Equity Research. Rockwell Collins, Inc. COL: Reduce FQ1 For Higher Restructuring; Savings To Offset. Outperform. November 16, 2015

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1 November 16, 2015 Equity Research Rockwell Collins, Inc. COL: Reduce FQ1 For Higher Restructuring; Savings To Offset Summary. Rockwell Collins announced after the close on November 13 that its expected $0.10-$0.15 restructuring charge in FQ1 will now total $0.18-$0.24 per share. The updated estimate reflects the actual number of employees that elected to participate in the voluntary termination. As a result, we reduced our FQ1 EPS estimate to $0.90 from $0.95. We still expect the entire $35-$45M in pre-tax costs to be offset by savings from the actions and so did not change the full-year estimate. We expect the charge to be reported in the corporate expense line, but the savings to help the segment margins. The cost reductions are consistent with some of the pressure in certain business jet lines. With full-year earnings unchanged, we continue to expect Rockwell Collins to return to double-digit EPS growth in FY16. COL said it offered certain US employees a voluntary separation benefit. The voluntary elections became irrevocable on November 9 and 468 employees elected to participate. The employment will terminate by December 18. As a result, COL said FQ1 will record a pre-tax restructuring charge of $35-$45M or $0.18-$0.24 per share. This is above the initial projection of $0.10-$0.15 as more employees accepted the offer than were expected. Valuation Range: $95.00 to $ Our $95-$100 valuation range is based on about 17x CY2016E EPS. Risks include decelerating air travel, aircraft order cancellations, development program delays, business jet production declines, and acquisition integration. Investment Thesis: Market share gains and high incremental margins should lead to a return to double digit EPS growth for Rockwell Collins. Outperform Sector: Commercial Aerospace Overweight Company Note 2015A 2016E 2017E EPS Curr. Prior Curr. Prior Q1 (Dec.) $1.26 $ $1.32 NC Q2 (Mar.) NC Q3 (June) NC Q4 (Sep.) NC FY $5.19 $5.35 NC $5.90 NC CY $4.89 $5.71 NE FY P/EPS 16.3x 15.9x 14.4x Rev.(MM) $5,244 $5,325 $5,670 Source: Company Data, Wells Fargo Securities, LLC estimates, and Reuters NA = Not Available, NC = No Change, NE = No Estimate, NM = Not Meaningful V = Volatile, = Company is on the Priority Stock List Ticker COL Price (11/13/2015) $ Week Range: $ Shares Outstanding: (MM) Market Cap.: (MM) $11,551.1 S&P 500: 2, Avg. Daily Vol.: 649,711 Dividend/Yield: $1.20/1.4% LT Debt: (MM) $1,680.0 LT Debt/Total Cap.: 41.9% ROE: 30.0% 3-5 Yr. Est. Growth Rate: 13.0% CY 2015 Est. P/EPS-to-Growth: 1.3x Last Reporting Date: 10/30/2015 Before Open Source: Company Data, Wells Fargo Securities, LLC estimates, and Reuters Sam J. Pearlstein, Senior Analyst (212) sam.pearlstein@wellsfargo.com Gary S. Liebowitz, CFA, Senior Analyst (212) gary.liebowitz@wellsfargo.com Ronald Hou, Associate Analyst (212) ronald.hou@wellsfargo.com Please see page 3 for rating definitions, important disclosures and required analyst certifications All estimates/forecasts are as of 11/16/15 unless otherwise stated. Wells Fargo Securities, LLC does and seeks to do business with companies covered in its research reports. As a result, investors should be aware that the firm may have a conflict of interest that could affect the objectivity of the report and investors should consider this report as only a single factor in making their investment decision.

2 Aerospace & Defense Table 1. Rockwell Collins, Inc. Earnings $ Millions Except Diluted EPS (FY Ends Sep.) FY2015 FY2016E FY2014 Dec-14 Mar-15 Jun-15 Sep-15 FY2015 Dec-15E Mar-16E Jun-16E Sep-16E FY2016E FY2017E Revenues Commercial Systems 2, , ,452 2,632 Government Systems 2, , ,198 2,298 Information Mgmt Services Total revenues 4,979 1,226 1,341 1,293 1,384 5,244 1,209 1,324 1,351 1,441 5,325 5,670 Year-to-year change Commercial Systems 5.9% 9.0% 11.3% 4.8% (0.5)% 5.9% (0.2)% (0.2)% 2.0% 1.3% 0.7% 7.3% Government Systems (2.2)% (1.2)% 2.3% (0.9)% (4.0)% (1.0)% (5.3)% (5.5)% 6.2% 6.2% 0.5% 4.5% Information Mgmt Services 947% 728% 4.0% 4.1% 5.7% 32.3% 7.4% 9.7% 8.6% 7.8% 8.3% 9.6% Total revenues 11.3% 16.3% 6.5% 2.3% (1.3)% 5.3% (1.4)% (1.3)% 4.5% 4.1% 1.5% 6.5% Operating profits Commercial Systems Government Systems Information Mgmt Services Total operating profits 1, , ,137 1,236 Operating margin Commercial Systems 22.1% 22.0% 22.9% 23.1% 23.0% 22.8% 22.2% 22.7% 22.8% 23.3% 22.8% 23.2% Government Systems 21.1% 20.8% 20.1% 20.4% 22.2% 20.9% 20.5% 20.7% 21.5% 22.0% 21.2% 21.3% Information Mgmt Services 13.2% 14.1% 14.2% 15.1% 17.4% 15.2% 15.6% 16.5% 17.0% 17.2% 16.6% 18.5% Total operating margin 20.8% 20.6% 20.7% 21.0% 22.0% 21.1% 20.7% 21.1% 21.5% 22.0% 21.4% 21.8% Corporate overhead (59) (14) (15) (15) (15) (59) (50) (10) (10) (5) (75) (60) EBIT , ,062 1,176 EBIT margin 19.6% 19.4% 19.6% 19.9% 20.9% 20.0% 16.5% 20.3% 20.8% 21.7% 19.9% 20.7% Interest expense (59) (15) (15) (15) (16) (61) (15) (15) (14) (14) (58) (57) Other (36) (5) (7) (5) (7) (24) (6) (6) (6) (5) (23) (20) Pretax income ,099 Pretax margin 17.7% 17.8% 18.0% 18.3% 19.2% 18.3% 14.8% 18.7% 19.3% 20.3% 18.4% 19.4% Taxes Tax rate 29.9% 22.5% 32.5% 24.9% 30.8% 27.9% 33.0% 33.0% 24.0% 23.5% 27.8% 30.5% Net income, cont. ops Net margin 12.4% 13.8% 12.1% 13.8% 13.3% 13.2% 9.9% 12.5% 14.7% 15.6% 13.3% 13.5% Discontinued ops & other (15) (2) (6) - Net income Average share count Diluted EPS (continuing) $4.53 $1.26 $1.22 $1.33 $1.38 $5.19 $0.90 $1.25 $1.50 $1.70 $5.35 $5.90 EBITDA 1, , ,318 1,380 EBITDA margin 24.2% 24.5% 24.1% 25.1% 25.4% 24.8% 21.8% 25.2% 25.5% 26.1% 24.8% 24.3% Source: Company data; Wells Fargo Securities, LLC estimates Company Description: Rockwell Collins is a leader in communications and aviation electronics for commercial and military customers. The company's core competencies include communications, navigation, automated flight control, displays, surveillance, simulation & training, integrated electronics and information management. Collins also provide a wide range of services including repair and overhaul, service parts, and field service engineering. 2

3 Rockwell Collins, Inc. Required Disclosures Additional Information Available Upon Request 3

4 Aerospace & Defense I certify that: 1) All views expressed in this research report accurately reflect my personal views about any and all of the subject securities or issuers discussed; and 2) No part of my compensation was, is, or will be, directly or indirectly, related to the specific recommendations or views expressed by me in this research report. Wells Fargo Securities, LLC maintains a market in the common stock of Rockwell Collins, Inc. Wells Fargo Securities, LLC or its affiliates intends to seek or expects to receive compensation for investment banking services in the next three months from Rockwell Collins, Inc. Wells Fargo Securities, LLC or its affiliates has a significant financial interest in Rockwell Collins, Inc. COL: Risks include decelerating air travel, aircraft order cancellations, development program delays, business jet production declines, and acquisition integration. Wells Fargo Securities, LLC does not compensate its research analysts based on specific investment banking transactions. Wells Fargo Securities, LLC s research analysts receive compensation that is based upon and impacted by the overall profitability and revenue of the firm, which includes, but is not limited to investment banking revenue. STOCK RATING 1=Outperform: The stock appears attractively valued, and we believe the stock's total return will exceed that of the market over the next 12 months. BUY 2=Market Perform: The stock appears appropriately valued, and we believe the stock's total return will be in line with the market over the next 12 months. HOLD 3=Underperform: The stock appears overvalued, and we believe the stock's total return will be below the market over the next 12 months. SELL SECTOR RATING O=Overweight: Industry expected to outperform the relevant broad market benchmark over the next 12 months. M=Market Weight: Industry expected to perform in-line with the relevant broad market benchmark over the next 12 months. U=Underweight: Industry expected to underperform the relevant broad market benchmark over the next 12 months. VOLATILITY RATING V = A stock is defined as volatile if the stock price has fluctuated by +/-20% or greater in at least 8 of the past 24 months or if the analyst expects significant volatility. All IPO stocks are automatically rated volatile within the first 24 months of trading. As of: November 15, % of companies covered by Wells Fargo Securities, LLC Equity Research are rated Outperform. 55% of companies covered by Wells Fargo Securities, LLC Equity Research are rated Market Perform. 1% of companies covered by Wells Fargo Securities, LLC Equity Research are rated Underperform. services for 42% of its Equity Research Outperform-rated services for 31% of its Equity Research Market Perform-rated services for 31% of its Equity Research Underperform-rated Important Disclosure for International Clients EEA The securities and related financial instruments described herein may not be eligible for sale in all jurisdictions or to certain categories of investors. For recipients in the EEA, this report is distributed by Wells Fargo Securities International Limited ( WFSIL ). WFSIL is a U.K. incorporated investment firm authorized and regulated by the Financial Conduct Authority. For the purposes of Section 21 of the UK Financial Services and Markets Act 2000 ( the Act ), the content of this report has been approved by WFSIL a regulated person under the Act. WFSIL does not deal with retail clients as defined in the Markets in Financial Instruments Directive The FCA rules made under the Financial Services and Markets Act 2000 for the protection of retail clients will therefore not apply, nor will the Financial Services Compensation Scheme be available. This report is not intended for, and should not be relied upon by, retail clients. Australia Wells Fargo Securities, LLC is exempt from the requirements to hold an Australian financial services license in respect of the financial services it provides to wholesale clients in Australia. Wells Fargo Securities, LLC is regulated under U.S. laws which differ from Australian laws. Any offer or documentation provided to Australian recipients by Wells Fargo Securities, LLC in the course of providing the financial services will be prepared in accordance with the laws of the United States and not Australian laws. 4

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