Exhibit 99.5
CAREFUSION CORPORATION
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS
AND
GAAP / NON-GAAP RECONCILIATIONS
The CareFusion Corporation (“CareFusion”) unaudited pro forma condensed combined financial statements included below consist of unaudited pro forma condensed combined statements of earnings for the quarters ended September 30, December 31, March 31 and June 30, 2009 and 2008 and for the fiscal years ended June 30, 2009 and 2008. The unaudited pro forma condensed combined financial statements included below have been derived from the historical consolidated financial statements and accounting records of Cardinal Health and have been adjusted to present the estimated impact of removing certain businesses that manufacture and sell surgical and exam gloves, surgical drapes and apparel and fluid management products in the U.S. market that are currently part of the Clinical and Medical Products segment of Cardinal Health, and will be retained by Cardinal Health following the spin-off.
The unaudited pro forma condensed combined financial statements do not necessarily reflect the financial position and results of operations that will be presented within CareFusion’s condensed combined financial statements subsequent to the completion of the planned spin-off from Cardinal Health. In addition, they do not reflect what the financial position and results of operations would have been if CareFusion had actually operated as a stand-alone publicly traded company. The assumptions and estimates used and pro forma adjustments derived from such assumptions are based on currently available information, and management believes such assumptions and estimates are reasonable under the circumstances.
CAREFUSION CORPORATION
PRO FORMA1 CONDENSED COMBINED STATEMENTS OF EARNINGS (UNAUDITED)
FISCAL YEAR 2009
| | | | | | | | | | | | | | | | | |
(in millions, except per common share amounts) | | First Quarter 2009 | | Second Quarter 2009 | | Third Quarter 2009 | | | Fourth Quarter 2009 | | | Total Year 2009 |
Revenue | | $ | 943 | | $ | 997 | | $ | 872 | | | $ | 895 | | | $ | 3,707 |
Cost of products sold | | | 500 | | | 519 | | | 450 | | | | 488 | | | | 1,957 |
| | | | | | | | | | | | | | | | | |
Gross margin | | | 443 | | | 478 | | | 422 | | | | 407 | | | | 1,750 |
Selling, general and administrative expenses | | | 283 | | | 259 | | | 266 | | | | 261 | | | | 1,069 |
Research and development expenses | | | 37 | | | 41 | | | 39 | | | | 44 | | | | 161 |
Restructuring and acquisition integration charges | | | 30 | | | 5 | | | 20 | | | | 17 | | | | 72 |
| | | | | | | | | | | | | | | | | |
Operating earnings | | | 93 | | | 173 | | | 97 | | | | 85 | | | | 448 |
Interest expense and other, net | | | 29 | | | 25 | | | 24 | | | | 25 | | | | 103 |
| | | | | | | | | | | | | | | | | |
Earnings before income taxes and discontinued operations | | | 64 | | | 148 | | | 73 | | | | 60 | | | | 345 |
Provision for income taxes | | | 29 | | | 39 | | | (17 | ) | | | (4 | ) | | | 47 |
| | | | | | | | | | | | | | | | | |
Earnings from continuing operations | | | 35 | | | 109 | | | 90 | | | | 64 | | | | 298 |
Earnings from discontinued operations, net of tax | | | 82 | | | 80 | | | 83 | | | | 31 | | | | 276 |
| | | | | | | | | | | | | | | | | |
Net earnings | | $ | 117 | | $ | 189 | | $ | 173 | | | $ | 95 | | | $ | 574 |
| | | | | | | | | | | | | | | | | |
Diluted earnings per common share: | | | | | | | | | | | | | | | | | |
Continuing operations | | $ | 0.15 | | $ | 0.48 | | $ | 0.40 | | | $ | 0.28 | | | $ | 1.32 |
Discontinued operations | | | 0.36 | | | 0.35 | | | 0.37 | | | | 0.14 | | | | 1.22 |
| | | | | | | | | | | | | | | | | |
Net diluted earnings per common share 2 | | $ | 0.52 | | $ | 0.84 | | $ | 0.77 | | | $ | 0.42 | | | $ | 2.54 |
| | | | | | | | | | | | | | | | | |
Weighted average pro forma number of diluted common shares outstanding3: | | | 226.0 | | | 226.0 | | | 226.0 | | | | 226.0 | | | | 226.0 |
Adjusted diluted earnings per common share: | | | | | | | | | | | | | | | | | |
Continuing operations24 | | $ | 0.25 | | $ | 0.50 | | $ | 0.46 | | | $ | 0.34 | | | $ | 1.54 |
| | | | | | | | | | | | | | | | | |
1 | CareFusion unaudited pro forma financial results have been derived from the historical consolidated financial statements of Cardinal Health, Inc. and reflect CareFusion’s results as if the spinoff and certain related transactions had occurred as of the beginning of the fiscal year. See page 1 of this exhibit for further explanation of the pro forma presentation. |
2 | Earnings per share calculations are performed separately for each period presented. Therefore, the sum of the per share components from the table may not equal the per share amount presented. |
3 | Reflects a distribution ratio of 0.5 shares of CareFusion common stock for every 1 common share of Cardinal Health outstanding on the record date, plus potential dilutive shares of common stock under equity plans in which our employees participate, based on the distribution ratio. |
4 | Earnings from continuing operations have been adjusted to exclude restructuring and acquisition integration charges (including one-time spinoff related costs). |
CAREFUSION CORPORATION
PRO FORMA1 CONDENSED COMBINED STATEMENTS OF EARNINGS (UNAUDITED)
FISCAL YEAR 2008
| | | | | | | | | | | | | | | |
(in millions, except per common share amounts) | | First Quarter 2008 | | Second Quarter 2008 | | Third Quarter 2008 | | Fourth Quarter 2008 | | Total Year 2008 |
Revenue | | $ | 835 | | $ | 921 | | $ | 957 | | $ | 1,058 | | $ | 3,771 |
Cost of products sold | | | 445 | | | 487 | | | 497 | | | 553 | | | 1,982 |
| | | | | | | | | | | | | | | |
Gross margin | | | 390 | | | 434 | | | 460 | | | 505 | | | 1,789 |
Selling, general and administrative expenses | | | 246 | | | 255 | | | 267 | | | 274 | | | 1,042 |
Research and development expenses | | | 36 | | | 37 | | | 35 | | | 49 | | | 157 |
Restructuring and acquisition integration charges | | | 6 | | | 10 | | | 6 | | | 13 | | | 35 |
Acquired in-process research and development | | | — | | | — | | | — | | | 18 | | | 18 |
| | | | | | | | | | | | | | | |
Operating earnings | | | 102 | | | 132 | | | 152 | | | 151 | | | 537 |
Interest expense and other, net | | | 3 | | | 29 | | | 6 | | | 42 | | | 80 |
| | | | | | | | | | | | | | | |
Earnings before income taxes and discontinued operations | | | 99 | | | 103 | | | 146 | | | 109 | | | 457 |
Provision for income taxes | | | 28 | | | 28 | | | 39 | | | 19 | | | 114 |
| | | | | | | | | | | | | | | |
Earnings from continuing operations | | | 71 | | | 75 | | | 107 | | | 90 | | | 343 |
Earnings from discontinued operations, net of tax | | | 72 | | | 88 | | | 79 | | | 87 | | | 326 |
| | | | | | | | | | | | | | | |
Net earnings | | $ | 143 | | $ | 163 | | $ | 186 | | $ | 177 | | $ | 669 |
| | | | | | | | | | | | | | | |
Diluted earnings per common share: | | | | | | | | | | | | | | | |
Continuing operations | | $ | 0.31 | | $ | 0.33 | | $ | 0.47 | | $ | 0.40 | | $ | 1.52 |
Discontinued operations | | | 0.32 | | | 0.39 | | | 0.35 | | | 0.38 | | | 1.44 |
| | | | | | | | | | | | | | | |
Net diluted earnings per common share2 | | $ | 0.63 | | $ | 0.72 | | $ | 0.82 | | $ | 0.78 | | $ | 2.96 |
| | | | | | | | | | | | | | | |
Weighted average pro forma number of diluted common shares outstanding3: | | | 226.0 | | | 226.0 | | | 226.0 | | | 226.0 | | | 226.0 |
Adjusted diluted earnings per common share: | | | | | | | | | | | | | | | |
Continuing operations2 4 | | $ | 0.33 | | $ | 0.36 | | $ | 0.50 | | $ | 0.44 | | $ | 1.63 |
| | | | | | | | | | | | | | | |
1 | CareFusion unaudited pro forma financial results have been derived from the historical consolidated financial statements of Cardinal Health, Inc. and reflect CareFusion’s results as if the spinoff and certain related transactions had occurred as of the beginning of the fiscal year. See page 1 of this exhibit for further explanation of the pro forma presentation. |
2 | Earnings per share calculations are performed separately for each period presented. Therefore, the sum of the per share components from the table may not equal the per share amount presented. |
3 | Reflects a distribution ratio of 0.5 shares of CareFusion common stock for every 1 common share of Cardinal Health outstanding on the record date, plus potential dilutive shares of common stock under equity plans in which our employees participate, based on the distribution ratio. |
4 | Earnings from continuing operations have been adjusted to exclude restructuring and acquisition integration charges (including one-time spinoff related costs), and acquired in-process research and development charges. |
CAREFUSION CORPORATION
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION
FISCAL YEAR 2009
| | | | | | | | | | | | | | | | | | | | | | | | | | |
(in millions, except per common share amounts) | | Historical | | | Discontinued Operations | | | Financing Adjustments | | | Separation Adjustments | | | Pro Forma1 | | One-Time Items | | | Adjusted Pro Forma2 |
FIRST QUARTER | | | | | | | | | | | | | | | | | | | | | | | | | | |
Revenue | | $ | 1,141 | | | $ | (221 | ) | | $ | — | | | $ | 23 | | | $ | 943 | | $ | — | | | $ | 943 |
Cost of products sold | | | 626 | | | | (146 | ) | | | — | | | | 20 | | | | 500 | | | — | | | | 500 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross margin | | | 515 | | | | (75 | ) | | | — | | | | 3 | | | | 443 | | | — | | | | 443 |
Selling, general and administrative expenses | | | 304 | | | | (24 | ) | | | — | | | | 3 | | | | 283 | | | — | | | | 283 |
Research and development expenses | | | 38 | | | | (1 | ) | | | — | | | | — | | | | 37 | | | — | | | | 37 |
Restructuring charges and acquisition integration charges | | | 31 | | | | (1 | ) | | | — | | | | — | | | | 30 | | | (30 | ) | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Operating earnings | | | 142 | | | | (49 | ) | | | — | | | | — | | | | 93 | | | 30 | | | | 123 |
Interest expense and other | | | 27 | | | | 6 | | | | (4 | ) | | | — | | | | 29 | | | — | | | | 29 |
Royalty (income) and other, net received from parent | | | (48 | ) | | | 48 | | | | — | | | | — | | | | — | | | — | | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings before income taxes and discontinued operations | | | 163 | | | | (103 | ) | | | 4 | | | | — | | | | 64 | | | 30 | | | | 94 |
Provision for income taxes | | | 50 | | | | (21 | ) | | | 1 | | | | (1 | ) | | | 29 | | | 9 | | | | 38 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings from continuing operations | | | 113 | | | | (82 | ) | | | 3 | | | | 1 | | | | 35 | | | 21 | | | | 56 |
Earnings from discontinued operations, net of tax | | | — | | | | 82 | | | | — | | | | — | | | | 82 | | | — | | | | 82 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Net earnings | | $ | 113 | | | $ | — | | | $ | 3 | | | $ | 1 | | | $ | 117 | | $ | 21 | | | $ | 138 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Weighted average pro forma number of diluted common shares outstanding3: | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | 226.0 | | | | 226.0 |
Diluted Earnings from continuing operations per common share4: | | $ | 0.50 | | | $ | (0.36 | ) | | $ | 0.01 | | | $ | — | | | $ | 0.15 | | $ | 0.09 | | | $ | 0.25 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | CareFusion unaudited pro forma financial results have been derived from the historical consolidated financial statements of Cardinal Health, Inc. and reflect CareFusion’s results as if the spinoff and certain related transactions had occurred as of the beginning of the fiscal year. See page 1 of this exhibit for further explanation of the pro forma presentation. |
2 | Adjusted pro forma financial information reflects pro forma results adjusted on a non-GAAP basis to exclude one-time items related to restructuring charges and acquisition integration charges (including one-time spinoff related costs). |
3 | Reflects a distribution ratio of 0.5 shares of CareFusion common stock for every 1 common share of Cardinal Health outstanding on the record date, plus potential shares of common stock under equity plans in which our employees participate, based on the distribution ratio. |
4 | Earnings per share calculations are performed separately for each adjustment presented. Therefore, the sum of the per share adjustments from the table above may not equal the pro forma or adjusted pro forma per share totals presented. |
CAREFUSION CORPORATION
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION
FISCAL YEAR 2009
| | | | | | | | | | | | | | | | | | | | | | | | | | |
(in millions, except per Common Share amounts) | | Historical | | | Discontinued Operations | | | Financing Adjustments | | | Separation Adjustments | | | Pro Forma1 | | One-Time Items | | | Adjusted Pro Forma2 |
SECOND QUARTER | | | | | | | | | | | | | | | | | | | | | | | | | | |
Revenue | | $ | 1,193 | | | $ | (219 | ) | | $ | — | | | $ | 23 | | | $ | 997 | | $ | — | | | $ | 997 |
Cost of products sold | | | 665 | | | | (166 | ) | | | — | | | | 20 | | | | 519 | | | — | | | | 519 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross margin | | | 528 | | | | (53 | ) | | | — | | | | 3 | | | | 478 | | | — | | | | 478 |
Selling, general and administrative expenses | | | 282 | | | | (26 | ) | | | — | | | | 3 | | | | 259 | | | — | | | | 259 |
Research and development expenses | | | 42 | | | | (1 | ) | | | — | | | | — | | | | 41 | | | — | | | | 41 |
Restructuring charges and acquisition integration charges | | | 5 | | | | — | | | | — | | | | — | | | | 5 | | | (5 | ) | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Operating earnings | | | 199 | | | | (26 | ) | | | — | | | | — | | | | 173 | | | 5 | | | | 178 |
Interest expense and other | | | 30 | | | | (7 | ) | | | 2 | | | | — | | | | 25 | | | — | | | | 25 |
Royalty (income) and other, net received from parent | | | (66 | ) | | | 66 | | | | — | | | | — | | | | — | | | — | | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings before income taxes and discontinued operations | | | 235 | | | | (85 | ) | | | (2 | ) | | | — | | | | 148 | | | 5 | | | | 153 |
Provision for income taxes | | | 47 | | | | (5 | ) | | | (1 | ) | | | (2 | ) | | | 39 | | | 2 | | | | 41 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings from continuing operations | | | 188 | | | | (80 | ) | | | (1 | ) | | | 2 | | | | 109 | | | 3 | | | | 112 |
Earnings from discontinued operations, net of tax expense | | | — | | | | 80 | | | | — | | | | — | | | | 80 | | | — | | | | 80 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Net earnings | | $ | 188 | | | $ | — | | | $ | (1 | ) | | $ | 2 | | | $ | 189 | | $ | 3 | | | $ | 192 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Weighted average pro forma number of diluted common shares outstanding3: | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | 226.0 | | | | 226.0 |
Diluted Earnings from continuing operations per common share4: | | $ | 0.83 | | | $ | (0.35 | ) | | $ | — | | | $ | 0.01 | | | $ | 0.48 | | $ | 0.01 | | | $ | 0.50 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | CareFusion unaudited pro forma financial results have been derived from the historical consolidated financial statements of Cardinal Health, Inc. and reflect CareFusion’s results as if the spinoff and certain related transactions had occurred as of the beginning of the fiscal year. See page 1 of this exhibit for further explanation of the pro forma presentation. |
2 | Adjusted pro forma financial information reflects pro forma results adjusted on a non-GAAP basis to exclude one-time items related to restructuring charges and acquisition integration charges (including one-time spinoff related costs). |
3 | Reflects a distribution ratio of 0.5 shares of CareFusion common stock for every 1 common share of Cardinal Health outstanding on the record date, plus potential shares of common stock under equity plans in which our employees participate, based on the distribution ratio. |
4 | Earnings per share calculations are performed separately for each adjustment presented. Therefore, the sum of the per share adjustments from the table above may not equal the pro forma or adjusted pro forma per share totals presented. |
CAREFUSION CORPORATION
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION
FISCAL YEAR 2009
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
(in millions, except per Common Share amounts) | | Historical | | | Discontinued Operations | | | Financing Adjustments | | Separation Adjustments | | | Pro Forma1 | | | One-Time Items | | | Adjusted Pro Forma2 | |
THIRD QUARTER | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Revenue | | $ | 1,076 | | | $ | (227 | ) | | $ | — | | $ | 23 | | | $ | 872 | | | $ | — | | | $ | 872 | |
Cost of products sold | | | 612 | | | | (183 | ) | | | — | | | 21 | | | | 450 | | | | — | | | | 450 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross margin | | | 464 | | | | (44 | ) | | | — | | | 2 | | | | 422 | | | | — | | | | 422 | |
Selling, general and administrative expenses | | | 285 | | | | (21 | ) | | | — | | | 2 | | | | 266 | | | | — | | | | 266 | |
Research and development expenses | | | 40 | | | | (1 | ) | | | — | | | — | | | | 39 | | | | — | | | | 39 | |
Restructuring charges and acquisition integration charges | | | 20 | | | | — | | | | — | | | — | | | | 20 | | | | (20 | ) | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Operating earnings | | | 119 | | | | (22 | ) | | | — | | | — | | | | 97 | | | | 20 | | | | 117 | |
Interest expense and other | | | 26 | | | | (2 | ) | | | — | | | — | | | | 24 | | | | — | | | | 24 | |
Royalty (income) and other, net received from parent | | | (80 | ) | | | 80 | | | | — | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings before income taxes and discontinued operations | | | 173 | | | | (100 | ) | | | — | | | — | | | | 73 | | | | 20 | | | | 93 | |
Provision for income taxes | | | 2 | | | | (17 | ) | | | — | | | (2 | ) | | | (17 | ) | | | 6 | | | | (11 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings from continuing operations | | | 171 | | | | (83 | ) | | | — | | | 2 | | | | 90 | | | | 14 | | | | 104 | |
Earnings from discontinued operations, net of tax expense | | | — | | | | 83 | | | | — | | | — | | | | 83 | | | | — | | | | 83 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net earnings | | $ | 171 | | | $ | — | | | $ | — | | $ | 2 | | | $ | 173 | | | $ | 14 | | | $ | 187 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Weighted average pro forma number of diluted common shares outstanding3: | | | 226.0 | | | | 226.0 | | | | 226.0 | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | |
Diluted Earnings from continuing operations per common share4: | | $ | 0.76 | | | $ | (0.37 | ) | | $ | — | | $ | 0.01 | | | $ | 0.40 | | | $ | 0.06 | | | $ | 0.46 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | CareFusion unaudited pro forma financial results have been derived from the historical consolidated financial statements of Cardinal Health, Inc. and reflect CareFusion’s results as if the spinoff and certain related transactions had occurred as of the beginning of the fiscal year. See page 1 of this exhibit for further explanation of the pro forma presentation. |
2 | Adjusted pro forma financial information reflects pro forma results adjusted on a non-GAAP basis to exclude one-time items related to restructuring charges and acquisition integration charges (including one-time spinoff related costs). |
3 | Reflects a distribution ratio of 0.5 shares of CareFusion common stock for every 1 common share of Cardinal Health outstanding on the record date, plus potential shares of common stock under equity plans in which our employees participate, based on the distribution ratio. |
4 | Earnings per share calculations are performed separately for each adjustment presented. Therefore, the sum of the per share adjustments from the table above may not equal the pro forma or adjusted pro forma per share totals presented. |
CAREFUSION CORPORATION
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION
FISCAL YEAR 2009
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
(in millions, except per common share amounts) | | Historical | | | Discontinued Operations | | | Financing Adjustments | | | Separation Adjustments | | | Pro Forma1 | | | One-Time Items | | | Adjusted Pro Forma2 |
FOURTH QUARTER | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Revenue | | $ | 1,091 | | | $ | (219 | ) | | $ | — | | | $ | 23 | | | $ | 895 | | | $ | — | | | $ | 895 |
Cost of products sold | | | 616 | | | | (148 | ) | | | — | | | | 20 | | | | 488 | | | | — | | | | 488 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross margin | | | 475 | | | | (71 | ) | | | — | | | | 3 | | | | 407 | | | | — | | | | 407 |
Selling, general and administrative expenses | | | 284 | | | | (26 | ) | | | — | | | | 3 | | | | 261 | | | | — | | | | 261 |
Research and development expenses | | | 45 | | | | (1 | ) | | | — | | | | — | | | | 44 | | | | — | | | | 44 |
Restructuring charges and acquisition integration charges | | | 17 | | | | — | | | | — | | | | — | | | | 17 | | | | (17 | ) | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Operating earnings | | | 129 | | | | (44 | ) | | | — | | | | — | | | | 85 | | | | 17 | | | | 102 |
Interest expense and other | | | 20 | | | | 1 | | | | 4 | | | | — | | | | 25 | | | | — | | | | 25 |
Royalty (income) and other, net received from parent | | | (39 | ) | | | 39 | | | | — | | | | — | | | | — | | | | — | | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings before income taxes and discontinued operations | | | 148 | | | | (84 | ) | | | (4 | ) | | | — | | | | 60 | | | | 17 | | | | 77 |
Provision for income taxes | | | 52 | | | | (53 | ) | | | (1 | ) | | | (2 | ) | | | (4 | ) | | | 5 | | | | 1 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings from continuing operations | | | 96 | | | | (31 | ) | | | (3 | ) | | | 2 | | | | 64 | | | | 12 | | | | 76 |
Earnings from discontinued operations, net of tax expense | | | — | | | | 31 | | | | — | | | | — | | | | 31 | | | | — | | | | 31 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net earnings | | $ | 96 | | | $ | — | | | $ | (3 | ) | | $ | 2 | | | $ | 95 | | | $ | 12 | | | $ | 107 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Weighted average pro forma number of diluted common shares outstanding3: | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 |
Diluted Earnings from continuing operations per common share4: | | $ | 0.42 | | | $ | (0.14 | ) | | $ | (0.01 | ) | | $ | 0.01 | | | $ | 0.28 | | | $ | 0.05 | | | $ | 0.34 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | CareFusion unaudited pro forma financial results have been derived from the historical consolidated financial statements of Cardinal Health, Inc. and reflect CareFusion’s results as if the spinoff and certain related transactions had occurred as of the beginning of the fiscal year. See page 1 of this exhibit for further explanation of the pro forma presentation. |
2 | Adjusted pro forma financial information reflects pro forma results adjusted on a non-GAAP basis to exclude one-time items related to restructuring charges and acquisition integration charges (including one-time spinoff related costs). |
3 | Reflects a distribution ratio of 0.5 shares of CareFusion common stock for every 1 common share of Cardinal Health outstanding on the record date, plus potential shares of common stock under equity plans in which our employees participate, based on the distribution ratio. |
4 | Earnings per share calculations are performed separately for each adjustment presented. Therefore, the sum of the per share adjustments from the table above may not equal the pro forma or adjusted pro forma per share totals presented. |
CAREFUSION CORPORATION
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION
FISCAL YEAR 2009
| | | | | | | | | | | | | | | | | | | | | | | | | | |
(in millions, except per Common Share amounts) | | Historical | | | Discontinued Operations | | | Financing Adjustments | | | Separation Adjustments | | | Pro Forma1 | | One-Time Items | | | Adjusted Pro Forma2 |
FISCAL YEAR 2009 | | | | | | | | | | | | | | | | | | | | | | | | | | |
Revenue | | $ | 4,501 | | | $ | (886 | ) | | $ | — | | | $ | 92 | | | $ | 3,707 | | $ | — | | | $ | 3,707 |
Cost of products sold | | | 2,519 | | | | (643 | ) | | | — | | | | 81 | | | | 1,957 | | | — | | | | 1,957 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross margin | | | 1,982 | | | | (243 | ) | | | — | | | | 11 | | | | 1,750 | | | — | | | | 1,750 |
Selling, general and administrative expenses | | | 1,155 | | | | (97 | ) | | | — | | | | 11 | | | | 1,069 | | | — | | | | 1,069 |
Research and development expenses | | | 165 | | | | (4 | ) | | | — | | | | — | | | | 161 | | | — | | | | 161 |
Restructuring charges and acquisition integration charges | | | 73 | | | | (1 | ) | | | — | | | | — | | | | 72 | | | (72 | ) | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Operating earnings | | | 589 | | | | (141 | ) | | | — | | | | — | | | | 448 | | | 72 | | | | 520 |
Interest expense and other | | | 103 | | | | (2 | ) | | | 2 | | | | — | | | | 103 | | | — | | | | 103 |
Royalty (income) and other, net received from parent | | | (233 | ) | | | 233 | | | | — | | | | — | | | | — | | | — | | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings before income taxes and discontinued operations | | | 719 | | | | (372 | ) | | | (2 | ) | | | — | | | | 345 | | | 72 | | | | 417 |
Provision for income taxes | | | 151 | | | | (96 | ) | | | (1 | ) | | | (7 | ) | | | 47 | | | 22 | | | | 69 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings from continuing operations | | | 568 | | | | (276 | ) | | | (1 | ) | | | 7 | | | | 298 | | | 50 | | | | 348 |
Earnings from discontinued operations, net of tax expense | | | — | | | | 276 | | | | — | | | | — | | | | 276 | | | — | | | | 276 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Net earnings | | $ | 568 | | | $ | — | | | $ | (1 | ) | | $ | 7 | | | $ | 574 | | $ | 50 | | | $ | 624 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Weighted average pro forma number of diluted common shares outstanding3: | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | 226.0 | | | | 226.0 |
Diluted Earnings from continuing operations per common share4: | | $ | 2.51 | | | $ | (1.22 | ) | | $ | — | | | $ | 0.03 | | | $ | 1.32 | | $ | 0.22 | | | $ | 1.54 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | CareFusion unaudited pro forma financial results have been derived from the historical consolidated financial statements of Cardinal Health, Inc. and reflect CareFusion’s results as if the spinoff and certain related transactions had occurred as of the beginning of the fiscal year. See page 1 of this exhibit for further explanation of the pro forma presentation. |
2 | Adjusted pro forma financial information reflects pro forma results adjusted on a non-GAAP basis to exclude one-time items related to restructuring charges and acquisition integration charges (including one-time spinoff related costs). |
3 | Reflects a distribution ratio of 0.5 shares of CareFusion common stock for every 1 common share of Cardinal Health outstanding on the record date, plus potential shares of common stock under equity plans in which our employees participate, based on the distribution ratio. |
4 | Earnings per share calculations are performed separately for each adjustment presented. Therefore, the sum of the per share adjustments from the table above may not equal the pro forma or adjusted pro forma per share totals presented. |
CAREFUSION CORPORATION
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION (UNAUDITED)
FISCAL YEAR 2008
| | | | | | | | | | | | | | | | | | | | | | | | | |
(in millions, except per Common Share amounts) | | Historical | | | Discontinued Operations | | | Financing Adjustments | | | Separation Adjustments | | Pro Forma1 | | One-Time Items | | | Adjusted Pro Forma2 |
FIRST QUARTER | | | | | | | | | | | | | | | | | | | | | | | | | |
Revenue | | $ | 1,015 | | | $ | (202 | ) | | $ | — | | | $ | 22 | | $ | 835 | | $ | — | | | $ | 835 |
Cost of products sold | | | 561 | | | | (135 | ) | | | — | | | | 19 | | | 445 | | | — | | | | 445 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Gross margin | | | 454 | | | | (67 | ) | | | — | | | | 3 | | | 390 | | | — | | | | 390 |
Selling, general and administrative expenses | | | 264 | | | | (21 | ) | | | — | | | | 3 | | | 246 | | | — | | | | 246 |
Research and development expenses | | | 37 | | | | (1 | ) | | | — | | | | — | | | 36 | | | — | | | | 36 |
Restructuring charges and acquisition integration charges | | | 6 | | | | — | | | | — | | | | — | | | 6 | | | (6 | ) | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Operating earnings | | | 147 | | | | (45 | ) | | | — | | | | — | | | 102 | | | 6 | | | | 108 |
Interest expense and other | | | 9 | | | | (4 | ) | | | (2 | ) | | | — | | | 3 | | | — | | | | 3 |
Royalty (income) and other, net received from parent | | | (47 | ) | | | 47 | | | | — | | | | — | | | — | | | — | | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings before income taxes and discontinued operations | | | 185 | | | | (88 | ) | | | 2 | | | | — | | | 99 | | | 6 | | | | 105 |
Provision for income taxes | | | 43 | | | | (16 | ) | | | 1 | | | | — | | | 28 | | | 2 | | | | 30 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings from continuing operations | | | 142 | | | | (72 | ) | | | 1 | | | | — | | | 71 | | | 4 | | | | 75 |
Earnings from discontinued operations, net of tax | | | — | | | | 72 | | | | — | | | | — | | | 72 | | | — | | | | 72 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Net earnings | | $ | 142 | | | $ | — | | | $ | 1 | | | $ | — | | $ | 143 | | $ | 4 | | | $ | 147 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Weighted average pro forma number of diluted common shares outstanding3: | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | 226.0 | | | 226.0 | | | | 226.0 |
Diluted Earnings from continuing operations per common share4: | | $ | 0.63 | | | $ | (0.32 | ) | | $ | — | | | $ | — | | $ | 0.31 | | $ | 0.02 | | | $ | 0.33 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
1 | CareFusion unaudited pro forma financial results have been derived from the historical consolidated financial statements of Cardinal Health, Inc. and reflect CareFusion’s results as if the spinoff and certain related transactions had occurred as of the beginning of the fiscal year. See page 1 of this exhibit for further explanation of the pro forma presentation. |
2 | Adjusted pro forma financial information reflects pro forma results adjusted on a non-GAAP basis to exclude one-time items related to restructuring charges and acquisition integration charges (including one-time spinoff related costs). |
3 | Reflects a distribution ratio of 0.5 shares of CareFusion common stock for every 1 common share of Cardinal Health outstanding on the record date, plus potential shares of common stock under equity plans in which our employees participate, based on the distribution ratio. |
4 | Earnings per share calculations are performed separately for each adjustment presented. Therefore, the sum of the per share adjustments from the table above may not equal the pro forma or adjusted pro forma per share totals presented. |
CAREFUSION CORPORATION
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION (UNAUDITED)
FISCAL YEAR 2008
| | | | | | | | | | | | | | | | | | | | | | | | | |
(in millions, except per Common Share amounts) | | Historical | | | Discontinued Operations | | | Financing Adjustments | | | Separation Adjustments | | Pro Forma1 | | One-Time Items | | | Adjusted Pro Forma2 |
SECOND QUARTER | | | | | | | | | | | | | | | | | | | | | | | | | |
Revenue | | $ | 1,105 | | | $ | (206 | ) | | $ | — | | | $ | 22 | | $ | 921 | | $ | — | | | $ | 921 |
Cost of products sold | | | 611 | | | | (142 | ) | | | — | | | | 18 | | | 487 | | | — | | | | 487 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Gross margin | | | 494 | | | | (64 | ) | | | — | | | | 4 | | | 434 | | | — | | | | 434 |
Selling, general and administrative expenses | | | 267 | | | | (16 | ) | | | — | | | | 4 | | | 255 | | | — | | | | 255 |
Research and development expenses | | | 38 | | | | (1 | ) | | | — | | | | — | | | 37 | | | — | | | | 37 |
Restructuring charges and acquisition integration charges | | | 10 | | | | — | | | | — | | | | — | | | 10 | | | (10 | ) | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Operating earnings | | | 179 | | | | (47 | ) | | | — | | | | — | | | 132 | | | 10 | | | | 142 |
Interest expense and other | | | 19 | | | | 13 | | | | (3 | ) | | | — | | | 29 | | | — | | | | 29 |
Royalty (income) and other, net received from parent | | | (49 | ) | | | 49 | | | | — | | | | — | | | — | | | — | | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings before income taxes and discontinued operations | | | 209 | | | | (109 | ) | | | 3 | | | | — | | | 103 | | | 10 | | | | 113 |
Provision for income taxes | | | 48 | | | | (21 | ) | | | 1 | | | | — | | | 28 | | | 4 | | | | 32 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings from continuing operations | | | 161 | | | | (88 | ) | | | 2 | | | | — | | | 75 | | | 6 | | | | 81 |
Earnings from discontinued operations, net of tax expense | | | — | | | | 88 | | | | — | | | | — | | | 88 | | | — | | | | 88 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Net earnings | | $ | 161 | | | $ | — | | | $ | 2 | | | $ | — | | $ | 163 | | $ | 6 | | | $ | 169 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Weighted average pro forma number of diluted common shares outstanding3: | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | 226.0 | | | 226.0 | | | | 226.0 |
Diluted Earnings from continuing operations per common share4: | | $ | 0.71 | | | $ | (0.39 | ) | | $ | 0.01 | | | $ | — | | $ | 0.33 | | $ | 0.03 | | | $ | 0.36 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
1 | CareFusion unaudited pro forma financial results have been derived from the historical consolidated financial statements of Cardinal Health, Inc. and reflect CareFusion’s results as if the spinoff and certain related transactions had occurred as of the beginning of the fiscal year. See page 1 of this exhibit for further explanation of the pro forma presentation. |
2 | Adjusted pro forma financial information reflects pro forma results adjusted on a non-GAAP basis to exclude one-time items related to restructuring charges and acquisition integration charges (including one-time spinoff related costs). |
3 | Reflects a distribution ratio of 0.5 shares of CareFusion common stock for every 1 common share of Cardinal Health outstanding on the record date, plus potential shares of common stock under equity plans in which our employees participate, based on the distribution ratio. |
4 | Earnings per share calculations are performed separately for each adjustment presented. Therefore, the sum of the per share adjustments from the table above may not equal the pro forma or adjusted pro forma per share totals presented. |
CAREFUSION CORPORATION
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION (UNAUDITED)
FISCAL YEAR 2008
| | | | | | | | | | | | | | | | | | | | | | | | | | |
(in millions, except per Common Share amounts) | | Historical | | | Discontinued Operations | | | Financing Adjustments | | | Separation Adjustments | | | Pro Forma1 | | One-Time Items | | | Adjusted Pro Forma2 |
THIRD QUARTER | | | | | | | | | | | | | | | | | | | | | | | | | | |
Revenue | | $ | 1,150 | | | $ | (214 | ) | | $ | — | | | $ | 21 | | | $ | 957 | | $ | — | | | $ | 957 |
Cost of products sold | | | 618 | | | | (140 | ) | | | — | | | | 19 | | | | 497 | | | — | | | | 497 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross margin | | | 532 | | | | (74 | ) | | | — | | | | 2 | | | | 460 | | | — | | | | 460 |
Selling, general and administrative expenses | | | 285 | | | | (21 | ) | | | — | | | | 3 | | | | 267 | | | — | | | | 267 |
Research and development expenses | | | 37 | | | | (2 | ) | | | — | | | | — | | | | 35 | | | — | | | | 35 |
Restructuring charges and acquisition integration charges | | | 6 | | | | — | | | | — | | | | — | | | | 6 | | | (6 | ) | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Operating earnings | | | 204 | | | | (51 | ) | | | — | | | | (1 | ) | | | 152 | | | 6 | | | | 158 |
Interest expense and other | | | 5 | | | | 2 | | | | (1 | ) | | | — | | | | 6 | | | — | | | | 6 |
Royalty (income) and other, net received from parent | | | (41 | ) | | | 41 | | | | — | | | | — | | | | — | | | — | | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings before income taxes and discontinued operations | | | 240 | | | | (94 | ) | | | 1 | | | | (1 | ) | | | 146 | | | 6 | | | | 152 |
Provision for income taxes | | | 55 | | | | (15 | ) | | | — | | | | (1 | ) | | | 39 | | | 1 | | | | 40 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings from continuing operations | | | 185 | | | | (79 | ) | | | 1 | | | | — | | | | 107 | | | 5 | | | | 112 |
Earnings from discontinued operations, net of tax expense | | | — | | | | 79 | | | | — | | | | — | | | | 79 | | | — | | | | 79 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Net earnings | | $ | 185 | | | $ | — | | | $ | 1 | | | $ | — | | | $ | 186 | | $ | 5 | | | $ | 191 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Weighted average pro forma number of diluted common shares outstanding3: | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | 226.0 | | | | 226.0 |
Diluted Earnings from continuing operations per common share4: | | $ | 0.82 | | | $ | (0.35 | ) | | $ | — | | | $ | — | | | $ | 0.47 | | $ | 0.02 | | | $ | 0.50 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | CareFusion unaudited pro forma financial results have been derived from the historical consolidated financial statements of Cardinal Health, Inc. and reflect CareFusion’s results as if the spinoff and certain related transactions had occurred as of the beginning of the fiscal year. See page 1 of this exhibit for further explanation of the pro forma presentation. |
2 | Adjusted pro forma financial information reflects pro forma results adjusted on a non-GAAP basis to exclude one-time items related to restructuring charges and acquisition integration charges (including one-time spinoff related costs). |
3 | Reflects a distribution ratio of 0.5 shares of CareFusion common stock for every 1 common share of Cardinal Health outstanding on the record date, plus potential shares of common stock under equity plans in which our employees participate, based on the distribution ratio. |
4 | Earnings per share calculations are performed separately for each adjustment presented. Therefore, the sum of the per share adjustments from the table above may not equal the pro forma or adjusted pro forma per share totals presented. |
CAREFUSION CORPORATION
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION (UNAUDITED)
FISCAL YEAR 2008
| | | | | | | | | | | | | | | | | | | | | | | | | |
(in millions, except per Common Share amounts) | | Historical | | | Discontinued Operations | | | Financing Adjustments | | | Separation Adjustments | | Pro Forma1 | | One-Time Items | | | Adjusted Pro Forma2 |
FOURTH QUARTER | | | | | | | | | | | | | | | | | | | | | | | | | |
Revenue | | $ | 1,248 | | | $ | (212 | ) | | $ | — | | | $ | 22 | | $ | 1,058 | | $ | — | | | $ | 1,058 |
Cost of products sold | | | 682 | | | | (147 | ) | | | — | | | | 18 | | | 553 | | | — | | | | 553 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Gross margin | | | 566 | | | | (65 | ) | | | — | | | | 4 | | | 505 | | | — | | | | 505 |
Selling, general and administrative expenses | | | 288 | | | | (17 | ) | | | — | | | | 3 | | | 274 | | | — | | | | 274 |
Research and development expenses | | | 50 | | | | (1 | ) | | | — | | | | — | | | 49 | | | — | | | | 49 |
Restructuring charges and acquisition integration charges | | | 15 | | | | (2 | ) | | | — | | | | — | | | 13 | | | (13 | ) | | | — |
Acquired in-process research and development | | | 18 | | | | — | | | | — | | | | — | | | 18 | | | (18 | ) | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Operating earnings | | | 195 | | | | (45 | ) | | | — | | | | 1 | | | 151 | | | 31 | | | | 182 |
Interest expense and other | | | 34 | | | | 9 | | | | (1 | ) | | | — | | | 42 | | | — | | | | 42 |
Royalty (income) and other, net received from parent | | | (52 | ) | | | 52 | | | | — | | | | — | | | — | | | — | | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings before income taxes and discontinued operations | | | 213 | | | | (106 | ) | | | 1 | | | | 1 | | | 109 | | | 31 | | | | 140 |
Provision for income taxes | | | 38 | | | | (19 | ) | | | — | | | | — | | | 19 | | | 21 | | | | 40 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings from continuing operations | | | 175 | | | | (87 | ) | | | 1 | | | | 1 | | | 90 | | | 10 | | | | 100 |
Earnings from discontinued operations, net of tax expense | | | — | | | | 87 | | | | — | | | | — | | | 87 | | | — | | | | 87 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Net earnings | | $ | 175 | | | $ | — | | | $ | 1 | | | $ | 1 | | $ | 177 | | $ | 10 | | | $ | 187 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Weighted average pro forma number of diluted Common Shares outstanding3: | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | 226.0 | | | 226.0 | | | | 226.0 |
Diluted Earnings from continuing operations per Common Share4: | | $ | 0.77 | | | $ | (0.38 | ) | | $ | — | | | $ | — | | $ | 0.40 | | $ | 0.04 | | | $ | 0.44 |
| | | | | | | | | | | | | | | | | | | | | | | | | |
1 | CareFusion unaudited pro forma financial results have been derived from the historical consolidated financial statements of Cardinal Health, Inc. and reflect CareFusion’s results as if the spinoff and certain related transactions had occurred as of the beginning of the fiscal year. See page 1 of this exhibit for further explanation of the pro forma presentation. |
2 | Adjusted pro forma financial information reflects pro forma results adjusted on a non-GAAP basis to exclude one-time items related to restructuring charges and acquisition integration charges (including one-time spinoff related costs), and acquired in-process research and development charges. |
3 | Reflects a distribution ratio of 0.5 shares of CareFusion common stock for every 1 common share of Cardinal Health outstanding on the record date, plus potential shares of common stock under equity plans in which our employees participate, based on the distribution ratio. |
4 | Earnings per share calculations are performed separately for each adjustment presented. Therefore, the sum of the per share adjustments from the table above may not equal the pro forma or adjusted pro forma per share totals presented. |
CAREFUSION CORPORATION
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION (UNAUDITED)
FISCAL YEAR 2008
| | | | | | | | | | | | | | | | | | | | | | | | | | |
(in millions, except per Common Share amounts) | | Historical | | | Discontinued Operations | | | Financing Adjustments | | | Separation Adjustments | | | Pro Forma1 | | One-Time Items | | | Adjusted Pro Forma2 |
FISCAL YEAR 2008 | | | | | | | | | | | | | | | | | | | | | | | | | | |
Revenue | | $ | 4,518 | | | $ | (834 | ) | | $ | — | | | $ | 87 | | | $ | 3,771 | | $ | — | | | $ | 3,771 |
Cost of products sold | | | 2,472 | | | | (564 | ) | | | — | | | | 74 | | | | 1,982 | | | — | | | | 1,982 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross margin | | | 2,046 | | | | (270 | ) | | | — | | | | 13 | | | | 1,789 | | | — | | | | 1,789 |
Selling, general and administrative expenses | | | 1,104 | | | | (75 | ) | | | — | | | | 13 | | | | 1,042 | | | — | | | | 1,042 |
Research and development expenses | | | 162 | | | | (5 | ) | | | — | | | | — | | | | 157 | | | — | | | | 157 |
Restructuring charges and acquisition integration charges | | | 37 | | | | (2 | ) | | | — | | | | — | | | | 35 | | | (35 | ) | | | — |
Acquired in-process research and development | | | 18 | | | | — | | | | — | | | | — | | | | 18 | | | (18 | ) | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Operating earnings | | | 725 | | | | (188 | ) | | | — | | | | — | | | | 537 | | | 53 | | | | 590 |
Interest expense and other | | | 67 | | | | 20 | | | | (7 | ) | | | — | | | | 80 | | | — | | | | 80 |
Royalty (income) and other, net received from parent | | | (189 | ) | | | 189 | | | | — | | | | — | | | | — | | | — | | | | — |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings before income taxes and discontinued operations | | | 847 | | | | (397 | ) | | | 7 | | | | — | | | | 457 | | | 53 | | | | 510 |
Provision for income taxes | | | 184 | | | | (71 | ) | | | 2 | | | | (1 | ) | | | 114 | | | 28 | | | | 142 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Earnings from continuing operations | | | 663 | | | | (326 | ) | | | 5 | | | | 1 | | | | 343 | | | 25 | | | | 368 |
Earnings from discontinued operations, net of tax expense | | | — | | | | 326 | | | | — | | | | — | | | | 326 | | | — | | | | 326 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Net earnings | | $ | 663 | | | $ | — | | | $ | 5 | | | $ | 1 | | | $ | 669 | | $ | 25 | | | $ | 694 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Weighted average pro forma number of diluted common shares outstanding3: | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | | 226.0 | | | 226.0 | | | | 226.0 |
Diluted Earnings from continuing operations per common share4: | | $ | 2.93 | | | $ | (1.44 | ) | | $ | 0.02 | | | $ | — | | | $ | 1.52 | | $ | 0.11 | | | $ | 1.63 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | CareFusion unaudited pro forma financial results have been derived from the historical consolidated financial statements of Cardinal Health, Inc. and reflect CareFusion’s results as if the spinoff and certain related transactions had occurred as of the beginning of the fiscal year. See page 1 of this exhibit for further explanation of the pro forma presentation. |
2 | Adjusted pro forma financial information reflects pro forma results adjusted on a non-GAAP basis to exclude one-time items related to restructuring charges and acquisition integration charges (including one-time spinoff related costs), and acquired in-process research and development charges. |
3 | Reflects a distribution ratio of 0.5 shares of CareFusion common stock for every 1 common share of Cardinal Health outstanding on the record date, plus potential shares of common stock under equity plans in which our employees participate, based on the distribution ratio. |
4 | Earnings per share calculations are performed separately for each adjustment presented. Therefore, the sum of the per share adjustments from the table above may not equal the pro forma or adjusted pro forma per share totals presented. |