JOHNSON CONTROLS INC
8-K, 1998-11-13
PUBLIC BLDG & RELATED FURNITURE
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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D. C.  20549



                                    FORM 8-K

                                 CURRENT REPORT




     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934




      Date of Report (Date of earliest event reported):  November 13, 1998





                         Commission File Number  1-5097



                             JOHNSON CONTROLS, INC.
             (Exact name of registrant as specified in its charter)




              Wisconsin                               39-0380010
      (State of Incorporation)             (I.R.S. Employer Identification No.)




      5757 N. Green Bay Avenue
            P.O. Box 591
        Milwaukee, Wisconsin                           53201
(Address of principal executive offices)             (Zip Code)




Registrant's telephone number, including area code: (414) 228-1200


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ITEM 5 OTHER EVENTS

Johnson Controls wishes to take advantage of the "safe harbor" provisions of
the Private Securities Litigation Reform Act of 1995 by filing this Form 8-K.
Many of these factors addressed below have been discussed in prior filings by
Johnson Controls.  Johnson Controls wishes to caution readers that the
following important factors, among others, in some cases have affected, and in
the future could affect, Johnson Controls' actual results and could cause its
actual consolidated results for the current period, and beyond, to differ
materially from those expressed in any forward-looking statements made by, or
on behalf of, Johnson Controls.

- --   A significant decline in the automobile production rate in the US, Europe
     and/or South America; a restriction in the ability of auto manufacturers
     to outsource components manufacture to outside suppliers, whether as a
     result of collective bargaining agreement, union negotiations or
     otherwise; a significant decline in new construction of commercial
     buildings; moderation in the outsourcing of facility management of
     commercial buildings and the privatization of facility management of
     government facilities; changes in automobile battery suppliers by Johnson
     Controls' major customers; major changes in energy costs or government
     regulations that would decrease the incentive for commercial and
     government customers to save energy;

- --   Significantly increased pressure to change the selling price for Johnson
     Controls' products with resulting effects on margins; increased entries of
     new competitors into markets;

- --   Underutilization of Johnson Controls plants and factories, or of any plant
     expansions or new plants, resulting in production inefficiencies and
     higher costs; start-up expenses and inefficiencies and delays;
     overcapacity of the production plants in the industries in which Johnson
     Controls operates; cyclicality of the auto parts industry; Johnson
     Controls' ability to remain a Tier 1 supplier to the auto industry; impact
     of weather on demand for products of Johnson Controls; impact of the
     financial condition of its suppliers on Johnson Controls;

- --   Johnson Controls' ability to achieve cost reduction targets; amount, rate
     and growth in Johnson Controls' selling, general and administrative
     expenses; and the impact of unusual items resulting from on-going
     evaluations of business strategies, asset valuations, acquisitions,
     divestitures and organizational structures;

- --   The effects of, and changes in, trade, monetary and fiscal policies, laws
     and regulations, other activities of governments, agencies and similar
     organizations, and social economic conditions, such as trade restrictions
     or prohibitions; inflation and monetary fluctuations; import and other
     charges or taxes; the ability or inability of Johnson Controls to obtain,
     or hedge against, foreign currency, foreign exchange rates and
     fluctuations in those rates; nationalizations and unstable governments and
     legal systems, and intergovernmental disputes as well as actions affecting
     frequency, use and availability, spectrum authorizations and licensing;







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- --   The costs and other effects of legal and administrative cases and
     proceedings (whether civil, such as environmental and product-related, or
     criminal), settlements and investigations, claims, and changes in those
     items; the costs associated with any recalls for products manufactured by
     Johnson Controls; developments or assertions by or against Johnson
     Controls relating to intellectual property rights and intellectual
     property licenses; adoptions of new, or changes in, accounting policies
     and practices and the application of such policies and practices;

- --   The addressing of Year 2000 readiness in a timely fashion by Johnson
     Controls and its enterprises, its customers and vendors, and utilities and
     government entities;

- --   The addressing of the conversion to the "euro" in a timely fashion by
     Johnson Controls and its enterprises and its customers and vendors;

- --   Economic circumstances in the financial marketplace that affect Johnson
     Controls' ability to market short- and long-term debt;

- --   Persistence of long-term economic uncertainty in Asia or other emerging
     markets in which the Company competes.


                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant as duly caused this report to be to be signed on its behalf by the
undersigned hereunto duly authorized.

JOHNSON CONTROLS, INC.




                                       BY    Stephen A. Roell
                                             Senior Vice President and
                                             Chief Financial Officer


Date:  November 13, 1998










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