Good day, ladies and gentlemen, and welcome to the Curtiss-Wright 2012 Financial Results Conference Call [Operator Instructions] As a reminder, today's conference is being recorded for replay purposes. I would now like to turn the conference over to your host for today, Mr. Martin Benante. Sir, you may begin.

Well, thank you, Mary, and good morning, everyone. Welcome to our fourth quarter and full year 2012 earnings conference call. Joining me on the call today is Mr. Dave Adams, our President and Chief Operating Officer; and Mr. Glenn Tynan, our Chief Financial Officer. Curtiss-Wright delivered a solid fourth quarter performance to round out what was a challenging 2012, as our fourth quarter operating income adjusted for acquisitions and restructuring charges in the Surface Technologies segment grew 38% on a 7% increase in sales. I'm also pleased to report that our full year earnings per share was $2.08, and we met our full year expectations, excluding the dilution from our recent acquisitions, which as a reminder, was not included in our guidance. Our results reflect numerous positives, including the benefits from our segment restructuring actions, significantly improving profitability from our 2011 acquisition ACRA, due to significant operational improvements implemented in our Controls segment and several new acquisitions in the mix, providing a transformational impact to our markets, technologies and product breadth. Moving forward, we will continue to take actions to improve our operational efficiency to better position our business for the future, beginning with our expectation for a solid profitable growth in 2013. Now I would like to turn the call over to Glenn Tynan.

Thank you, Marty. Our call today is being webcast and the press release, as well as a copy of today's financial presentation are available for download through the Investor Relations section of our company website at www.curtisswright.com. A replay of this call also can be found on the website. Please note today's discussion will include certain projections and statements that are forward-looking as defined in the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are not guarantees of future performance. Forward-looking statements always involve risks and uncertainties, and we detail those risks and uncertainties in our public filings with the SEC. In addition, certain non-GAAP financial measures will be discussed on the call today. A reconciliation is available in the earnings release and at the end of this presentation, and will be available on the company's website. For our agenda today I will provide you an overview of Curtiss-Wright's 2012 performance and 2013 financial outlook, followed by Dave who will provide some color on our recent acquisitions before turning it back to Marty who will discuss our strategic markets and outlook and then open the call to your questions. As Marty mentioned, despite a few curveballs thrown our way this past year, we concluded 2012 with some key positives that impacted our fourth quarter and full year results. In Flow Control, our Power Generation business produced solid sales growth due to continued global aftermarket demand as well as solid U.S. new build revenues and higher revenues from our China AP1000 technology transfer contract. Additionally, fourth quarter profitability was strong and provides momentum heading into 2013. In the Controls segment, we benefited from a strong performance from our ACRA Controls acquisition due to the implementation of significant operational improvements. Controls also experienced solid…

Thanks, Glenn. I'm pleased to have the opportunity to speak to all of you today. As you have seen, Curtiss-Wright has been quite busy over the past few months. We have acquired 6 companies thus far and one more pending, Phönix, and as Glenn mentioned, these will provide approximately $400 million in pro forma revenue in 2013. Furthermore, based on initial transaction costs and purchase accounting adjustments, we indicated that our recent acquisitions would be dilutive in 2012 and turn accretive, primarily in the second half of 2013. As you may know, Curtiss-Wright is focused on the acquisition of companies that bring industry-leading technologies and capabilities, which are positioned for solid growth where we can further improve their operations and expand their profitably after joining Curtiss-Wright. We look for companies that can provide the right combination of balance to our market diversification, along with the ability to expand our breadth of technologies, products and services in both existing, as well as high growth or emerging markets. We've openly stated our intention to further expand our sensor and control offering, while looking for opportunities to leverage our existing strengths and capabilities and to move up the chain in our oil and gas business to expand from downstream to the mid and upstream segment, and to add smaller niche nuclear power generation companies with strong technological offerings to name a few. We believe that these recent acquisitions have done all of the above, which provide ample opportunity to continue to grow our business by further expanding our product offering into adjacent markets and geographies. We thought it would be relevant to provide a review of the market breakdown provided in our previous full year 2012 guidance from early November prior to the recent 7 acquisitions. Later, I will compare this view to…

Well, thank you, Dave. As you've heard today so far, we are taking the necessary steps to position Curtiss-Wright for strong profitable growth through internal operational improvements and extended opportunities with new technologies and markets as we continue to expand our global offering of products and services. Next, I'd like to focus on some key impacts to our core end markets, followed by some additional color supporting our confidence in obtaining our long-term financial goals. I'll begin in Commercial Aerospace, which continues to be one of the leading growth drivers among our diverse end markets. As we are benefiting from continued production rate increases across numerous Boeing and Airbus platforms and a resurgence in growth in the regional jet market, we expect this momentum to continue into 2013. Curtiss-Wright is well-positioned for increased sales, supported by the multi-year production up cycle in the Commercial Aerospace market for our critical structures, electronic components and sensors and various surface treatment services. Overall, we continue to expect the OEM cycle will remain healthy for several more years, and we are projecting sales in the Commercial Aerospace market to grow 7% to 11% in 2013. Next, an update in the general industrial market, which has greatly expanded over the course of the past few months, primarily through the acquisitions of PG Drives, Williams Controls and Exlar in our Controls segment, which we expect to be key drivers of our 2013 sales. This includes solid demand for various industrial sensors, controls, drives and actuation equipment supplied to electric-powered industrial, medical, specialty and off-road vehicles. In our Service Technologies segment, we expect solid growth for our highly technical coatings and peening services to domestic and international automobile customers as well as higher analytical services to the medical market. As a reminder, as worldwide economic conditions improve,…

[Operator Instructions] Our first question comes from Amit Mehrotra from Deutsche Bank.

It's Amit Mehrotra here dialing in for Myles. Marty our Glenn, your first question is on guidance. Is there anything you've changed in terms of rolling up your guidance after last years experience? Have you put a little more contingency in there? Is the 272 80 pretty much where you see ending up if everything goes as planned?

We think we have an ability to improve on that guidance. Obviously, when you take a look at that waterfall chart that we have, we do show an improvement of the organic profitability but also, have to add onto that the onetime of $0.15, $3.5 million of that or $0.05 is the closure of the plant associated with HVAC with the contract being taken back by our customer. But the remainder of it is also plant closures and restructuring and acquisition integration of $5 million or $0.08. And we expect that $6.5 million to generate additional profitability next year. And obviously, our acquisitions will become more profitable next year also. So we feel good about our guidance.

Okay, just one follow-up. Thanks for providing the margin dilution impact by segment. How quickly can you bring those margins up? And does that really mean that we should see a significant step up on profitability levels in 2014 if those acquisitions get integrated?

We expect that, definitely. We going to really have a 2-pronged attack and 1 is obviously the improvements that we're going to put in and also we're expecting that the new acquisitions are going to be improve -- profitably improved quite a bit next year.

And Amit, it's mostly obviously, in the first quarter. I think it should -- about $0.08 dilution in the first quarter, another couple of pennies probably in the second quarter before it turns profitable sequentially going to the second half of the year.

And can you just, lastly, could you just give us what the pension outlook could be in 2014 based on where the current discount rate is if you did it as of now and then any planned funding as well?

I think we lowered our discount rate this year. As I think I indicated, our pension went up about $7 million, and that's because we lowered the discount rate 50 basis points. So the sensitivity for us is every quarter point is about $3.5 million at least, based on today's funding status. I couldn't really predict what's going to happen in 2014 with those rates but that's the real driver. That's been changing our pension plan for a couple of years now. The funding level, sorry I didn't answer that question, we expect to contribute $35 million in 2013 versus $40 million in 2012, mainly reflecting the impact of the highway bill, the pension funds stabilization bill.

Our next question comes from Michael Ciarmoli from KeyBanc.

Maybe just to follow, I just want to make sure I'm clear, just a follow-up on a mix questioning on the guidance. You showed the adjusted margin then you call out this $0.15. So does that $0.15 is obviously in addition to all of the amortization dilution? I'm just trying to get a handle on...

That's right. That $0.15 is basically plant closures of about $0.07 and then acquisition integration of another $0.08. So that's why I tried to say that one of the plant closures will benefit next year and also the $5 million for the acquisition integration will also benefit next year also.

Got you okay, perfect. And then just -- I mean, what are your thoughts -- what could potentially be the negative impact on the outlook if sequestration does happen? I mean, have you guys sort of thought about the downside potential risk to the outlook if that goes into place or programs that you have? Certainly, we've seen a lot of documents come out of the different military branches of late. I mean, how are you thinking about that?

I think that in the ground defense, we've already seen a lot of downturn there. So the one area that we're a little bit concerned in is that there was an article written that the carrier could go from a 4-year production cycle to a 5-year production cycle, which would move some of our sales out. But there's so many scenarios going back-and-forth. I think that's one of the reasons why people say let's wait and see what it is, if anything and we're talking about more of an impact in 2014, so we're talking about 2013.

Okay. That's fair. And then just one last one I had and I'll jump off here. Any update on the super vessel opportunity expectations or how we should think about maybe just ongoing costs or risk with that program?

Well the thing is what we did in this budget is that we basically -- even though we do expect there will be an increase, I've kept it flat or negative. So we conservatized the super vessel. There's opportunities out there. We're getting our costs in line, but that's one of the areas we just said let's just keep it flat or a little bit down and just keep pushing the cost reductions, which should prove to be beneficial in 2013.

Our next question comes from Jim Foung from Gabelli. James Foung - Gabelli & Company, Inc.: Martin, your pro forma EPS growth chart, the $0.23 to $0.27 accretion from acquisition improvement, is that for the last 7 acquisitions you made?

That's correct. [indiscernible] also contains the interest expense too. So actually, the number would have been bigger if that was the increased interest expense. James Foung - Gabelli & Company, Inc.: So that's a net number?

That's correct. James Foung - Gabelli & Company, Inc.: So that's already going to be very positive for you, accretive for you in 2013 then?

That's what we're saying. James Foung - Gabelli & Company, Inc.: Okay, All right and then are there any...

Actually, it will be better in 2014. James Foung - Gabelli & Company, Inc.: That's my next question. Are there any carryover into 2014 then, that's incremental?

Yes, definitely. James Foung - Gabelli & Company, Inc.: Can you disclose that or...

No. But it's good. James Foung - Gabelli & Company, Inc.: Okay, so more to come then?

That's correct. James Foung - Gabelli & Company, Inc.: And then, I guess, the other thing I was just kind of curious, as you put out the pro forma defense exposure between '13, what would now be 30% of your total revenues and I presume that one of your objectives as you try to lower that as you go into 2014 and 2015. Do you have kind of a target number that you want to bring that down to? And then corresponding with that, what will be the margin impact of that as you reduced your defense and grow your other businesses?

Well we get better returns from our commercial so obviously, you're going to start to see a move, a tick up as you do some more commercial. We project out through our strategic plan, just from a normal growth from where we see our markets going, we're going to be below 25%. But based on our acquisition pipeline, we're probably going to achieve that much sooner than that. And that does not say that we're not going to acquire possibly, a defense company because at the end of sequestration, it will be similar to the last cycle where there will be companies that will be looking to sell. The budget is still going to be quite large and if there's a technology we like that has both commercial and defense applicability, we would buy it. [indiscernible] that most -- a majority of our new acquisitions will be in the commercial area. James Foung - Gabelli & Company, Inc.: Okay, so as you hit kind of a bottom in terms of the decline in the defense budget contraction, could be good opportunity then to kind of get back to increase that exposure in this business then?

Well, yes. We're always looking for people and companies with technologies. James Foung - Gabelli & Company, Inc.: Right, okay. And then the flip side, would you consider selling defense businesses that are on slow growth or non-core?

We are doing that whether it be defense or commercial, and we do have some small pieces on both sides the we're looking at. James Foung - Gabelli & Company, Inc.: Okay, and anything immediate?

No.

Our next question comes from Tyler Hojo from Sidoti & Company. Tyler Hojo - Sidoti & Company, LLC: Just -- only question I have really is on the power generation outlook for 2013. I guess you've guided to 3% to 7% growth but it sounds like if you back out acquisition, it's about flat...

Actually it would be a little negative, yes. Tyler Hojo - Sidoti & Company, LLC: A little negative, okay. I'm just trying to better understand why the aftermarket business would be down in 2013. If you could maybe just kind of walk us through that.

Not a problem. Normally, the higher the amount of outages or turnarounds where plant comes down and you do maintenance, normally requires a lot of spare parts. So the fact that it's lower in 2013 and '12 will automatically reduce the spare parts that you have. The second thing is that companies or utilities are looking to spend less money right now on normal maintenance so they can put the improvements that they need to put in from the Fukushima regulation. If you remember, we went through that, saying that we'll probably be selling or providing those types of solutions in the second half of this year. And that should continue into 2014. So what you're saying is just an add -- you have some little sign wave in the demand curve, that's all. Tyler Hojo - Sidoti & Company, LLC: Okay, now if you were to break the guidance between OE and the aftermarket, would the growth rates look kind of similar for the full year or how do you...

No, in other words, I'm sorry I didn't address that, I'm sorry. We actually have -- the biggest change happen to be in the OEM side whereas China is going down by some $20 million and I think the U.S. is going up by $4 million. But again, that's just production rates and where they go. Tyler Hojo - Sidoti & Company, LLC: Okay, all right, great. And I guess, maybe one more for me. Just on acquisitions, I mean, you commented on pipeline and you also commented on kind of the technologies you're interested in. But maybe you could talk about the scope of the pipeline and if you have some number of deals that you're kind of targeting this year, that might be helpful.

Okay, first of all, 2013 was a very good year because everybody was -- people that we pursued for many years finally consented because of the tax change. So it happened to be a very good year and we were very happy with what we saw. We think 2013 will be active, not as active as 2012. 2012 was a very good year. 2013, there's a lot of opportunities. However, I don't think we're going to be spending as much money this year as we did last year. A lot of them are good commercial opportunities, growing more in the sensors, nuclear and also upstream gas and oil in the frac-ing market.

[Operator Instructions] .

If there's no further questions, I'd like to thank everybody for joining us today. I look forward to speaking to you again during our first quarter 2013 earnings call. Thank you very much, and take care.

Bye-bye.