ZF TRW Automotive Holdings Corp. (Formerly TRW Automotive) Business Report FY ended Dec. 2015

Financial Overview

-In 2015, the Company had net sales of EUR 14,385 million. Of that amount, EUR 8,941 million was generated from the period after the Company's acquisition by ZF.

Acquired by ZF Friedrichshafen

-In September 2014, ZF Friedrichshafen announced that it entered into a definitive agreement with the Company under which ZF will acquire the Company for approximately USD 12,400 million. The transaction was completed in May 2015. The Company will be incorporated into ZF as a new division called Active & Passive Safety Technology. The integration process is expected to take three to five years. The combined company is expected to have sales exceeding EUR 30 billion and more than 130,000 employees. (From a press release on May 15, 2015)

Restructuring

Divestiture of linkage and suspension business to THK
-The Company announced that it signed a definitive agreement to divest its Linkage and Suspension business for USD 400 million in cash to THK Co., Ltd., a Japan-based manufacturer of linear motion systems. With the acquisition, THK looks to expand its presence in Europe and North America. The planned divestiture, with annual sales of approximately USD 550 million, is expected to close by the end of the Company's fiscal third quarter. (From a press release on April 21, 2015)

Divestiture of engine valve business to Federal-Mogul
-In February 2015, Federal-Mogul announced that it has closed on material portions of the previously announced acquisition of the Company's engine valve business, with a purchase price of approximately USD 309 million. The acquired business, headquartered in Barsinghausen, Germany, employs nearly 4,000 people globally. The closing did not include the sale of the Company's joint ventures involved in the business with the exception of a joint venture in Venezuela. Assets in the acquisition include 15 production facilities across nine countries, and three technical centers in North America, Europe, and Asia. In addition, a significant proportion of the Company's sales are from Japanese OEMs, which Federal-Mogul will now gain. The acquisition is expected to add approximately USD 500 million a year in additional sales, with additional growth in the future. (From a press release on February 9, 2015)

Business Partnership resolved with Fuji Oozx

-Fuji Oozx Inc. announced that it will dissolve its business alliance with four of the Company's subsidiaries: TRW Automotive U.S. LLC, TRW Automotive GmbH, TRW Automotive J.V. LLC (TRW JV), and TRW Asia Pacific Co., Ltd. Fuji Oozx will transfer all of its shares in joint ventures TRW Fuji Valve Inc. and TRW Fuji Serina Co., Ltd. to TRW JV, while acquiring the Company's share in the Fuji Valve (Guangdong) Corporation joint venture, converting it into its wholly owned subsidiary. Fuji Oozx and the Company are currently negotiating to dissolve Shin Han Valve Ind. Co., Ltd. and Shinhan Beijing Automobile Parts System Co. joint ventures. As an agreement has not been reached, the joint ventures will currently be operated under the same company form. In addition, Fuji Oozx and the Company are likely to reach a settlement in which TRW JV will dismiss a case against Fuji Oozx that was filed in April 2014. (From a press release on June 30, 2015)

Recent Developments

-The Company will start mass production of the next-generation Integrated Brake Control (IBC) system in 2018. The IBC system integrates an ESC system composed of a vacuum booster, sensors, electronic controllers, and an electronic brake system. The IBC system is about 25-30% lighter than a comparable traditional brake system. Thanks to the motor control, the IBC system offers fast brake pressure builds that provides up to one-g vehicle deceleration in less than 150 milliseconds for reduced stopping distances. The IBC system can be used in all vehicle sizes and in both conventional and semi-autonomous braking functions. (From an article in the Nikkan Jidosha Shimbun on October 15, 2015)

Contracts

-The Company has announced that it has won two business awards with North American and European vehicle manufacturers for its second-generation Safety Domain ECU (SDE 2). The central controller will launch in Europe and the U.S. starting in 2018. (From a press release on August 27, 2015)

-The Company announced that it will expand production of its camera systems for Advanced Driver Assistance Systems (ADAS). The Company has accepted orders of its third-generation video camera, the S-Cam 3, for four major global vehicle platforms and will start production by the end of 2015. The fourth generation S-Cam 4 family is scheduled to be launched in 2018. A first-time order was placed for the S-Cam 4 family by a European automaker. In addition, production of an integrated system combining a camera and radar will begin in 2017 for European and Asian markets. (From an article in the Nikkan Jidosha Shimbun on July 6, 2015)

-The Company has recently produced its sixty millionth EPB motor-on-caliper unit. The Company has supplied EPB units for the BMW X4 and BMW i8, Jeep Renegade, Fiat 500X, Ford F-150, Honda Accord, Nissan Qashqai, Range Rover Evoque and more. (From a press release on June 24, 2015)

-The Company announced that its Global Electronics business unit is launching its next-generation video camera sensor, the S-Cam 3, in China in early 2016. The technology will launch with a major North American vehicle manufacturer on several vehicles in the Chinese market, and will be produced locally at the Company's electronics manufacturing facility in Anting. The S-Cam 3 offers six times the processing power of the current generation camera to provide a higher level of sensing performance and several advanced safety functions, including lane keeping assist and automatic emergency braking for pedestrians and other vehicles. (From a press release on April 20, 2015)

-The Company announced nine of the ten 2015 World Car of the Year Awards (WCOTY) finalists feature a variety of its safety and drive assist system technologies, including forward looking object recognition camera, long range radar, brakes, steering wheels, seatbelts, safety and sensor electronics, and the first application of the Company's Bag-in-Roof airbag technology. The 2015 WCOTY Award finalists are: BMW 2 Series Active Tourer; Citroen C4 Cactus; Ford Mustang; Hyundai Genesis; Jeep Renegade; Mazda2; Mercedes-Benz C-Class; Mini 5-door; Nissan Qashqai; and Volkswagen Passat. (From a press release on April 2, 2015)

-The Company has announced that it has started production of its dual stage pump technology across two major European vehicle platforms. The dual stage pump is highly suitable for wet dual clutch transmissions due to its ability to integrate two external gear pumps in a compact single housing. The first stage is a low-pressure pump which cools and lubricates the wet clutches with oil. The second stage is a high-pressure pump that serves as a hydraulic pressure source to actuate the clutches, shift forks and other elements. An electric motor runs the pump at variable speeds, operating only on demand and reducing viscous friction losses. (From a press release on March 12, 2015)

-The Company will supply its electric park brake (EPB) technology to the light truck market beginning with its introduction on a high volume North American platform in 2017. EPB can save more than 20 pounds per vehicle for larger trucks and SUVs when compared to conventional drum-in-hat park brakes, leading to enhanced fuel economy and reduced CO2 emissions. The technology can also work with systems such as Advanced Driver Assistance Systems. (From a press release on March 4, 2015)

-The Company announced that PSA has selected it as its driver assist system (DAS) partner beginning with the launch of its next generation radar (AC1000) and camera (S-Cam 3) sensor technologies, both individually and in 'data fusion' systems, across the Peugeot, Citroen and DS vehicle ranges. Production of the AC1000 and S-Cam 3 will begin in 2017. In addition to supplying the sensors, the Company has been awarded with full system integration and functional development responsibilities. (From a press release on January 6, 2015)

Awards

-A joint venture between the Company and Rane group, Rane TRW Steering Systems Limited received an award from Tata Motors in "Recognition of Long Association" with Tata Motors for 25 years of business worth more than INR 15 crores (approximately USD 2.2 million). Tata Motors also presented the "Special Citation of Distinction" to the joint venture. (From a press release issued in October 2015)

R&D Facilities

-As of December 31, 2015, the Company has 22 technical centers and 13 test tracks across the world.

R&D Activities

-The Company is demonstrating its semi-automated driving capabilities at a test track event in Berlin, Germany. Drivers will be experiencing a 'Highway Driving Assist' feature which can enable automatic steering, braking and acceleration for highway speeds above 40 kph. The demonstration vehicle integrates the Company's AC1000 radar and S-Cam 3 video camera sensor together with its Electrically Powered Steering Belt Drive (EPS BD) and Electronic Stability Control EBC 460 system providing a combination of Adaptive Cruise Control (ACC) and Lane Centering Assist (LCA) functionalities. (From a press release on July 1, 2015)

-The Company announced that it will double the size of its Automated Vehicle engineering team by the end of 2015. In doing so, the Company will increase its focus on automated technology, the industry's major growth area. The Company is actively collaborating with automakers for a stronger understanding of integration between sensors, controllers, and actuators in advanced automated technologies. (From an article in the Nikkan Jidosha Shimbun on February 12, 2015)

Product Development

Center airbag
-The Company has developed a new center airbag that is designed to improve side impact protection. The airbag is integrated into the inner side of the seat back and deploys to help protect the head, shoulder and torso areas of occupants in the front seat. The center airbag helps to protect occupants in far-side and near-side crashes by deploying an airbag between the driver and front seat passenger. In a far-side impact, where an vehicle or object strikes the opposite side of the vehicle to the driver with sufficient force, the center airbag helps keep the driver in place. It minimizes side displacement of the driver and reduces the collision risk between the driver with the front seat passenger or the surrounding vehicle interior. (From a press release on November 19, 2015)

EBC 460 electronic stability control module
-The Company has developed a new electronic stability control (ESC) module with enhanced software integration capabilities. The new ESC module acts as an integration hub, hosting software algorithms to control automated driving, safety, chassis and drivetrain functions. The newly-developed six piston premium ESC module (EBC 460) features greater processing power to host more software functions. The Company will begin supplying the module to a major European automaker in the latter half of 2015. (From an article in the Nikkan Jidosha Shimbun on September 25, 2015)

Second-generation Safety Domain ECU
-The Company has developed its second-generation Safety Domain ECU (SDE 2) which will launch in Europe and the U.S. starting in 2018. The SDE acts as a central integration hub, processing millions of bytes of data from sensors on the vehicle's state and surroundings. By interfacing with the steering, braking and drivetrain systems, a multitude of functions can be enabled while reducing the number of control units and simplifying the vehicle's electronic architecture. For the SDE 2, the Company has further increased functional safety by satisfying the highest Automotive Safety Integrity Level requirements (ASIL D). Compared to the previous generation, the central control unit can also integrate more data from vehicle dynamics arbitration systems and sensors, including radar and camera, to help enable 360-degree environmental sensing. (From a press release on August 27, 2015)

Cloud-based advanced driver assistance system in Smart Urban Vehicle
-The Company's parent, ZF Friedrichshafen AG, has unveiled the Smart Urban Vehicle concept equipped with a cloud-based advanced driver assistance system (ADAS). The ADAS system was developed in collaboration with Google Inc and is the Company's first ADAS system for autonomous driving. The cloud-based system enables danger avoidance and predictive driving by automatically adjusting the drive torque, and reducing speed before entering a bend based on data in the cloud. The concept vehicle is also equipped with a multifunction steering wheel developed by the Company. (From an article in the Nikkan Jidosha Shimbun on July 7, 2015)

Millimeter wave radars
-The Company will begin developing millimeter wave radars for Japan in 2015. The Company has a nearly 20% market share the market of monocular cameras supplied to Japanese automakers. As advanced driver assistance systems are expected to incorporate a combination of cameras and millimeter wave radars, the Company aims to win new orders by developing both systems. In Europe, the Company's millimeter wave radar is primarily used on C- and D-segment vehicles. However, the Company expects wider use of driver assistance systems on B-segment vehicles in Japan compared to Europe. With this expectation, the Company intends to propose its set of millimeter wave radars and monocular cameras for B-segment and larger vehicles in Japan. (From an article in the Nikkan Jidosha Shimbun on April 17, 2015)

Next-generation seatbelt buckles
-The Company announced that it is launching its next generation seatbelt buckle, the RNS5s. The new buckle is approximately 15% lighter and 20% smaller in packaging volume. The new buckle technology is suitable for front and rear seat applications using buckles and/or anchor pretensioners. Production of the buckle began in Europe at the beginning of 2015. (From a press release on March 26, 2015)

Airbag ECUs and driver assistance system camera ECUs
-The Company will develop software for airbag ECUs and driver assistance system camera ECUs for Japanese automakers. The Company plans to double the number of engineers in Japan by 2020 to strengthen its software development capabilities. The Company is currently stepping up sales of airbags and other ECU components to Japanese carmakers and aiming to win new orders by making software locally which fit with Japanese automakers' systems. (From an article in the Nikkan Jidosha Shimbun on March 23, 2015)

Capital Expenditures

-The Company's capital expenditures for the first three months ended April 3, 2015 were USD 95 million. The Company expected to spend between USD 650 million and USD 690 million on capital expenditures in the fiscal year ended December 31, 2015.

-Capital expenditures for the Company's new Active & Passive Safety Technology Division centered around capacity expansions in North America, Europe, and Asia. Specifically, investments were made for the capacity expansions of 8-speed and 9-speed transmission control units in Auerbach and Diepholz, Germany. Additional expenditures were dedicated to assembly and test equipment for shift-by-wire systems in Diepholz, Germany; Shenyang, China; and Juarez, Mexico.

Investment outside U.S.


-The Company announced that its two new plants, one for brake systems and the other for occupant safety systems, in Zhangjiagang, Jiangsu, China began operations. The brake system plant, constructed on 23,000 square meters of land, produces electric parking brakes, front brake calipers, and vacuum boosters, and assembles brake housings, carriers and actuators. The plant expects to hire over 750 people in 2016. The safety system plant has a land area of 16,000 square meters produces driver, front passenger, side, and curtain airbags. It also assembles FS1 and SPR4 retractors, lock systems, and hood lifters. The plant intends to employ more than 500 people by the end of 2016. (From news releases issued by multiple sources on November 2, 2015)

-The Company has announced plans to open a new plant in Xi'an, China dedicated to occupant safety systems. The Company will use the Xi'an facility to localize inflator production. The facility is planned to begin operations in July 2016. (From a press release on April 20, 2015)


-Rane TRW Steering Systems Pvt Ltd., a 50:50 joint venture between Rane group and the Company, inaugurated a new airbag manufacturing plant adjacent to its seatbelt plant in Singaperumal Koil, Chennai, India. Both plants have approximately 450 employees and are located a few kilometers from the Ford plant. The airbag plant, which covers an area of 1,800 square meters, will assemble driver and passenger airbag modules. Initially, the plant will have an annual production capacity of 500,000 airbags with additional space to expand as the market grows. (From a press release on August 24, 2015)