench of Alberta, Judicial District of Calgary. The claim pertains to a January 2011 fire and explosion at a delayed coker unit at its Fort McMurray refinery that resulted in the injury of five CNRL employees, damage to property and equipment, and various forms of consequential loss, such as loss of profit, lost opportunities, and business interruption. The fire and explosion occurred when a CNRL employee bypassed certain safety controls and opened an operating coker unit. The total quantum of alleged damages arising from the incident has not been finalized, but is estimated to meet or exceed $1 billion. The Corporation maintains various forms of commercial, property and casualty, product liability, and other forms of insurance; however, such insurance may not be adequate to cover the costs associated with a judgment against us. The Corporation is currently unable to estimate an amount, or range of potential losses, if any, from this matter. The Corporation believes it has adequate legal defenses and intends to defend this matter vigorously. The Corporation's financial condition, results of operations, and cash flows could be materially affected during a future fiscal quarter or fiscal year by unfavorable developments or outcome regarding this claim.

In addition to the CNRL litigation, the Corporation is party to a number of other legal actions and claims, none of which individually or in the aggregate, in the opinion of management, are expected to have a material effect on the Corporation’s results of operations or financial position.

Westinghouse Bankruptcy

On March 29, 2017, Westinghouse Electric Company (“WEC”) filed for Chapter 11 bankruptcy protection in the United States Bankruptcy Court for the Southern District of New York, Case No. 17-10751. The Bankruptcy Court overseeing the Bankruptcy Case has approved, on an interim basis, an $800 million Debtor-in-Possession Financing Facility to help WEC finance its business operations during the reorganization process. The Corporation had approximately $8 million in pre-petition billings outstanding with WEC as of the bankruptcy filing date. The Corporation will continue, for the time being and while it monitors and evaluates the Bankruptcy Case, to honor its executory contracts and expects to collect all post-petition amounts due. At this time, the Corporation has assessed that any pre-petition amounts will be substantially recoverable and does not believe that rejection of the outstanding contracts with WEC, taken in part or combined, would have a material adverse impact on the Company’s cash flow or operations. The Corporation continues to monitor the status of the WEC bankruptcy as well as the status of the plant construction projects for potential impacts on our business.

Letters of Credit and Other Financial Arrangements

The Corporation enters into standby letters of credit agreements and guarantees with financial institutions and customers primarily relating to guarantees of repayment, future performance on certain contracts to provide products and services, and to secure advance payments from certain international customers. At March 31, 2017 and December 31, 2016, there were $51.6 million and $47.2 million of stand-by letters of credit outstanding, respectively, and $13.7 million and $12.8 million of bank guarantees outstanding, respectively. In addition, the Corporation is required to provide the Nuclear Regulatory Commission financial assurance demonstrating its ability to cover the cost of decommissioning its Cheswick, Pennsylvania facility upon closure, though the Corporation does not intend to close this facility. The Corporation has provided this financial assurance in the form of a $56.0 million surety bond.

AP1000 Program

Within the Corporation’s Power segment, our Electro-Mechanical Division is the reactor coolant pump (RCP) supplier for the WEC AP1000 nuclear power plants under construction in China and the United States. The terms of the AP1000 China and United States contracts include liquidated damage penalty provisions for failure to meet contractual delivery dates if the Corporation caused the delay and the delay was not excusable. On October 10, 2013, the Corporation received a letter from WEC stating entitlements to the maximum amount of liquidated damages allowable under the AP1000 China contract of approximately $25 million. The Corporation would be liable for liquidated damages under the contract if certain contractual delivery dates were not met and if the Corporation was deemed responsible for the delay. As of March 31, 2017, the Corporation has not met certain contractual delivery dates under its AP 1000 contracts; however there are significant uncertainties as to which parties are responsible for the delays. The Corporation believes it has adequate legal defenses and intends to vigorously defend this matter. Given the uncertainties surrounding the responsibility for the delays no accrual has been made for this matter as of March 31, 2017. The range of possible loss is $0 to $55.5 million.

BASIS OF PRESENTATION (Policies)

Basis Of Accounting

Curtiss-Wright Corporation and its subsidiaries (the "Corporation" or the "Company") is a diversified multinational manufacturing and service company that designs, manufactures, and overhauls precision components and provides highly engineered products and services to the aerospace, defense, power generation, and general industrial markets.

The unaudited condensed consolidated financial statements include the accounts of Curtiss-Wright and its majority-owned subsidiaries. All intercompany transactions and accounts have been eliminated.

The unaudited condensed consolidated financial statements of the Corporation have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in annual financial statements have been condensed or omitted as permitted by such rules and regulations. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments necessary for a fair presentation of these financial statements.

Management is required to make estimates and judgments that affect the reported amount of assets, liabilities, revenue, and expenses and disclosure of contingent assets and liabilities in the accompanying financial statements. Actual results may differ from these estimates. The most significant of these estimates includes the estimate of costs to complete long-term contracts under the percentage-of-completion accounting methods, the estimate of useful lives for property, plant, and equipment, cash flow estimates used for testing the recoverability of assets, pension plan and postretirement obligation assumptions, estimates for inventory obsolescence, estimates for the valuation and useful lives of intangible assets, legal reserves, and the estimate of future environmental costs. Changes in estimates of contract sales, costs, and profits are recognized using the cumulative catch-up method of accounting. This method recognizes in the current period the cumulative effect of the changes on current and prior periods. Accordingly, the effect of the changes on future periods of contract performance is recognized as if the revised estimate had been the original estimate. In the three month periods ended March 31, 2017 and 2016, there were no individual significant changes in estimated contract costs. In the opinion of management, all adjustments considered necessary for a fair presentation have been reflected in these financial statements.

The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Corporation’s 2016 Annual Report on Form 10-K. The results of operations for interim periods are not necessarily indicative of trends or of the operating results for a full year.

New Accounting Pronouncements, Policy [Policy Text Block]

Recent accounting pronouncements adopted



Standard	Description	Effect on the condensed consolidated financial statements
ASU 2017-04 Simplifying the Test for Goodwill Impairment	In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment, which simplifies the measurement of goodwill impairment testing by removing step two. This guidance was early adopted effective January 1, 2017 and will be applied prospectively.	The adoption of this standard does not have a financial impact on the Condensed Consolidated Financial Statements.
Date of adoption: January 1, 2017
ASU 2016-09 Improvements to Employee Share-Based Payment Accounting	In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies several aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities, including the accounting for income taxes and forfeitures. Excess tax benefits previously reported as cash flows from financing activities in the Condensed Consolidated Financial Statements are now required to be reported as operating activities. The Company adopted this guidance effective January 1, 2017.	The Corporation prospectively recorded an income tax benefit of $4 million within the provision for income taxes for the three months ended March 31, 2017 related to the excess tax benefit on stock options and performance share units. Prior to adoption, this amount would have been recorded as an increase to additional paid-in capital. The Corporation elected to account for forfeitures as they occur, which did not have a material impact on its Condensed Consolidated Financial Statements.
Date of adoption: January 1, 2017

Recent accounting pronouncements to be adopted



Standard	Description	Effect on the condensed consolidated financial statements
ASU 2014-09 Revenue from Contracts with Customers	In May 2014, the FASB issued a comprehensive new revenue recognition standard which will supersede previous existing revenue recognition guidance. The standard creates a five-step model for revenue recognition that requires companies to exercise judgment when considering contract terms and relevant facts and circumstances. The five-step model includes (1) identifying the contract, (2) identifying the separate performance obligations in the contract, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations and (5) recognizing revenue when each performance obligation has been satisfied. The standard also requires expanded disclosures surrounding revenue recognition. The standard is effective for fiscal periods beginning after December 15, 2017 and allows for either full retrospective or modified retrospective adoption.	The Corporation is currently evaluating the impact of the adoption of this standard on its Condensed Consolidated Financial Statements, including the method of adoption as of January 1, 2018. While our assessment is still ongoing and not complete, we do not believe that the standard will have a material impact on our Condensed Consolidated Financial Statements based on a preliminary review of our customer contracts. However, the FASB has issued, and may issue in the future, interpretive guidance which may cause our evaluation to change.
Date of adoption: January 1, 2018
ASU 2016-02 Leases	In February 2016, the FASB issued final guidance that will require lessees to put most leases on their balance sheets but recognize expenses on their income statements in a manner similar to today’s accounting. The guidance requires the use of a modified retrospective approach.	The Corporation is currently evaluating the impact of the adoption of this standard on its Condensed Consolidated Financial Statements.
Date of adoption: January 1, 2019
ASU 2017-01 Clarifying the Definition of a Business	In January 2017, the FASB issued ASU 2017-01, which clarifies the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The standard introduces a screen for determining when assets acquired are not a business and clarifies that a business must include, at a minimum, an input and a substantive process that contribute to an output. The standard is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years.	The Corporation is currently evaluating the impact of the adoption of this standard on its Condensed Consolidated Financial Statements.
Date of adoption: January 1, 2018
ASU 2017-07 Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost	In March 2017, the FASB issued final guidance that will change how the net periodic benefit cost for defined benefit pension and other postretirement benefit plans are presented in the income statement and the respective capitalization of assets on the balance sheet. The guidance requires the use of a retrospective approach for the presentation of the income statement and a prospective approach for the presentation of the balance sheet.	The Corporation is currently evaluating the impact of the adoption of this standard on its Condensed Consolidated Financial Statements.
Date of adoption: January 1, 2018

BASIS OF PRESENTATION (Tables)

Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block]

Recent accounting pronouncements adopted



Standard	Description	Effect on the condensed consolidated financial statements
ASU 2017-04 Simplifying the Test for Goodwill Impairment	In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment, which simplifies the measurement of goodwill impairment testing by removing step two. This guidance was early adopted effective January 1, 2017 and will be applied prospectively.	The adoption of this standard does not have a financial impact on the Condensed Consolidated Financial Statements.
Date of adoption: January 1, 2017
ASU 2016-09 Improvements to Employee Share-Based Payment Accounting	In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies several aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities, including the accounting for income taxes and forfeitures. Excess tax benefits previously reported as cash flows from financing activities in the Condensed Consolidated Financial Statements are now required to be reported as operating activities. The Company adopted this guidance effective January 1, 2017.	The Corporation prospectively recorded an income tax benefit of $4 million within the provision for income taxes for the three months ended March 31, 2017 related to the excess tax benefit on stock options and performance share units. Prior to adoption, this amount would have been recorded as an increase to additional paid-in capital. The Corporation elected to account for forfeitures as they occur, which did not have a material impact on its Condensed Consolidated Financial Statements.
Date of adoption: January 1, 2017

ACQUISITIONS ACQUISITIONS (Tables)

Schedule of Business Acquisitions, by Acquisition [Table Text Block]

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition for all acquisitions consummated during the three months ended March 31, 2017.



(In thousands)	2017			2016
Accounts receivable	$	5,020		$	—
Inventory	21,573			—
Property, plant, and equipment	4,598			—
Other current and non-current assets	2,815			—
Intangible assets	89,900			—
Current and non-current liabilities	(7,354		)	—
Due from seller, net ⁽¹⁾	6,509			—
Net tangible and intangible assets	123,061			—
Purchase price, net of cash acquired	239,372			—
Goodwill	$	116,311		$	—

Goodwill deductible for tax purposes	$	116,311		$	—

RECEIVABLES (Table)

Schedule Of Accounts Notes Loans And Financing Receivable

The composition of receivables is as follows:



	(In thousands)
	March 31, 2017			December 31, 2016
Billed receivables:
Trade and other receivables	$	349,756		$	340,091
Less: Allowance for doubtful accounts	(6,571		)	(4,832		)
Net billed receivables	343,185			335,259
Unbilled receivables:
Recoverable costs and estimated earnings not billed	156,449			149,847
Less: Progress payments applied	(23,128		)	(22,044		)
Net unbilled receivables	133,321			127,803
Receivables, net	$	476,506		$	463,062

GOODWILL (Table)

Schedule Of Goodwill

The changes in the carrying amount of goodwill for the three months ended March 31, 2017 are as follows:



	(In thousands)
	Commercial/ Industrial		Defense		Power		Consolidated
December 31, 2016	$	436,141	$	327,655	$	187,261	$	951,057
Acquisitions	2,420		113,891		—		116,311
Foreign currency translation adjustment	1,599		2,151		27		3,777
March 31, 2017	$	440,160	$	443,697	$	187,288	$	1,071,145

INVENTORIES (Table)

Schedule Of Inventory

The composition of inventories is as follows:



	(In thousands)
	March 31, 2017			December 31, 2016
Raw materials	$	198,696		$	189,228
Work-in-process	77,048			73,843
Finished goods and component parts	129,984			112,478
Inventoried costs related to U.S. Government and other long-term contracts	54,902			57,516
Gross inventories	460,630			433,065
Less: Inventory reserves	(55,914		)	(54,988		)
Progress payments applied, principally related to long-term contracts	(9,533		)	(11,103		)
Inventories, net	$	395,183		$	366,974

OTHER INTANGIBLE ASSETS, NET (Table)

Schedule Of Intangible Assets By Major Class

The following tables present the cumulative composition of the Corporation’s intangible assets:



(In thousands)	March 31, 2017							December 31, 2016
	Gross		Accumulated Amortization			Net		Gross		Accumulated Amortization			Net
Technology	$	239,311	$	(100,541	)	$	138,770	$	166,859	$	(98,266	)	$	68,593
Customer related intangibles	358,962		(161,105		)	197,857		349,742		(157,154		)	192,588
Other intangible assets	39,826		(23,577		)	16,249		36,709		(26,429		)	10,280
Total	$	638,099	$	(285,223	)	$	352,876	$	553,310	$	(281,849	)	$	271,461

FAIR VALUE OF FINANCIAL INSTRUMENTS (Table)

Schedule of Fair Value Hedging Instruments, Statements of Financial Performance and Financial Position, Location

Undesignated hedges

The location and amount of losses recognized in income on forward exchange derivative contracts not designated for hedge accounting for the three months ended March 31, were as follows:



	Three Months Ended
(In thousands)	March 31,
Derivatives not designated as hedging instrument	2017		2016
Forward exchange contracts:
General and administrative expenses	$	707	$	584

Schedule of Carrying Values and Estimated Fair Values of Debt Instruments



	(In thousands)
	March 31, 2017						December 31, 2016
	Carrying Value			Estimated Fair Value			Carrying Value			Estimated Fair Value
5.51% Senior notes due 2017	$	150,000		$	153,520		$	150,000		$	154,509
3.84% Senior notes due 2021	100,000			104,081			100,000			102,463
3.70% Senior notes due 2023	225,000			231,626			225,000			226,946
3.85% Senior notes due 2025	100,000			102,959			100,000			100,338
4.24% Senior notes due 2026	200,000			210,066			200,000			203,592
4.05% Senior notes due 2028	75,000			77,204			75,000			74,630
4.11% Senior notes due 2028	100,000			103,430			100,000			99,876
Other debt	579			579			668			668
Total debt	950,579			983,465			950,668			963,022
Debt issuance costs, net	(946		)	(946		)	(984		)	(984		)
Unamortized interest rate swap proceeds	16,166			16,166			16,614			16,614
Total debt, net	$	965,799		$	998,685		$	966,298		$	978,652

PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS (Table)

Schedule Of Defined Benefit Plans Disclosures

The components of net periodic pension cost for the three months ended March 31, 2017 and 2016 are as follows:



	(In thousands)
	Three Months Ended
	March 31,
	2017			2016
Service cost	$	6,471		$	6,237
Interest cost	6,219			7,703
Expected return on plan assets	(13,285		)	(13,581		)
Amortization of prior service cost	(25		)	(12		)
Amortization of unrecognized actuarial loss	3,581			3,093
Net periodic benefit cost	$	2,961		$	3,440

EARNINGS PER SHARE (Table)

Schedule of Earnings Per Share Reconciliation

A reconciliation of basic to diluted shares used in the earnings per share calculation is as follows:



	(In thousands)
	Three Months Ended
	March 31,
	2017	2016
Basic weighted-average shares outstanding	44,246	44,578
Dilutive effect of stock options and deferred stock compensation	614	662
Diluted weighted-average shares outstanding	44,860	45,240

SEGMENT INFORMATION (Table)

Schedule Of Segment Reporting Information By Segment



	(In thousands)
	Three Months Ended
	March 31,
	2017			2016
Net sales
Commercial/Industrial	$	279,056		$	275,205
Defense	114,837			105,730
Power	130,595			123,746
Less: Intersegment revenues	(897		)	(1,174		)
Total consolidated	$	523,591		$	503,507

Operating income (expense)
Commercial/Industrial	$	30,621		$	30,052
Defense	11,155			16,845
Power	16,540			14,628
Corporate and eliminations ⁽¹⁾	(7,089		)	(4,262		)
Total consolidated	$	51,227		$	57,263

⁽¹⁾ Corporate and eliminations includes pension and other postretirement benefit expense, certain environmental costs related to remediation at legacy sites, foreign currency transactional gains and losses, and certain other expenses.

Reconciliation of Operating Profit (Loss) from Segments to Consolidated



	(In thousands)
	Three Months Ended
	March 31,
	2017		2016
Total operating income	$	51,227	$	57,263
Interest expense	10,377		9,933
Other income, net	312		234
Earnings before income taxes	$	41,162	$	47,564

Reconciliation Of Assets From Segment To Consolidated



	(In thousands)
	March 31, 2017		December 31, 2016
Identifiable assets
Commercial/Industrial	$	1,417,174	$	1,391,040
Defense	989,842		751,859
Power	507,024		516,321
Corporate and Other	103,833		378,561
Total consolidated	$	3,017,873	$	3,037,781

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Table)

Schedule of Comprehensive Income (Loss)

The cumulative balance of each component of accumulated other comprehensive income (loss), net of tax, is as follows:



	(In thousands)
	Foreign currency translation adjustments, net			Total pension and postretirement adjustments, net			Accumulated other comprehensive income (loss)
December 31, 2015	$	(107,810	)	$	(118,118	)	$	(225,928	)
Other comprehensive loss before reclassifications ⁽¹⁾	(64,840		)	(7,892		)	(72,732		)
Amounts reclassified from accumulated other comprehensive loss ⁽¹⁾	—			6,904			6,904
Net current period other comprehensive loss	(64,840		)	(988		)	(65,828		)
December 31, 2016	$	(172,650	)	$	(119,106	)	$	(291,756	)
Other comprehensive income (loss) before reclassifications ⁽¹⁾	11,224			(148		)	11,076
Amounts reclassified from accumulated other comprehensive income (loss) ⁽¹⁾	—			2,099			2,099
Net current period other comprehensive income	11,224			1,951			13,175
March 31, 2017	$	(161,426	)	$	(117,155	)	$	(278,581	)


(1)	All amounts are after tax.

Reclassification out of Accumulated Other Comprehensive Income

Details of amounts reclassified from accumulated other comprehensive income (loss) are below:



	(In thousands)
	Amount reclassified from Accumulated other comprehensive income (loss)			Affected line item in the statement where net earnings is presented
Defined benefit pension and other postretirement benefit plans
Amortization of prior service costs	190			(1)
Amortization of actuarial losses	(3,531		)	(1)
	(3,341		)	Total before tax
	1,242			Income tax
Total reclassifications	$	(2,099	)	Net of tax


(1)	These items are included in the computation of net periodic pension cost. See Note 8, Pension and Other Postretirement Benefit Plans.

BASIS OF PRESENTATION Reclassifications for Accounting Pronouncements (Details) (USD $)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Mar. 31, 2016

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Income Tax Expense (Benefit)

$ 8,615

$ 14,745

Accounting Standards Update 2016-09 [Member]

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Income Tax Expense (Benefit)

$ 4,005

ACQUISITIONS (Details) (USD $)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Mar. 31, 2016

Dec. 31, 2016

Business Acquisition [Line Items]

Purchase price, net of cash acquired

$ 239,372

$ 0

Goodwill

1,071,145

951,057

2017 acquisitions [Member]

Business Acquisition [Line Items]

Accounts receivable

5,020

Inventory

21,573

Property, plant, and equipment

4,598

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets

2,815

Intangible assets

89,900

Current and non-current liabilities

(7,354)

Due from seller, net (1)

6,509

Net tangible and intangible assets

123,061

Purchase price, net of cash acquired

239,372

Goodwill

116,311

Business Acquisition, Goodwill, Expected Tax Deductible Amount

$ 116,311

ACQUISITIONS (Narrative) (Detail) (USD $)

3 Months Ended

0 Months Ended

3 Months Ended

0 Months Ended

3 Months Ended

Mar. 31, 2017

NumberAcquisitions

Mar. 31, 2016

Jan. 3, 2017

Defense [Member]

Teletronics Technology Corporation (TTC) [Member]

Mar. 31, 2017

Defense [Member]

Teletronics Technology Corporation (TTC) [Member]

Feb. 8, 2017

Commercial Industrial [Member]

Para Tech Coating, Inc (Para Tech) [Member]

Mar. 31, 2017

Commercial Industrial [Member]

Para Tech Coating, Inc (Para Tech) [Member]

Business Acquisition [Line Items]

Number of business acquired (in number of acquisitions)

2

Aggregate purchase price

$ 239,372,000

$ 0

$ 232,757,000

Total net sales

11,000,000

Total net losses

(4,000,000)

Acquisition date

Jan. 03, 2017

Feb. 08, 2017

Sales

64,000,000

Payments to Acquire Businesses, Gross

$ 6,615,000

RECEIVABLES (Detail) (USD $)

In Thousands, unless otherwise specified

Mar. 31, 2017

Dec. 31, 2016

Billed receivables:

Trade and other receivables

$ 349,756

$ 340,091

Less: Allowance for doubtful accounts

(6,571)

(4,832)

Net billed receivables

343,185

335,259

Unbilled receivables:

Recoverable costs and estimated earnings not billed

156,449

149,847

Less: Progress payments applied

(23,128)

(22,044)

Net unbilled receivables

133,321

127,803

Receivables, net

$ 476,506

$ 463,062

GOODWILL (Detail) (USD $)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Goodwill [Roll Forward]

December 31, 2016

$ 951,057

Goodwill, Acquired During Period

116,311

Foreign currency translation adjustment

3,777

March 31, 2017

1,071,145

Commercial Industrial [Member]

Goodwill [Roll Forward]

December 31, 2016

436,141

Goodwill, Acquired During Period

2,420

Foreign currency translation adjustment

1,599

March 31, 2017

440,160

Defense [Member]

Goodwill [Roll Forward]

December 31, 2016

327,655

Goodwill, Acquired During Period

113,891

Foreign currency translation adjustment

2,151

March 31, 2017

443,697

Power [Member]

Goodwill [Roll Forward]

December 31, 2016

187,261

Foreign currency translation adjustment

27

March 31, 2017

$ 187,288

INVENTORIES (Detail) (USD $)

In Thousands, unless otherwise specified

Mar. 31, 2017

Dec. 31, 2016

Inventory, Net [Abstract]

Raw material

$ 198,696

$ 189,228

Work-in-process

77,048

73,843

Finished goods and component parts

129,984

112,478

Inventoried costs related to U.S. Government and other long-term contracts

54,902

57,516

Inventory, Gross

460,630

433,065

Less: Inventory reserves

(55,914)

(54,988)

Progress payments applied, principally related to long-term contracts

(9,533)

(11,103)

Inventories, net

$ 395,183

$ 366,974

INVENTORIES (Narrative) (Detail) (USD $)

In Millions, unless otherwise specified

Mar. 31, 2017

Dec. 31, 2016

Inventory, Net [Abstract]

Other inventory, capitalized costs

$ 29.4

$ 28.8

Other inventory, capitalized costs to be liquidated under firm orders

$ 3.8

$ 3.9

OTHER INTANGIBLE ASSETS, NET (Detail) (USD $)

In Thousands, unless otherwise specified

Mar. 31, 2017

Dec. 31, 2016

Finite Lived Intangible Assets [Line Items]

Gross

$ 638,099

$ 553,310

Accumulated Amortization

(285,223)

(281,849)

Net

352,876

271,461

Developed Technology Rights [Member]

Finite Lived Intangible Assets [Line Items]

Gross

239,311

166,859

Accumulated Amortization

(100,541)

(98,266)

Net

138,770

68,593

Customer Relationships [Member]

Finite Lived Intangible Assets [Line Items]

Gross

358,962

349,742

Accumulated Amortization

(161,105)

(157,154)

Net

197,857

192,588

Other Intangible Assets [Member]

Finite Lived Intangible Assets [Line Items]

Gross

39,826

36,709

Accumulated Amortization

(23,577)

(26,429)

Net

$ 16,249

$ 10,280

OTHER INTANGIBLE ASSETS, NET (Narrative) (Detail) (USD $)

In Millions, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Mar. 31, 2016

Finite Lived Intangible Assets [Line Items]

Finite-lived Intangible Assets Acquired

$ 89.9

Amortization expense

9.6

8.4

Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months

38.4

Future amortization expense in year two

37.4

Future amortization expense in year three

35.6

Future amortization expense in year four

33.7

Future amortization expense in year five

32.0

Developed Technology Rights [Member]

Finite Lived Intangible Assets [Line Items]

Finite-lived Intangible Assets Acquired

74.0

Acquired Finite-lived Intangible Assets, Weighted Average Useful Life

15 years

Customer Relationships [Member]

Finite Lived Intangible Assets [Line Items]

Finite-lived Intangible Assets Acquired

12.9

Acquired Finite-lived Intangible Assets, Weighted Average Useful Life

16 years 3 months 18 days

Other Intangible Assets [Member]

Finite Lived Intangible Assets [Line Items]

Finite-lived Intangible Assets Acquired

$ 3.0

Acquired Finite-lived Intangible Assets, Weighted Average Useful Life

7 years

FAIR VALUE OF FINANCIAL INSTRUMENTS (Income Loss) (Detail) (General And Administrative Expense [Member], USD $)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Mar. 31, 2016

General And Administrative Expense [Member]

Derivative Instruments Gain Loss [Line Items]

General and administrative expenses

$ 707

$ 584

FAIR VALUE OF FINANCIAL INSTRUMENTS (Debt) (Detail) (USD $)

In Thousands, unless otherwise specified

Mar. 31, 2017

Dec. 31, 2016

Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]

Long-term Debt, Gross

$ 950,579

$ 950,668

Unamortized interest rate swap proceeds

16,166

16,614

Less: Debt Issuance Costs, Net

(946)

(984)

Carrying Value

965,799

966,298

Estimated Fair Value

998,685

978,652

Long-term Debt, Gross [Member]

Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]

Estimated Fair Value

983,465

963,022

5.51% Senior notes due 2017 [Member]

Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]

Carrying Value

150,000

Estimated Fair Value

153,520

154,509

Interest rate

5.51%

3.84% Senior notes due 2021 [Member]

Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]

Carrying Value

100,000

Estimated Fair Value

104,081

102,463

Interest rate

3.84%

3.70% Senior notes due 2023 [Member]

Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]

Carrying Value

225,000

Estimated Fair Value

231,626

226,946

Interest rate

3.70%

3.85% Senior notes due 2025 [Member]

Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]

Carrying Value

100,000

Estimated Fair Value

102,959

100,338

Interest rate

3.85%

4.24% Senior notes due 2026 [Member]

Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]

Carrying Value

200,000

Estimated Fair Value

210,066

203,592

Interest rate

4.24%

4.05% Senior notes due 2028 [Member]

Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]

Carrying Value

75,000

Estimated Fair Value

77,204

74,630

Interest rate

4.05%

4.11% Senior notes due 2028 [Member]

Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]

Carrying Value

100,000

Estimated Fair Value

103,430

99,876

Interest rate

4.11%

Other debt [Member]

Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]

Carrying Value

579

668

Estimated Fair Value

$ 579

$ 668

PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS (Detail) (Pension Plans Defined Benefit [Member], USD $)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Mar. 31, 2016

Pension Plans Defined Benefit [Member]

Defined Benefit Plan Disclosure [Line Items]

Service cost

$ 6,471

$ 6,237

Interest cost

6,219

7,703

Expected return on plan assets

(13,285)

(13,581)

Amortization of prior service cost

(25)

(12)

Amortization of unrecognized actuarial loss

3,581

3,093

Net postretirement benefit cost (income)

$ 2,961

$ 3,440

PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS (Additional) (Detail) (USD $)

In Millions, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Mar. 31, 2016

Defined Benefit Plan Disclosure [Line Items]

Defined contribution plan, employer contribution, maximum percentage

6.00%

Defined contribution plan, expense relating to the plan

$ 3.7

$ 3.2

Contributions made by the corporation to the plan

8.1

Estimated future contributions for the current fiscal year

$ 11.8

EARNINGS PER SHARE (Detail)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Mar. 31, 2016

Earnings Per Share Reconciliation [Abstract]

Basic weighted-average shares outstanding (shares)

44,246

44,578

Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements

614

662

Diluted weighted-average shares outstanding (shares)

44,860

45,240

EARNINGS PER SHARE EARNINGS PER SHARE (Anti-dilutive) (Details)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Earnings Per Share [Abstract]

Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount

38,000

SEGMENT INFORMATION (Detail) (USD $)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Mar. 31, 2016

Dec. 31, 2016

Segment Reporting Information [Line Items]

Net sales

$ 523,591

$ 503,507

Operating income (expense)

51,227

57,263

Identifiable assets

3,017,873

3,037,781

Commercial Industrial [Member]

Segment Reporting Information [Line Items]

Net sales

279,056

275,205

Operating income (expense)

30,621

30,052

Identifiable assets

1,417,174

1,391,040

Defense [Member]

Segment Reporting Information [Line Items]

Net sales

114,837

105,730

Operating income (expense)

11,155

16,845

Identifiable assets

989,842

751,859

Power [Member]

Segment Reporting Information [Line Items]

Net sales

130,595

123,746

Operating income (expense)

16,540

14,628

Identifiable assets

507,024

516,321

Corporate and Other [Member]

Segment Reporting Information [Line Items]

Identifiable assets

103,833

378,561

Corporate and Eliminations [Member]

Segment Reporting Information [Line Items]

Operating income (expense)

(7,089)¹

(4,262)¹

Intersegment Eliminations [Member]

Segment Reporting Information [Line Items]

Net sales

$ (897)

$ (1,174)

[1] Corporate and eliminations includes pension and other postretirement benefit expense, certain environmental costs related to remediation at legacy sites, foreign currency transactional gains and losses, and certain other expenses.

SEGMENT INFORMATION (Reconciliation) (Detail) (USD $)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Mar. 31, 2016

Segment Reporting [Abstract]

Total operating income

$ 51,227

$ 57,263

Interest expense

(10,377)

(9,933)

Other income, net

312

234

Earnings before income taxes

$ 41,162

$ 47,564

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Detail) (USD $)

In Thousands, unless otherwise specified

3 Months Ended

12 Months Ended

Mar. 31, 2017

Mar. 31, 2016

Dec. 31, 2016

Accumulated Other Comprehensive Income (Loss) [Roll Forward]

Beginning balance

$ (291,756)

$ (225,928)

Other comprehensive income (loss) before reclassifications

11,076

(72,732)

Amounts reclassified from accumulated other comprehensive loss

2,099

6,904

Other comprehensive income, net of tax

13,175

18,717

(65,828)

Ending balance

(278,581)

(291,756)

Foreign Currency Translation Adjustments, Net [Member]

Accumulated Other Comprehensive Income (Loss) [Roll Forward]

Beginning balance

(172,650)

(107,810)

Other comprehensive income (loss) before reclassifications

11,224

(64,840)

Amounts reclassified from accumulated other comprehensive loss

0

Other comprehensive income, net of tax

11,224

(64,840)

Ending balance

(161,426)

(172,650)

Total Pension and Postretirment Adjustments, Net [Member]

Accumulated Other Comprehensive Income (Loss) [Roll Forward]

Beginning balance

(119,106)

(118,118)

Other comprehensive income (loss) before reclassifications

(148)

(7,892)

Amounts reclassified from accumulated other comprehensive loss

2,099

6,904

Other comprehensive income, net of tax

1,951

(988)

Ending balance

$ (117,155)

$ (119,106)

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Reclass) (Detail) (USD $)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2017

Mar. 31, 2016

Accumulated Other Comprehensive Income (Loss) [Line Items]

Earnings before income taxes

$ 41,162

$ 47,564

Income tax

(8,615)

(14,745)

Net earnings

32,547

32,819

Reclassification out of Accumulated Other Comprehensive Income [Member] |
Total Pension and Postretirment Adjustments, Net [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Amortization of prior service costs

190 ¹

Amortization of actuarial losses

(3,531)¹

Earnings before income taxes

(3,341)

Income tax

1,242

Net earnings

$ (2,099)

[1] These items are included in the computation of net periodic pension cost. See Note 8, Pension and Other Postretirement Benefit Plans.

CONTINGENCIES AND COMMITMENTS (Detail) (USD $)

In Millions, unless otherwise specified

3 Months Ended

0 Months Ended

Mar. 31, 2017

Oct. 10, 2013

Failure to Meet Contractual Obligations [Member]

Mar. 31, 2017

Standby Letters Of Credit [Member]

Dec. 31, 2016

Standby Letters Of Credit [Member]

Mar. 31, 2017

FinancialStandbyLetterOfCreditMember

Dec. 31, 2016

FinancialStandbyLetterOfCreditMember

Mar. 31, 2017

Minimum [Member]

Mar. 31, 2017

Maximum [Member]

Mar. 29, 2017

Westinghouse Electric Company (WEC) [Member]

Collectibility of Receivables [Member]

Mar. 29, 2017

Pending Litigation [Member]

Westinghouse Electric Company (WEC) [Member]

Loss Contingencies [Line Items]

Letters of credit, outstanding

$ 51.6

$ 47.2

$ 13.7

$ 12.8

Surety Bond Outstanding

56.0

Damages sought

1,000

25

Debtor-in-Possession Financing, Amount Arranged

800

Range of possible loss, maximum

$ 0

$ 56.0

$ 8.0