GAAP/Non-GAAP Reconciliation and Financial Package July 28, 2016

Transcription

1 GAAP/Non-GAAP Reconciliation and Financial Package July 28, 2016 The World Leader in Serving Science

2 Use of Non-GAAP Financial Measures In addition to the financial measures prepared in accordance with generally accepted accounting principles (GAAP), we use certain non-gaap financial measures, including adjusted EPS, adjusted operating income and adjusted operating margin, which exclude certain acquisition-related costs, including charges for the sale of inventories revalued at the date of acquisition and significant transaction costs; restructuring and other costs/income; and amortization of acquisition-related intangible assets. Adjusted EPS also excludes certain other gains and losses that are either isolated or cannot be expected to occur again with any predictability, tax provisions/benefits related to the previous items, benefits from tax credit carryforwards, the impact of significant tax audits or events and the results of discontinued operations. We exclude the above items because they are outside of our normal operations and/or, in certain cases, are difficult to forecast accurately for future periods. We also use a non-gaap measure, free cash flow, which is operating cash flow, net of capital expenditures, and also excludes operating cash flows from discontinued operations to provide a view of the continuing operations ability to generate cash for use in acquisitions and other investing and financing activities. We believe that the use of non-gaap measures helps investors to gain a better understanding of our core operating results and future prospects, consistent with how management measures and forecasts the company s performance, especially when comparing such results to previous periods or forecasts. For example: We exclude costs and tax effects associated with restructuring activities, such as reducing overhead and consolidating facilities. We believe that the costs related to these restructuring activities are not indicative of our normal operating costs. We exclude certain acquisition-related costs, including charges for the sale of inventories revalued at the date of acquisition and significant transaction costs. We exclude these costs because we do not believe they are indicative of our normal operating costs. We exclude the expense and tax effects associated with the amortization of acquisition-related intangible assets because a significant portion of the purchase price for acquisitions may be allocated to intangible assets that have lives of 5 to 20 years. Exclusion of the amortization expense allows comparisons of operating results that are consistent over time for both our newly acquired and long-held businesses and with both acquisitive and non-acquisitive peer companies. We also exclude certain gains/losses and related tax effects, benefits from tax credit carryforwards and the impact of significant tax audits or events (such as the effect on deferred tax balances of enacted changes in tax rates), which are either isolated or cannot be expected to occur again with any predictability and that we believe are not indicative of our normal operating gains and losses. For example, we exclude gains/losses from items such as the sale of a business or real estate, significant litigationrelated matters, curtailments of pension plans, the early retirement of debt and discontinued operations. We also report free cash flow, which is operating cash flow, net of capital expenditures, and also excludes operating cash flows from discontinued operations to provide a view of the continuing operations ability to generate cash for use in acquisitions and other investing and financing activities. Thermo Fisher s management uses these non-gaap measures, in addition to GAAP financial measures, as the basis for measuring the company s core operating performance and comparing such performance to that of prior periods and to the performance of our competitors. Such measures are also used by management in their financial and operating decision-making and for compensation purposes. The non-gaap financial measures of Thermo Fisher s results of operations and cash flows included herein are not meant to be considered superior to or a substitute for Thermo Fisher s results of operations prepared in accordance with GAAP. Reconciliations of such non-gaap financial measures to the most directly comparable GAAP financial measures are set forth in the accompanying tables.

3 Table of Contents Page 1. Annual Reconciliation of GAAP to Adjusted P&L ( ) 3. Quarterly Reconciliation of GAAP to Adjusted P&L ( ) 5. Free Cash Flow, Return on Invested Capital and Return on Equity ( ) 6. Segment Data ( ) 7. Balance Sheet and Leverage Ratios ( ) 8. Debt ( ) 9. Publicly Announced Acquisitions/Divestitures ( ) 10. Capital Deployment ( ) 11. Fiscal Calendar ( )

4 Annual Reconciliation of GAAP to Adjusted P&L (Dollars in millions except EPS) GAAP Consolidated Revenues 10, , , , , ,965.4 Revenue Growth Acquisitions net of Divestitures Currency Translation Organic Revenue Growth 7% 3% 0% 4% 11% 8% 5% 2% 0% 3% 29% 25% 0% 4% 0% 1% -6% 5% Pro Forma Revenue Growth (a) Acquisitions net of Divestitures Currency Translation Pro Forma Organic Revenue Growth (a) 7% 1% 3% 1% 2% -2% 3% ** 4% $ % $ % $ % $ % $ % $ % GAAP Gross Margin 4, % 4, % 5, % 5, % 7, % 7, % Cost of Revenues Charges (b) % % % % % % Amortization of Acquisition-related Intangible Assets % % % % % % Adjusted Gross Margin 4, % 5, % 5, % 5, % 8, % 8, % GAAP SG&A Expense 2, % 3, % 3, % 3, % 4, % 4, % Selling, General and Administrative Costs (c) (3.0) 0.0% (61.5) -0.5% (12.5) -0.1% (73.5) -0.6% (130.7) -0.8% (46.3) -0.3% Amortization of Acquisition-related Intangible Assets (425.5) -4.2% (472.0) -4.1% (526.2) -4.2% (541.1) -4.1% (904.7) -5.3% (888.0) -5.2% Adjusted SG&A Expense 2, % 2, % 2, % 2, % 3, % 3, % GAAP R&D Expense % % % % % % GAAP Operating Income 1, % 1, % 1, % 1, % 2, % 2, % Cost of Revenues Charges (b) % % % % % % Selling, General and Administrative Costs (c) % % % % % % Restructuring and Other Costs (Income), Net (d) % % % % (598.2) -3.5% % Amortization of Acquisition-related Intangible Assets % % % % 1, % 1, % Adjusted Operating Income 1, % 2, % 2, % 2, % 3, % 3, % Add back Depreciation Expense % % % % % % Adjusted EBITDA 2, % 2, % 2, % 2, % 4, % 4, % ** Results do not sum due to rounding. (a) Revenue growth in 2011 and 2012 is calculated on a pro forma basis which includes the pre-acquisition results of 1) Dionex from the beginning of the second quarter 2011 and for the comparable prior year quarters; and 2) the pre-acquisition results of Phadia from the beginning of the third quarter 2011 and for the comparable prior year quarters. (b) The excluded items from cost of revenues include inventory charges, principally for the sale of inventories revalued at the date of acquisition and accelerated depreciation on assets to be abandoned as a result of real estate consolidation; and in 2014, charges to conform the accounting policies of Life Technologies with the company's accounting policies. (c) The excluded items from selling, general and administrative costs include significant acquisition transaction costs and revisions of estimated contingent consideration for recent acquisitions; in 2010 and 2012 gains due to settlement of certain product liability-related matters; in 2011, 2012, 2013, 2014 and 2015, charges associated with product liability litigation; in 2014, charges to conform the accounting policies of Life Technologies with the company's accounting policies; and in 2015, accelerated depreciation on fixed assets to be abandoned due to integration synergies. (d) Restructuring and other costs (income) consist principally of severance and retention costs; abandoned facility and other expenses of real estate consolidation; material impairments; significant gains and losses on litigation-related matters; curtailments/settlements of pension plans; and the sale of businesses, product lines and property. (Annual P&L Reconciliation continued on the next page) Page 1 of 11

5 Annual Reconciliation of GAAP to Adjusted P&L (Dollars in millions except EPS) $ % $ % $ % $ % $ % $ % GAAP Tax Provision % % % % % (43.9) -2.3% Tax Effect of Adjusted Items (f) % % % % % % Adjusted Tax Provision % % % % % % GAAP Net Income 1, , , , , ,975.4 Cost of Revenues Charges (b) Selling, General and Administrative Costs (c) Restructuring and Other Costs (Income), Net (d) (598.2) Amortization of Acquisition-related Intangible Assets , ,314.8 Other Expense (Income) (e) 28.3 (31.8) (3.1) 21.5 Income Tax Benefit (f) (242.6) (269.1) (351.7) (300.7) (283.3) (515.8) (Income) Loss from Discontinued Operations, Net of Tax (49.5) (306.5) Adjusted Net Income 1, , , , , ,971.5 GAAP Diluted EPS GAAP Diluted EPS Growth 26% 37% -7% 8% 35% 4% Cost of Revenues Charges, Net of Tax (b) Selling, General and Administrative Costs, Net of Tax (c) Restructuring and Other Costs, Net of Tax (d) (0.79) 0.19 Amortization of Acquisition-related Intangible Assets, Net of Tax Other Expense (Income), Net of Tax (e) 0.04 (0.05) (0.01) 0.03 Income Tax (Benefit) Provision (f) (0.04) 0.01 (0.14) 0.01 (0.01) (0.09) (Income) Loss from Discontinued Operations, Net of Tax (0.12) (0.80) Adjusted Diluted EPS Adjusted Diluted EPS Growth 17% 21% 19% 10% 28% 6% (a) Revenue growth in 2011 and 2012 is calculated on a pro forma basis which includes the pre-acquisition results of 1) Dionex from the beginning of the second quarter 2011 and for the comparable prior year quarters; and 2) the pre-acquisition results of Phadia from the beginning of the third quarter 2011 and for the comparable prior year quarters. (b) The excluded items from cost of revenues include inventory charges, principally for the sale of inventories revalued at the date of acquisition and accelerated depreciation on assets to be abandoned as a result of real estate consolidation; and in 2014, charges to conform the accounting policies of Life Technologies with the company's accounting policies. (c) The excluded items from selling, general and administrative costs include significant acquisition transaction costs and revisions of estimated contingent consideration for recent acquisitions; in 2010 and 2012 gains due to settlement of certain product liability-related matters; in 2011, 2012, 2013, 2014 and 2015, charges associated with product liability litigation; in 2014, charges to conform the accounting policies of Life Technologies with the company's accounting policies; and in 2015, accelerated depreciation on fixed assets to be abandoned due to integration synergies. (d) Restructuring and other costs (income) consist principally of severance and retention costs; abandoned facility and other expenses of real estate consolidation; material impairments; significant gains and losses on litigation-related matters; curtailments/settlements of pension plans; and the sale of businesses, product lines and property. (e) The excluded items from other expense (income), net, represent amortization of acquisition-related intangible assets and restructuring charges of the company's equity-method investments; gains and losses on equity and available-for-sale investments; in 2010, 2011, 2013 and 2014, costs to obtain short-term financing commitments related to acquisitions; in 2010, 2012, and 2015, losses on the extinguishment of debt; and in 2015, costs associated with entering into interest rate swap arrangements. (f) The excluded items from income tax benefit/provision include the tax benefits/provisions related to the above excluded items, benefit from tax credit carryforwards, the impact of the resolution of significant tax audits and the tax benefit from adjusting the company's deferred tax balances as a result of tax rate changes. Page 2 of 11

6 Quarterly Reconciliation of GAAP to Adjusted P&L (Dollars in millions except EPS) Q1-15 Q2-15 Q3-15 Q4-15 Q1-16 Q2-16 Revenue Life Sciences Solutions Segment Analytical Instruments Segment Specialty Diagnostics Segment Laboratory Products and Services Segment Eliminations Total Revenue 1, ,513.4 (127.1) 3, , ,693.3 (145.8) 4, , ,638.2 (150.8) 4, , ,816.6 (163.9) 4, , ,724.6 (176.7) 4, , ,802.2 (189.8) 4,535.2 Reported Revenue Growth Acquisitions net of Divestitures Currency Translation Organic Revenue Growth 0% 5% -6% 2% ** -1% -1% -6% 6% -1% 4% 0% 1% -6% -4% 4% ** 7% 10% 1% -2% 10% ** 6% 3% 0% 4% ** $ % $ % $ % $ % $ % $ % GAAP Cost of Goods Sold 2, % 2, % 2, % 2, % 2, % 2, % Cost of Revenues Charges (a) (0.6) 0.0% (1.1) 0.0% (0.8) 0.0% (6.6) -0.2% (10.6) -0.2% (17.4) -0.4% Amortization of Acquisition-related Intangible Assets (107.7) -2.8% (107.1) -2.5% (107.7) -2.6% (104.3) -2.2% (101.0) -2.4% (107.3) -2.4% Adjusted Cost of Goods Sold 1, % 2, % 2, % 2, % 2, % 2, % GAAP Gross Margin 1, % 1, % 1, % 2, % 1, % 2, % Cost of Revenues Charges (a) % % % % % % Amortization of Acquisition-related Intangible Assets % % % % % % Adjusted Gross Margin 1, % 2, % 1, % 2, % 2, % 2, % GAAP SG&A Expense 1, % 1, % 1, % 1, % 1, % 1, % Selling, General and Administrative Costs, Net (b) (7.6) -0.2% (3.2) -0.1% (24.6) -0.6% (10.9) -0.2% (28.9) -0.7% (3.8) -0.1% Amortization of Acquisition-related Intangible Assets (221.4) -5.6% (222.7) -5.1% (222.2) -5.4% (221.7) -4.8% (221.0) -5.1% (230.7) -5.1% Adjusted SG&A Expense % % % % % % GAAP R&D Expense % % % % % % GAAP Operating Income % % % % % % Cost of Revenues Charges (a) % % % % % % Selling, General and Administrative Costs (b) % % % % % % Restructuring and Other Costs, Net (c) % % % % % % Amortization of Acquisition-related Intangible Assets % % % % % % Adjusted Operating Income % % % 1, % % 1, % Add back Depreciation Expense % % % % % % Adjusted EBITDA % 1, % 1, % 1, % 1, % 1, % ** Results do not sum due to rounding. (a) The excluded items from cost of revenues include inventory charges, principally for the sale of inventories revalued at the date of acquisition, and accelerated depreciation on assets to be abandoned as a result of real estate consolidation; and in Q1 2016, charges to conform the accounting policies of Affymetrix with the company's accounting policies. (b) The excluded items from selling, general and administrative costs include significant acquisition transaction costs, accelerated depreciation on fixed assets to be abandoned due to integration synergies, and contingent acquisition consideration; and in Q3 2015, charges associated with product liability litigation. (c) Restructuring and other costs consist principally of severance and retention costs; abandoned facility and other expenses of real estate consolidation; material impairments; significant gains and losses on litigation-related matters; curtailments/settlements of pension plans; the sale of businesses, product lines and property; and in Q2 2016, environmental remediation costs. (Quarterly P&L Reconciliation continued on the next page) Page 3 of 11

7 Quarterly Reconciliation of GAAP to Adjusted P&L (Dollars in millions except EPS) Q1-15 Q2-15 Q3-15 Q4-15 Q1-16 Q2-16 $ % $ % $ % $ % $ % $ % GAAP Tax Provision (3.1) -0.8% (8.0) -1.6% (9.2) -2.0% (23.6) 0.0% % % Tax Effect of Adjusted Items (e) % % % % % % Adjusted Tax Provision % % % % % % GAAP Net Income Cost of Revenues Charges (a) Selling, General and Administrative Costs (b) Restructuring and Other Costs, Net (c) Amortization of Acquisition-related Intangible Assets, Net of Tax Other (Income) Expense, Net (d) (1.3) 16.8 Income Tax (Benefit) Provision (e) (109.8) (128.2) (127.2) (150.6) (96.0) (121.7) Loss from Discontinued Operations, Net of Tax Adjusted Net Income GAAP Diluted EPS GAAP Diluted EPS Growth -29% 84% 1% 1% 5% 2% Cost of Revenues Charges, Net of Tax (a) Selling, General and Administrative Costs, Net of Tax (b) Restructuring and Other Costs, Net of Tax (c) Amortization of Acquisition-related Intangible Assets, Net of Tax Other (Income) Expense, Net of Tax (d) Income Tax (Benefit) Provision (e) 0.00 (0.04) 0.00 (0.06) Loss from Discontinued Operations, Net of Tax Adjusted Diluted EPS Adjusted Diluted EPS Growth 7% 7% 5% 7% 10% 10% Reconciliation of Free Cash Flow GAAP Net Cash Provided by Operating Activities , Net Cash Used in Discontinued Operations Purchases of Property, Plant, and Equipment (97.2) (95.3) (101.0) (129.4) (115.1) (114.8) Proceeds from Sale of Property, Plant and Equipment Free Cash Flow (14.5) , (a) The excluded items from cost of revenues include inventory charges, principally for the sale of inventories revalued at the date of acquisition, and accelerated depreciation on assets to be abandoned as a result of real estate consolidation; and in Q1 2016, charges to conform the accounting policies of Affymetrix with the company's accounting policies. (b) The excluded items from selling, general and administrative costs include significant acquisition transaction costs, accelerated depreciation on fixed assets to be abandoned due to integration synergies, and contingent acquisition consideration; and in Q3 2015, charges associated with product liability litigation. (c) Restructuring and other costs consist principally of severance and retention costs; abandoned facility and other expenses of real estate consolidation; material impairments; significant gains and losses on litigation-related matters; curtailments/settlements of pension plans; the sale of businesses, product lines and property; and in Q2 2016, environmental remediation costs. (d) The excluded items from other (income) expense, net, represent amortization of acquisition-related intangible assets of the company's equity-method investments; gains and losses on equity and available-for-sale investments; in Q1 2015, costs associated with entering interest rate swap arrangements; in Q1 2015, Q3 2015, Q4 2015, and Q2 2016, losses on the early extinguishment of debt; and in Q2 2016, charges related to amortization of fees paid to obtain bridge financing commitments for the pending acquisition of FEI. (e) The excluded items from income tax benefit/provision include the tax benefits/provisions related to the above excluded items, benefit from tax credit carryforwards, the impact of the resolution of significant tax audits and the tax benefit from adjusting the company's deferred tax balances as a result of tax rate changes. Page 4 of 11

8 Free Cash Flow, Return on Invested Capital and Return on Equity (Dollars in millions) Q Reconciliation of Free Cash Flow GAAP Net Cash Provided by Operating Activities 1, , , , , , Net Cash (Provided by) Used in Discontinued Operations (47.7) (14.4) Purchases of Property, Plant, and Equipment (245.4) (260.9) (315.1) (282.4) (427.6) (422.9) (114.8) Proceeds from Sale of Property, Plant and Equipment Free Cash Flow 1, , , , , , GAAP Return on Invested Capital (ROIC) 6.5% 7.1% 5.5% 5.9% 5.9% 5.9% 5.8% Cost of Revenues Charges (a) 0.1% 0.4% 0.3% 0.1% 1.0% 0.0% 0.1% Selling, General and Administrative Costs (b) 0.0% 0.3% 0.1% 0.3% 0.4% 0.1% 0.2% Restructuring and Other Costs (Income), Net (c) 0.4% 0.5% 0.4% 0.4% -1.8% 0.3% 0.4% Amortization of Acquisition-related Intangible Assets 3.5% 3.5% 3.5% 3.5% 4.1% 3.9% 3.9% Net Interest Expense 0.4% 0.7% 0.8% 1.0% 0.8% 0.7% 0.7% Other Expense (Income) (d) 0.2% -0.2% 0.0% 0.3% 0.0% 0.1% 0.1% Income Tax Benefit (e) -1.6% -1.4% -1.7% -1.4% -0.9% -1.5% -1.4% (Income) Loss from Discontinued Operations, Net of Tax -0.2% -1.7% 0.4% 0.0% 0.0% 0.0% 0.0% Adjusted ROIC 9.3% 9.2% 9.3% 10.1% 9.5% 9.5% 9.8% GAAP Return on Equity (ROE) 6.7% 8.7% 7.7% 7.9% 9.5% 9.6% 9.5% Cost of Revenues Charges (a) 0.1% 0.5% 0.4% 0.2% 1.7% 0.0% 0.2% Selling, General and Administrative Costs (b) 0.0% 0.4% 0.1% 0.5% 0.7% 0.2% 0.3% Restructuring and Other Costs (Income), Net (c) 0.4% 0.7% 0.6% 0.5% -3.0% 0.6% 0.7% Amortization of Acquisition-related Intangible Assets 3.6% 4.2% 4.9% 4.8% 6.7% 6.4% 6.3% Net Interest Expense 0.5% 0.7% 1.2% 1.2% 1.3% 1.1% 1.1% Other Expense (Income) (d) 0.2% -0.2% 0.0% 0.4% 0.0% 0.1% 0.1% Income Tax Benefit (e) -1.6% -1.8% -2.3% -1.9% -1.4% -2.5% -2.3% (Income) Loss from Discontinued Operations, Net of Tax -0.3% -2.0% 0.5% 0.0% 0.0% 0.0% 0.0% Adjusted ROE 9.6% 11.2% 13.1% 13.6% 15.5% 15.5% 15.9% Definitions: Invested capital is equity plus short-term and long-term debt and net liabilities of discontinued operations less cash and short-term investments. Adjusted return on invested capital is annual adjusted net income excluding net interest expense, net of tax benefit therefrom, divided by trailing five quarters average invested capital. Adjusted return on equity is annual adjusted net income excluding net interest expense, net of tax benefit therefrom, divided by trailing five quarters average shareholders equity. (a) The excluded items from cost of revenues include inventory charges, principally for the sale of inventories revalued at the date of acquisition and accelerated depreciation on assets to be abandoned as a result of real estate consolidation; in 2014, charges to conform the accounting policies of Life Technologies with the company's accounting policies; and in 2016, charges to conform the accounting policies of Affymetrix with the company's accounting policies. (b) The excluded items from selling, general and administrative costs include significant acquisition transaction costs and contingent acquisition consideration; in 2010 and 2012 gains due to settlement of certain product liability-related matters; in 2011, 2012, 2013, 2014 and 2015, charges associated with product liability litigation; in 2014, charges to conform the accounting policies of Life Technologies with the company's accounting policies; and in 2015 and 2016, accelerated depreciation on fixed assets to be abandoned due to integration synergies. (c) Restructuring and other costs/income consist principally of severance and retention costs; abandoned facility and other expenses of real estate consolidation; material impairments; significant gains and losses on litigation-related matters; curtailments/settlements of pension plans; gains and losses on the sale of businesses, product lines and property; and in 2016, environmental remediation costs. (d) The excluded items from other expense/income, net, represent amortization of acquisition-related intangible assets and restructuring charges of the company's equity-method investments; gains and losses on equity and available-for-sale investments; in 2010, 2011, 2013, 2014, and 2016, costs to obtain short-term financing commitments related to acquisitions; in 2010, 2012, 2015, and 2016, losses on the early extinguishment of debt; and in 2015, costs associated with entering interest rate swap arrangements. (e) The excluded items from income tax benefit include the tax benefits/provisions related to the above excluded items, benefit from tax credit carryforwards, the impact of the resolution of significant tax audits and the tax benefit from adjusting the company's deferred tax balances as a result of tax rate changes. Page 5 of 11

9 Segment Data (Dollars in millions) Q1-15 Q2-15 Q3-15 Q Q1-16 Q2-16 Life Sciences Solutions Segment Revenues 1, , , , , , ,277.6 Pro Forma Revenue Growth* -8% -1% Total Revenue Growth 2% 1% 2% 11% 13% Acquisitions net of Divestitures -2% 2% 3% 2% 1% 1% 7% Currency Translation -7% -7% -7% -5% -6% -2% 0% Pro Forma Organic Revenue Growth* 2% 7% 5% 5% 5% 11% 7% Operating Income , Operating Income Margin 29.3% 28.6% 30.8% 31.6% 30.1% 29.1% 28.9% Operating Income Margin Expansion +0.0 pts +1.5 pts +2.2 pts +0.8 pts +1.1 pts -0.2 pts +0.3 pts Analytical Instruments Segment Revenues , Total Revenue Growth -6% -2% -1% 3% -1% 4% 2% Acquisitions net of Divestitures 0% 0% 0% 0% 0% 0% 0% Currency Translation -6% -6% -6% -5% -6% -1% -1% Organic Revenue Growth 1% 4% 5% 7% 4% 6% 3% Operating Income Operating Income Margin 16.7% 18.0% 18.8% 22.1% 19.1% 14.7% 18.3% Operating Income Margin Expansion -0.3 pts +1.6 pts +1.3 pts +1.9 pts +1.2 pts -2.0 pts +0.3 pts Specialty Diagnostics Segment Revenues , Total Revenue Growth -4% -4% -4% 0% -3% 9% 4% Acquisitions net of Divestitures 0% 0% 0% 0% 0% 0% 0% Currency Translation -6% -7% -6% -4% -6% -1% 0% Organic Revenue Growth 3% 2% 1% 4% 3% 10% 4% Operating Income Operating Income Margin 27.3% 27.8% 26.4% 26.2% 26.9% 26.9% 27.9% Operating Income Margin Expansion +0.1 pts +0.2 pts -1.2 pts -0.9 pts -0.5 pts -0.4 pts +0.1 pts Laboratory Products & Services Segment Revenues 1, , , , , , ,802.2 Total Revenue Growth -5% 0% 1% 8% 1% 14% 6% Acquisitions net of Divestitures -3% -3% -2% 2% -2% 2% 2% Currency Translation -5% -5% -5% -4% -5% -2% -1% Organic Revenue Growth 3% 8% 7% 10% 7% 14% 5% Operating Income Operating Income Margin 14.7% 15.4% 15.2% 14.7% 15.0% 15.0% 15.5% Operating Income Margin Expansion -0.0 pts +0.2 pts +0.1 pts +0.2 pts +0.1 pts +0.3 pts +0.1 pts * Life Technologies was acquired on February 3, Pro forma results include the pre-acquisition results of Life Technologies from the beginning of the first quarter Results do not sum due to rounding. Page 6 of 11

10 Balance Sheet and Leverage Ratios (Dollars in millions) 12/31/2013 (c) 12/31/2014 (c) 12/31/2015 4/2/2016 7/2/2016 Assets Current Assets: Cash and cash equivalents 5, , Short-term investments Accounts receivable, net 1, , , , ,709.1 Inventories 1, , , , ,086.3 Other current assets Total Current Assets 9, , , , ,331.0 Property, Plant and Equipment, Net 1, , , , ,451.6 Acquisition-related Intangible Assets 7, , , , ,842.2 Other Assets , , ,081.8 Goodwill 12, , , , , , , , , ,253.4 Liabilities and Shareholders' Equity Current Liabilities: Short-term obligations and current maturities of long-term obligations , , , ,515.9 Accounts payable Other current liabilities 1, , , , ,165.8 Total Current Liabilities 3, , , , ,528.2 Other Long-term Liabilities 2, , , , ,829.4 Long-term Obligations 9, , , , ,631.9 Total Shareholders' Equity 16, , , , , , , , , ,253.4 Leverage Ratios Total Debt / TTM EBITDA 4.0X 3.5X 3.1X 3.7X 3.4X Effect of Adjusted Items -0.2X 0.1X -0.1X -0.2X -0.2X Total Debt / Adjusted TTM EBITDA (a) 3.8X 3.6X 3.0X 3.5X 3.2X Net Debt (b) / TTM EBITDA 1.8X 3.2X 3.0X 3.5X 3.3X Effect of Adjusted Items -0.1X 0.1X -0.1X -0.2X -0.2X Net Debt (b) / Adjusted TTM EBITDA (a) 1.7X 3.3X 2.9X 3.3X 3.1X (a) Adjusted EBITDA equals adjusted operating income excluding depreciation. (b) Net debt is short-term and long-term debt less cash and short-term investments. (c) Periods prior to 12/31/15 have not been recast to reflect the adoption of ASU Under this new accounting guidance debt issuance costs are now recorded as a reduction in the carrying value of the debt instrument. Previously, deferred debt issuance costs were included in Other Assets on the balance sheet. Page 7 of 11

11 (Dollars in millions) Short-term Effective Interest Rate at 7/2/16 Maturity Date 12/31/2013 (c) 12/31/2014 (c) 12/31/2015 4/2/2016 7/2/2016 TMO 2.05% Senior Notes 2/21/ TMO 3.25% Senior Notes 11/20/ Life Technologies 4.40% Senior Notes 3/1/ TMO 3.20% Senior Notes 5/1/ TMO 5.00% Senior Notes 6/1/ TMO 2.25% Senior Notes 8/15/ TMO 1.30% Senior Notes (a) 1.21% 2/1/ Term Loan 1.56% 0 1, Commercial Paper 1.54% , Other Total Short-term 988 2,212 1,052 3,383 2,516 Long-term TMO 3.20% Senior Notes 5/1/ TMO 5.00% Senior Notes 6/1/ Life Technologies 3.50% Senior Notes 1/15/ TMO 3.20% Senior Notes 3/1/ TMO 2.25% Senior Notes 8/15/ TMO 1.30% Senior Notes (a) 2/1/ TMO 1.85% Senior Notes 2.01% 1/15/ TMO 2.15% Senior Notes 2.35% 12/14/ TMO 2.40% Senior Notes 2.59% 2/1/ Life Technologies 6.00% Senior Notes 2.97% 3/1/ TMO 4.70% Senior Notes 4.23% 5/1/ TMO 1.50% Senior Notes (euro denominated) 1.61% 12/1/ Life Technologies 5.00% Senior Notes 3.24% 1/15/ TMO 4.50% Senior Notes (a) 3.26% 3/1/ ,017 1,028 TMO 3.60% Senior Notes (a) 2.92% 8/15/2021 1,098 1,098 1,096 1,122 1,135 TMO 3.30% Senior Notes 3.43% 2/15/ TMO 2.15% Senior Notes (euro denominated) 2.28% 7/21/ TMO 3.15% Senior Notes 3.31% 1/15/ TMO 3.00% Senior Notes (a) 3.04% 4/15/ TMO 4.15% Senior Notes 4.16% 2/1/ TMO 2.00% Senior Notes (euro denominated) 2.09% 4/15/ TMO 3.65% Senior Notes 3.77% 12/15/ TMO 5.30% Senior Notes 5.37% 2/1/ Term Loan Other Total Long-term 9,500 12,352 11,420 11,653 11,632 Total Debt 10,488 14,564 12,472 15,036 14,148 Total Cash and Short-term Investments 5,831 1, Net Debt (b) 4,657 13,212 12,018 14,207 13,483 Debt (a) Fixed rate interest has been swapped to variable rate. (b) Net debt is short-term and long-term debt less cash and short-term investments. (c) Periods prior to 12/31/15 have not been recast to reflect the adoption of ASU Under this new accounting guidance debt issuance costs are now recorded as a reduction in the carrying value of the debt instrument. Previously, deferred debt issuance costs were included in Other Assets on the balance sheet. Page 8 of 11

12 Publicly Announced Acquisitions/Divestitures Transaction Closing Date Entity Acquisition or Divestiture Business Description Principal Segment Revenue (a) (millions) 2016 March 31 Affymetrix Acquisition Leading provider of cellular and genetic analysis products LSS $ September 30 Alfa Aesar Acquisition Leading global manufacturer of research chemicals LPS 78 February 4 Advanced Scientifics, Inc. Acquisition Provider of customized single-use systems and process equipment for bioprocess production LSS $ August 15 Cole-Parmer Divestiture Customer channel business providing fluid handling, test and measurement, and electrochemistry products and services LPS $232 March 21 Select businesses within Biosciences portfolio Sera and media, gene modulation and magnetic beads Divestiture LSS $250 businesses formerly in the Analytical Technologies Segment February 3 Life Technologies Acquisition Global leader in life sciences LSS $3, There were no publicly announced acquisitions or divestitures that closed in (a) Approximate revenue from prior full year reporting period as of the announcement date Page 9 of 11

13 Capital Deployment Share Buybacks Q Q Total Number of Shares Purchased (millions) Average Price Paid per Share $69.89 $0.00 $ $ $0.00 Total Spend ($ millions) $90 $0 $500 $1,000 $0 Remaining Authorization (in millions) as of 7/7/2016: $1,500 Dividends Paid Q Q Amount per Share $0.60 $0.60 $0.60 $0.15 $0.15 Page 10 of 11

14 Fi Fiscal Calendar 2015 FISCAL CALENDAR 2016 FISCAL CALENDAR FIRST QUARTER THIRD QUARTER FIRST QUARTER THIRD QUARTER Month S M T W T F S Week Month S M T W T F S Week Month S M T W T F S Week Month S M T W T F S Week JAN JULY JAN JULY Weeks Weeks Weeks Weeks FEB AUG FEB AUG Weeks Weeks Weeks Weeks MARCH SEPT MARCH SEPT Weeks Weeks Weeks Weeks SECOND QUARTER FOURTH QUARTER SECOND QUARTER FOURTH QUARTER APRIL OCT APRIL OCT Weeks Weeks Weeks Weeks MAY NOV MAY NOV Weeks Weeks Weeks Weeks JUNE DEC JUNE DEC Weeks Weeks Weeks Weeks Page 11 of 11