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SPECIAL NOTE ABOUT FORWARD-LOOKING STATEMENTS
This Annual Report on Form 10-K and other materials filed or to be filed by John Bean Technologies Corporation, as well as information in oral statements or other written statements made or to be made by us, contain statements that are, or may be considered to be, forward-looking statements. All statements that are not historical facts, including statements about our beliefs or expectations, are forward-looking statements. You can identify these forward-looking statements by the use of forward-looking words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates,” “foresees” or the negative version of those words or other comparable words and phrases. Any forward-looking statements contained in this Annual Report on Form 10-K are based upon our historical performance and on current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future plans, estimates or expectations contemplated by us will be achieved. These forward looking statements include, among others, statements relating to:
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Fluctuations in our financial results;
Unanticipated delays or acceleration in our sales cycles;
Deterioration of economic conditions;
Sensitivity of segments to variable or volatile factors;
Changes in demand for our products and services;
Changes in commodity prices, including those impacting materials used in our business;
Disruptions in the political, regulatory, economic and social conditions of the foreign countries in which we conduct business;
Increases in energy prices;
Changes in food consumption patterns;
Impacts of pandemic illnesses, food borne illnesses and diseases to various agricultural products;
Weather conditions and natural disasters;
Acts of terrorism or war;
Termination or loss of major customer contracts;
Customer sourcing initiatives;
Competition and innovation in our industries;
Our ability to develop and introduce new or enhanced products and services;
Difficulty in developing, preserving and protecting our intellectual property;
Our ability to protect our information systems;
Adequacy of our internal controls;
Our ability to successfully integrate, operate and manage acquired businesses and assets;
Loss of key management and other personnel;
Potential liability arising out of the installation or use of our systems;
Our ability to comply with the laws and regulations governing our U.S. government contracts;
Our ability to comply with U.S. and international laws governing our operations and industries;
The outcome of pending or future litigation;
Increases in tax liabilities;
Difficulty in implementing our business strategies; and
Availability and access to financial and other resources;
We believe that the factors that could cause our actual results to differ materially include but are not limited to the factors we describe herein, including under “Risk Factors,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” If one or more of those or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may vary materially from what we projected. Consequently, actual events and results may vary significantly from those included in or contemplated or implied by our forward-looking statements. The forward-looking statements included in this Annual Report on Form 10-K are made only as of the date hereof, and we undertake no obligation to publicly update or review any forward-looking statement made by us or on our behalf, whether as a result of new information, future developments, subsequent events or circumstances or otherwise.
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Unless the context indicates otherwise, all references in this report to JBT Corporation, the Company, us, we, or our include John Bean Technologies Corporation and its subsidiaries (JBT Corporation). Effective July 31, 2008, JBT Corporation was spun-off from FMC Technologies, Inc. (FMC Technologies) and became a separate, publicly-traded company. This transaction is referred to in this Annual Report on Form 10-K as the “distribution” or the “spin-off.” Prior to the spin-off, JBT Corporation and its subsidiaries were wholly-owned subsidiaries of FMC Technologies and our operations were a part of FMC Technologies’ operations.
ITEM 1.
BUSINESS
We are a global technology solutions provider for the food processing and air transportation industries. We design, manufacture, test and service technologically sophisticated systems and products for customers through our JBT FoodTech and JBT AeroTech segments.
JBT FoodTech markets its solutions and services to multi-national and regional industrial food processing companies. The product offerings of our JBT FoodTech businesses include:
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freezer solutions for the freezing and chilling of meat, seafood, poultry, ready-to-eat meals, fruits, vegetables, dairy and bakery products;
protein processing solutions that portion, coat and cook poultry, meat, seafood, vegetable and bakery products;
in-container processing solutions for fruits, vegetables, soups, sauces, dairy and pet food products as well as ready-to-eat meals in a wide variety of modern packages; and
fruit and juice processing solutions that extract, concentrate and aseptically process citrus, tomato and other fruits and juices.
JBT AeroTech markets its solutions and services to domestic and international airport authorities, passenger airlines, airfreight and ground handling companies, military forces and other industries. The product offerings of our JBT AeroTech businesses include:
ground support equipment for cargo loading, aircraft deicing and aircraft towing;
gate equipment for passenger boarding, on the ground aircraft power and cooling;
airport services for maintenance of airport equipment, systems and facilities;
military equipment for cargo loading, aircraft towing and on the ground aircraft cooling; and
automatic guided vehicles for material handling in the automotive, printing, food & beverage, manufacturing, warehouse, and hospital industries.