TROY, Mich., Nov. 10, 2015 /PRNewswire/ -- Meritor, Inc. (NYSE: MTOR) today reported financial results for its fourth quarter and full fiscal year ended Sept. 30, 2015.

Fourth-Quarter Highlights


    --  Sales were $853 million, compared to $933 million, in the same period
        last year.
    --  Net loss attributable to Meritor was $21 million for the period,
        compared to net income of $3 million in the same period last year. Net
        loss from continuing operations attributable to Meritor was $21 million,
        compared to net income of $29 million in the same period last year.
    --  Adjusted income from continuing operations was $37 million, or $0.39 per
        adjusted diluted earnings per share, compared to $35 million, or $0.35
        per adjusted diluted earnings per share, a year ago.
    --  Adjusted EBITDA was $81 million, compared to $80 million in the same
        period last year. Adjusted EBITDA margin of 9.5 percent increased from
        8.6 percent in the same period last year.
    --  Meritor repurchased $25 million of common stock in the fourth quarter
        under its $210 million equity and equity-linked repurchase program.

Fourth-Quarter Results

For the fourth quarter of fiscal year 2015, Meritor posted sales of $853 million, down $80 million, or 9 percent, from the same period last year. This decrease was primarily due to weaker foreign currency exchange rates relative to the U.S. dollar.

Net loss from continuing operations attributable to Meritor was $21 million, or negative $0.22 per diluted share, compared to net income from continuing operations attributable to Meritor of $29 million, or $0.29 per diluted share, in the prior year.

Net loss attributable to Meritor was $21 million for the period, compared to net income attributable to Meritor of $3 million in the fourth quarter 2014.

In the fourth quarter of fiscal year 2015, the company recognized a pension settlement loss of $55 million, net of tax, associated with the settlement of its German and Canadian pension plans and total goodwill and asset impairment charges of $13 million, net of tax, related to its Defense business. In addition, the company reversed valuation allowances against deferred tax assets in certain European jurisdictions and Mexico, which resulted in a $16 million income tax benefit in the quarter.

Adjusted net income from continuing operations in the fourth quarter was $37 million, or adjusted diluted earnings per share of $0.39, compared to $35 million, or adjusted diluted earnings per share of $0.35, in the prior year.

Adjusted EBITDA was $81 million, compared to $80 million in the fourth quarter of fiscal year 2014. Adjusted EBITDA margin for the fourth quarter of fiscal year 2015 was 9.5 percent, compared to 8.6 percent in the same period last year. The improvements in Adjusted EBITDA and Adjusted EBITDA margin were driven primarily by material, labor and burden performance and pricing actions, which more than offset the impact of lower revenue.

Free cash flow in the fourth quarter of fiscal year 2015 was negative $59 million, compared to $74 million in the same period last year. Free cash flow in the fourth quarter of fiscal year 2015 included an outflow of $94 million to fund the company's voluntary buyout of its German and Canadian pension plan obligations. Free cash flow in the prior year's fourth quarter included $209 million of proceeds from the settlement of the Eaton antitrust litigation. Those proceeds were partially offset by $134 million associated with the voluntary pre-funding of three years of mandatory pension contributions to the company's U.S. and U.K. pension plans.

Fourth-Quarter Segment Results

Commercial Truck & Industrial sales were $650 million, down $79 million, or 11 percent, compared to the same period last year. Revenue was unfavorably impacted by the strengthening U.S. dollar against most currencies, primarily the euro and the Brazilian real. Higher truck production in North America driven by a strong Class 8 truck market partially offset lower production in South America and China.

Segment EBITDA for the Commercial Truck & Industrial segment was $45 million for the quarter, down $8 million from the fourth quarter of fiscal year 2014. Segment EBITDA margin was 6.9 percent, compared to 7.3 percent in the same period last year. The year-over-year Segment EBITDA and Segment EBITDA margin decreases were due primarily to lower revenue.

The Aftermarket & Trailer segment posted sales of $231 million, down 4 percent from the same period last year. The unfavorable impact of the strengthening U.S. dollar against the euro drove lower revenue in the company's Aftermarket business in Europe. Segment EBITDA for Aftermarket & Trailer was $37 million, compared to $34 million in the fourth quarter of fiscal year 2014. Segment EBITDA margin was 16 percent, up 1.8 percentage points from the same period last year. The increases in Segment EBITDA and Segment EBITDA margin were attributable to material, labor and burden performance and pricing actions that were executed during the 2015 fiscal year.

Equity and Equity-Linked Repurchase Program

In the fourth quarter, Meritor repurchased 1.9 million shares of common stock for $25 million, for a total of 4.2 million common shares repurchased during the fiscal year 2015. Through the end of September, the company had repurchased $74 million of equity and equity-linked notes under its $210 million repurchase program and is on track to complete its repurchase by the end of fiscal 2016.

Fiscal Year Results

In fiscal year 2015, Meritor posted sales of $3.505 billion, down 7 percent from the prior year, primarily due to the unfavorable impact of foreign currency exchange rates relative to the U.S. dollar. Weaker end markets in Brazil and China also contributed to the revenue decline, partially offset by the strong Class 8 truck market in North America.

Net income attributable to Meritor was $64 million compared to $249 million in the prior fiscal year. Net income attributable to Meritor in fiscal year 2014 included a gain of $209 million from the settlement of the Eaton antitrust litigation. Adjusted income from continuing operations in fiscal year 2015 was $155 million, or adjusted diluted earnings per share of $1.55, compared to $101 million, or adjusted diluted earnings per share of $1.02, in the prior year.

Adjusted EBITDA was $334 million in fiscal year 2015, compared to $314 million in fiscal year 2014, driven primarily by improved material and operating performance and pricing initiatives. Adjusted EBITDA margin was 9.5 percent in fiscal year 2015, up 120 basis points compared to the prior fiscal year.

Free cash flow for the full fiscal year was $18 million, as compared to $138 million in fiscal year 2014. Free cash flow for fiscal year 2015 included an outflow of $94 million to fund the company's voluntary buyout of its German and Canadian pension plan obligations. Free cash flow in fiscal year 2014 included $209 million of proceeds from the settlement of the Eaton antitrust litigation, partially offset by $134 million associated with the voluntary pre-funding of three years of mandatory pension contributions to the company's U.S. and U.K. pension plans.

Outlook for Fiscal Year 2016

Meritor expects the following from continuing operations:


    --  Revenue to be in the range of $3.4 billion to $3.5 billion.
    --  Adjusted EBITDA margin of 10 percent.
    --  Adjusted diluted earnings per share in the range of $1.60 to $1.70.
    --  Total free cash flow to be approximately $115 million.

For the entire company, Meritor expects:


    --  Capital expenditures to be approximately $90 million.
    --  Interest expense in the range of $80 million to $90 million.
    --  Cash interest in the range of $65 million to $75 million.
    --  Effective tax rate to be approximately 15 percent.

"We are continuing to demonstrate strong performance against our transformational M2016 objectives as shown by our results this past year," said Jay Craig, CEO and president of Meritor. "By doing so, we believe the company will be better positioned to capitalize on meaningful growth opportunities as we look beyond 2016."

Fourth-Quarter and Fiscal Year 2015 Conference Call

Meritor will host a conference call and webcast to discuss the company's fourth quarter and full-year earnings results for fiscal year 2015 on Wednesday, Nov. 11, 2015, at 10 a.m. ET.

To participate, dial (617) 213-4856 at least 10 minutes prior to the start of the call. Please reference passcode 59554955 when registering. Investors can also listen to the conference call in real time or access a recording of the call for seven days after the event by visiting the investors page on meritor.com.

A replay of the call will be available starting at 1 p.m. ET on Nov. 11, until 11:59 p.m. ET on Nov. 18, by calling (888) 286-8010 (within the United States) or (617) 801-6888 for international calls. Please refer to replay passcode 20644933. To access the listen-only audio webcast, visit meritor.com and select the webcast link from the home page or the investor page.

About Meritor

Meritor, Inc. is a leading global supplier of drivetrain, mobility, braking and aftermarket solutions for commercial vehicle and industrial markets. With more than a 100-year legacy of providing innovative products that offer superior performance, efficiency and reliability, the company serves commercial truck, trailer, off-highway, defense, specialty and aftermarket customers around the world. Meritor is based in Troy, Mich., United States, and is made up of approximately 8,400 diverse employees who apply their knowledge and skills in manufacturing facilities, engineering centers, joint ventures, distribution centers and global offices in 18 countries. Meritor common stock is traded on the New York Stock Exchange under the ticker symbol MTOR. For important information, visit the company's website at www.meritor.com.

Forward-Looking Statement

This release contains statements relating to future results of the company (including certain projections and business trends) that are "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are typically identified by words or phrases such as "believe," "expect," "anticipate," "estimate," "should," "are likely to be," "will" and similar expressions. Actual results may differ materially from those projected as a result of certain risks and uncertainties, including but not limited to reliance on major original equipment manufacturer ("OEM") customers and possible negative outcomes from contract negotiations with our major customers, including failure to negotiate acceptable terms in contract renewal negotiations and our ability to obtain new customers; the outcome of actual and potential product liability, warranty and recall claims; our ability to successfully manage rapidly changing volumes in the commercial truck markets and work with our customers to manage demand expectations in view of rapid changes in production levels; global economic and market cycles and conditions; availability and sharply rising costs of raw materials, including steel, and our ability to manage or recover such costs; our ability to manage possible adverse effects on our European operations, or financing arrangements related thereto, in the event one or more countries exit the European monetary union; risks inherent in operating abroad (including foreign currency exchange rates, implications of foreign regulations relating to pensions and potential disruption of production and supply due to terrorist attacks or acts of aggression); rising costs of pension and other postemployment benefits; the ability to achieve the expected benefits of restructuring actions; the demand for commercial and specialty vehicles for which we supply products; whether our liquidity will be affected by declining vehicle productions in the future; OEM program delays; demand for and market acceptance of new and existing products; successful development of new products; labor relations of our company, our suppliers and customers, including potential disruptions in supply of parts to our facilities or demand for our products due to work stoppages; the financial condition of our suppliers and customers, including potential bankruptcies; possible adverse effects of any future suspension of normal trade credit terms by our suppliers; potential difficulties competing with companies that have avoided their existing contracts in bankruptcy and reorganization proceedings; potential impairment of long-lived assets, including goodwill; potential adjustment of the value of deferred tax assets; competitive product and pricing pressures; the amount of our debt; our ability to continue to comply with covenants in our financing agreements; our ability to access capital markets; credit ratings of our debt; the outcome of existing and any future legal proceedings, including any litigation with respect to environmental or asbestos-related matters; possible changes in accounting rules; and other substantial costs, risks and uncertainties, including but not limited to those detailed herein and from time to time in other filings of the company with the SEC. See also the following portions of our Annual Report on Form 10-K for the fiscal year ended September 30, 2014, as amended: Item 1.Business, "Customers; Sales and Marketing"; "Competition"; "Raw Materials and Supplies"; "Employees"; "Environmental Matters"; "International Operations"; and "Seasonality; Cyclicality"; Item 1A.Risk Factors; Item 3.Legal Proceedings; and Item 7.Management's Discussion and Analysis of Financial Condition and Results of Operations. These forward-looking statements are made only as of the date hereof, and the company undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise, except as otherwise required by law. All earnings per share amounts are on a diluted basis. The company's fiscal year ends on the Sunday nearest Sept. 30, and its fiscal quarters generally end on the Sundays nearest Dec. 31, March 31 and June 30. All year and quarter references relate to the company's fiscal year and fiscal quarters, unless otherwise stated.

Non-GAAP Financial Measures

In addition to the results reported in accordance with accounting principles generally accepted in the United States ("GAAP") included throughout this press release, the company has provided information regarding non-GAAP financial measures. These non-GAAP financial measures include Adjusted income (loss) from continuing operations, Adjusted diluted earnings (loss) per share from continuing operations, Adjusted EBITDA, Adjusted EBITDA margin, Free cash flow, and Net debt including retirement liabilities.

Adjusted income (loss) from continuing operations and Adjusted diluted earnings (loss) per share from continuing operations are defined as reported income or loss from continuing operations and reported diluted earnings (loss) per share from continuing operations before restructuring expenses, asset impairment charges and other special items as determined by management. Adjusted EBITDA is defined as income (loss) from continuing operations before interest, income taxes, depreciation and amortization, non-controlling interests in consolidated joint ventures, loss on sale of receivables, restructuring expenses, asset impairment charges and other special items as determined by management. Adjusted EBITDA margin is defined as Adjusted EBITDA divided by consolidated sales from continuing operations. Free cash flow is defined as cash flows provided by (used for) operating activities less capital expenditures. Net debt including retirement liabilities is defined as total debt plus pension assets, pension liability, retiree medical liability and other retirement benefits less cash and cash equivalents.

Management believes these non-GAAP financial measures used in this press release are useful to both management and investors in their analysis of the company's financial position and results of operations. In particular, management believes that Adjusted EBITDA, Adjusted EBITDA margin and Adjusted diluted earnings (loss) per share from continuing operations are meaningful measures of performance as they are commonly utilized by management and the investment community to analyze operating performance in our industry. Further, management uses these non-GAAP financial measures for planning and forecasting future periods. Management believes that Free cash flow is useful in analyzing our ability to service and repay debt and return value directly to shareholders. Net debt, including retirement liabilities, is a specific financial measure which is part of our three-year plan, M2016, to reduce debt and other balance sheet liabilities.

Adjusted income (loss) from continuing operations, Adjusted diluted earnings (loss) per share from continuing operations and Adjusted EBITDA should not be considered a substitute for the reported results prepared in accordance with GAAP and should not be considered as an alternative to net income as an indicator of our operating performance or to cash flows as a measure of liquidity. Free cash flow should not be considered a substitute for cash provided by (used for) operating activities, or other cash flow statement data prepared in accordance with GAAP, or as a measure of financial position or liquidity. In addition, these non-GAAP cash flow measures do not reflect cash used to repay debt or cash received from the divestitures of businesses or sales of other assets and thus do not reflect funds available for investment or other discretionary uses.

These non-GAAP financial measures, as determined and presented by the company, may not be comparable to related or similarly titled measures reported by other companies. Net debt should not be considered a substitute for total debt as reported on the balance sheet.

Set forth on the following pages are reconciliations of these non-GAAP financial measures to the most directly comparable financial measures calculated and presented in accordance with GAAP.

Segment EBITDA and EBITDA Margins

Segment EBITDA is defined as income (loss) from continuing operations before interest expense, income taxes, depreciation and amortization, non-controlling interests in consolidated joint ventures, loss on sale of receivables, restructuring expense and asset impairment charges. We use Segment EBITDA as the primary basis for the Chief Operating Decision Maker to evaluate the performance of each of our reportable segments. Segment EBITDA margin is defined as Segment EBITDA divided by consolidated sales from continuing operations.






                                                                                   MERITOR, INC.

                                                                       CONSOLIDATED STATEMENT OF OPERATIONS

                                                                                    (Unaudited)

                                                                      (In millions, except per share amounts)



                                                       Quarter Ended                         Twelve Months Ended
                                                       September 30,                            September 30,
                                                       -------------

                                                     2015            2014                      2015                   2014
                                                     ----            ----                      ----                   ----

    Sales                                                       $853                                    $933                  $3,505  $3,766

    Cost of sales                                   (745)                      (793)                            (3,043)    (3,279)
                                                     ----                        ----                              ------      ------

    GROSS MARGIN                                      108                         140                                 462         487

    Selling, general and
     administrative                                  (56)                       (80)                              (243)      (258)

    Pension settlement losses                        (59)                          -                               (59)          -

    Restructuring costs                               (1)                        (7)                               (16)       (10)

    Goodwill impairment                              (15)                          -                               (15)          -

    Other operating expense, net                      (3)                          -                                (1)        (2)
                                                      ---                         ---                                ---         ---

    OPERATING INCOME (LOSS)                          (26)                         53                                 128         217

    Other income, net                                   2                           -                                  5           -

    Equity in earnings of ZF Meritor                    -                          -                                  -        190

    Equity in earnings of other
     affiliates                                        11                          10                                  39          38

    Interest expense, net                            (27)                       (33)                              (105)      (130)
                                                      ---                         ---                                ----        ----

    INCOME (LOSS) BEFORE INCOME
     TAXES                                           (40)                         30                                  67         315

    Benefit (provision) for income
     taxes                                             18                           -                                (1)       (31)
                                                      ---                         ---                                ---         ---

    INCOME (LOSS) FROM CONTINUING
     OPERATIONS                                      (22)                         30                                  66         284

    LOSS FROM DISCONTINUED
     OPERATIONS, net of tax                             -                       (26)                                (1)       (30)
                                                      ---                        ---                                 ---         ---

    NET INCOME (LOSS)                                (22)                          4                                  65         254

    Less: Net (income) loss
     attributable to noncontrolling
     interests                                          1                         (1)                                (1)        (5)
                                                      ---                         ---                                 ---         ---

    NET INCOME (LOSS) ATTRIBUTABLE
     TO MERITOR, INC.                                          $(21)                                     $3                     $64    $249
                                                                ====                                     ===                     ===    ====


    NET INCOME (LOSS) ATTRIBUTABLE TO MERITOR, INC.

    Net income (loss) from
     continuing operations                                     $(21)                                    $29                     $65    $279

    Loss from discontinued
     operations                                         -                       (26)                                (1)       (30)
                                                      ---                        ---                                 ---         ---

    Net income (loss)                                          $(21)                                     $3                     $64    $249
                                                                ====                                     ===                     ===    ====


    DILUTED EARNINGS (LOSS) PER SHARE

    Continuing operations                                    $(0.22)                                  $0.29                   $0.65   $2.81

    Discontinued operations                             -                     (0.26)                             (0.01)     (0.30)
                                                      ---                      -----                               -----       -----

    Diluted earnings (loss) per
     share                                                   $(0.22)                                  $0.03                   $0.64   $2.51
                                                              ======                                   =====                   =====   =====


    Diluted average common shares
     outstanding                                     95.1                       101.3                               100.1        99.2






                                                 MERITOR, INC.

                                      CONDENSED CONSOLIDATED BALANCE SHEET

                                            (Unaudited, in millions)



                                                  September 30,            September 30,
                                                           2015                      2014
                                                           ----                      ----

    ASSETS:
    -------

    Cash and cash equivalents                                         $193                         $247

    Receivables, trade and other, net                       461                              610

    Inventories                                             338                              379

    Other current assets                                     50                               56
                                                            ---                              ---

    TOTAL CURRENT ASSETS                                  1,042                            1,292
                                                          -----                            -----

    Net property                                            419                              424

    Goodwill                                                402                              431

    Other assets                                            332                              338
                                                            ---                              ---

    TOTAL ASSETS                                                    $2,195                       $2,485
                                                                    ======                       ======


    LIABILITIES AND EQUITY (DEFICIT):
    ---------------------------------

    Short-term debt                                                    $15                           $7

    Accounts and notes payable                              574                              680

    Other current liabilities                               279                              351
                                                            ---                              ---

    TOTAL CURRENT LIABILITIES                               868                            1,038
                                                            ---                            -----

    Long-term debt                                        1,036                              948

    Retirement benefits                                     632                              775

    Other liabilities                                       305                              309

    Total deficit attributable to
     Meritor, Inc.                                        (671)                           (612)

    Noncontrolling interests                                 25                               27
                                                            ---                              ---

    TOTAL DEFICIT                                         (646)                           (585)
                                                           ----                             ----

    TOTAL LIABILITIES AND DEFICIT                                   $2,195                       $2,485
                                                                    ======                       ======






                                                                             MERITOR, INC.

                                                               CONSOLIDATED BUSINESS SEGMENT INFORMATION

                                                                  AND ADJUSTED EBITDA-RECONCILIATION

                                                                               Non-GAAP

                                                                      (Unaudited)

                                                        (in millions, except per share amounts)



                                          Quarter Ended                           Twelve Months Ended
                                          September 30,                              September 30,
                                          -------------

                                       2015                   2014                             2015              2014
                                       ----                   ----                             ----              ----

    Sales:

    Commercial Truck & Industrial               $650                                            $729                   $2,739  $2,980

    Aftermarket & Trailer               231                                240                               884           920

    Intersegment Sales                 (28)                              (36)                            (118)        (134)
                                        ---                                ---                              ----          ----

    Total sales                                 $853                                            $933                   $3,505  $3,766
                                                ====                                            ====                   ======  ======

    Segment EBITDA:

    Commercial Truck & Industrial                $45                                             $53                     $216    $218

    Aftermarket & Trailer                37                                 34                               123           106
                                        ---                                ---                               ---           ---

    Segment EBITDA                       82                                 87                               339           324

    Unallocated legacy and corporate
     costs, net                         (1)                               (7)                              (5)         (10)
                                        ---                                ---                               ---           ---

    Adjusted EBITDA                      81                                 80                               334           314

    Interest expense, net              (27)                              (33)                            (105)        (130)

    Benefit (provision) for income
     taxes                               18                                  -                              (1)         (31)

    Depreciation and amortization      (16)                              (17)                             (65)         (67)

    Noncontrolling interests              1                                (1)                              (1)          (5)

    Loss on sale of receivables         (1)                               (1)                              (5)          (8)

    Restructuring costs                 (1)                               (7)                             (16)         (10)

    Pension settlement loss            (59)                                 -                             (59)            -

    Goodwill and asset impairment      (17)                                 -                             (17)            -

    Specific warranty contingency, net
     of supplier recovery                 -                                 8                                 -            8

    Antitrust settlement with Eaton,
     net of tax (2)                       -                                 -                                -          208
                                        ---                               ---                              ---          ---

    Income (loss) from Continuing
     Operations attributable to
     Meritor, Inc.                     (21)                                29                                65           279

    Loss from Discontinued Operations,
     net of tax                           -                              (26)                              (1)         (30)
                                        ---                               ---                               ---           ---

    Net income (loss) attributable to
     Meritor, Inc.                             $(21)                                             $3                      $64    $249
                                                ====                                             ===                      ===    ====


    Adjusted EBITDA Margin (1)         9.5%                              8.6%                             9.5%         8.3%



    (1)              Adjusted EBITDA margin equals
                     Adjusted EBITDA divided by
                     consolidated sales from continuing
                     operations.

    (2)              Adjustment associated with our share
                     of the antitrust settlement with
                     Eaton less legal expenses incurred
                     in fiscal year 2014.






                                                   MERITOR, INC.

                                   CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

                                              (Unaudited, in millions)



                                                           Twelve Months Ended
                                                              September 30,
                                                              -------------

                                                             2015                 2014
                                                             ----                 ----

    OPERATING ACTIVITIES

    Income from continuing
     operations                                                        $66                    $284

    Adjustments to income from
     continuing operations:

    Depreciation and
     amortization                                              65                          67

    Restructuring costs                                        16                          10

    Loss on debt
     extinguishment                                            25                          31

    Gain from sale of
     property                                                 (3)                          -

    Equity in earnings of
     ZF Meritor                                                 -                      (190)

    Equity in earnings of
     other affiliates                                        (39)                       (38)

    Goodwill and asset
     impairment                                                17                           -

    Pension and retiree
     medical expense                                           82                          25

    Other adjustments to
     income from
     continuing operations                                   (12)                          6

    Dividends received
     from ZF Meritor                                            -                        190

    Dividends received
     from equity method
     investments                                               32                          36

    Pension and retiree
     medical contributions                                  (141)                      (177)

    Restructuring payments                                   (16)                       (10)

    Changes in off-
     balance sheet
     accounts receivable
     factoring                                                 39                        (46)

    Changes in assets and
     liabilities                                             (24)                         39
                                                              ---                         ---

    Operating cash flows
     provided by
     continuing operations                                    107                         227

    Operating cash flows
     used for discontinued
     operations                                              (10)                       (12)
                                                              ---                         ---

    CASH PROVIDED BY
     OPERATING ACTIVITIES                                      97                         215
                                                              ---                         ---

    INVESTING ACTIVITIES

    Capital expenditures                                     (79)                       (77)

    Proceeds from sale of
     property                                                   4                           -

    Cash paid for
     acquisition of
     Morganton                                               (16)                          -

    Net investing cash
     flows provided by
     discontinued
     operations                                                 4                           7
                                                              ---                         ---

    CASH USED FOR
     INVESTING ACTIVITIES                                    (87)                       (70)
                                                              ---                         ---

    FINANCING ACTIVITIES

    Repayment of notes and
     term loan                                              (199)                      (439)

    Proceeds from debt
     issuance                                                 225                         225

    Debt issuance costs                                       (4)                       (10)

    Repurchase of common
     stock                                                   (55)                          -

    Other financing
     activities                                               (9)                         12
                                                              ---                         ---

    CASH USED FOR
     FINANCING ACTIVITIES                                    (42)                      (212)

    EFFECT OF CURRENCY
     EXCHANGE                                                (22)                        (4)
            RATES ON CASH AND CASH
             EQUIVALENTS


    CHANGE IN CASH AND
     CASH EQUIVALENTS                                        (54)                       (71)

    CASH AND CASH
     EQUIVALENTS AT
     BEGINNING OF PERIOD                                      247                         318
                                                              ---                         ---

    CASH AND CASH
     EQUIVALENTS AT END OF
     PERIOD                                                           $193                    $247
                                                                      ====                    ====





                                                                            MERITOR, INC.

                                                       ADJUSTED INCOME AND EARNINGS PER SHARE - RECONCILIATION

                                                                              Non-GAAP

                                                                             (Unaudited)

                                                       (in millions, except per share amounts)



                                           Quarter Ended                            Twelve Months Ended
                                           September 30,                               September 30,
                                           -------------

                                         2015                    2014                      2015                   2014
                                         ----                    ----                      ----                   ----

    Income (loss) from continuing
     operations attributable to Meritor,
     Inc.                                          $(21)                                            $29                   $65    $279

    Adjustments (net of tax):

    Pension settlement losses              55                                   -                                 55         -

    Loss on debt extinguishment             5                                  10                                  24        31

    Restructuring costs                     1                                   4                                  14         7

    Goodwill and asset impairment          13                                   -                                 13         -

    Income tax benefit (VA reversal)     (16)                                  -                               (16)        -

    Antitrust settlement with Eaton (1)     -                                  -                                  -    (208)

    Specific warranty contingency, net
     of supplier recovery                   -                                (8)                                  -      (8)
                                          ---                                ---                                 ---      ---

    Adjusted income from continuing
     operations attributable to Meritor,
     Inc., net of tax                                $37                                             $35                  $155    $101
                                                     ===                                             ===                  ====    ====


    Diluted earnings (loss) per share
     from continuing operations                  $(0.22)                                          $0.29                 $0.65   $2.81

    Impact of adjustments on diluted
     earnings (loss) per share           0.61                                0.06                                0.90    (1.79)

    Adjusted diluted earnings per share
     from continuing operations                    $0.39                                           $0.35                 $1.55   $1.02
                                                   =====                                           =====                 =====   =====


    Diluted average common shares
     outstanding                         95.1                               101.3                               100.1      99.2



    (1)              Adjustment associated with our
                     share of the antitrust settlement
                     with Eaton less legal expenses
                     incurred in fiscal year 2014.





                                                        MERITOR, INC.

                                               FREE CASH FLOW - RECONCILIATION

                                                          Non-GAAP

                                                  (Unaudited, in millions)



                            Quarter Ended                Twelve Months Ended
                            September 30,                   September 30,
                            -------------

                           2015           2014                   2015             2014
                           ----           ----                   ----             ----

    Cash flows provided by
     (used for) operating
     activities                    $(25)                                $112             $97  $215

    Capital expenditures   (34)                   (38)                         (79)    (77)

    Free cash flow                 $(59)                                 $74             $18  $138
                                    ====                                  ===             ===  ====

http://photos.prnewswire.com/prnvar/20110330/DE73783LOGO

Logo - http://photos.prnewswire.com/prnh/20110330/DE73783LOGO

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/meritor-reports-fourth-quarter-and-fiscal-year-2015-results-300176373.html

SOURCE Meritor, Inc.