Exhibit 99.1
![](https://capedge.com/proxy/8-K/0001104659-13-056833/g170081mmi001.jpg)
Investor Relations Contacts: | | Media Contacts: |
Antonella Franzen | | Ira Gottlieb |
+1-609-720-4665 | | +1-609-610-1999 |
afranzen@tyco.com | | igottlieb@tycoint.com |
| | |
Joe Longo | | Brett Ludwig |
+1-609-720-4545 | | +1-609-216-3255 |
jlongo@tyco.com | | bludwig@tyco.com |
FOR IMMEDIATE RELEASE:
TYCO REPORTS THIRD QUARTER 2013 EARNINGS
FROM CONTINUING OPERATIONS BEFORE SPECIAL ITEMS OF $0.50 PER SHARE
AND GAAP EARNINGS OF $0.28 PER SHARE
· Company reports third quarter revenue of $2.7 billion, with 1% revenue growth and 1% organic growth
· Segment operating margin before special items improves 40 basis points year-over-year on a normalized basis* to a record-high 14.0%
· Revenue and operating margins improve sequentially across all business segments
· Company announces acquisition of Exacq Technologies, closes acquisition of National Fire Solutions Group, and completes divestiture of the North America guarding business
· Company repurchases 3.1 million shares for $100 million
(Income and EPS amounts are attributable to Tyco common shareholders)
($ millions, except per-share amounts)
| | Q3 2013 | | Q3 2012 | | % Change | |
Revenue | | $ | 2,678 | | $ | 2,655 | | 1 | % |
Segment Operating Income | | $ | 306 | | $ | 310 | | (1 | )% |
Operating Income | | $ | 189 | | $ | 118 | | 60 | % |
Income from Continuing Operations | | $ | 132 | | $ | 65 | | 103 | % |
Diluted EPS from Continuing Operations | | $ | 0.28 | | $ | 0.14 | | 100 | % |
Special Items | | $ | (0.22 | ) | $ | (0.33 | ) | | |
Segment Operating Income Before Special Items | | $ | 375 | | $ | 369 | | 2 | % |
Income from Continuing Ops Before Special Items | | $ | 233 | | $ | 223 | | 4 | % |
Diluted EPS from Continuing Ops Before Special Items | | $ | 0.50 | | $ | 0.47 | | 6 | % |
NEUHAUSEN, Switzerland — July 26, 2013 — Tyco (NYSE: TYC) today reported $0.28 in GAAP diluted earnings per share (EPS) from continuing operations for the fiscal third quarter of 2013 and diluted EPS from continuing operations before special items of $0.50. Revenue in the quarter increased 1% versus the prior year to $2.7 billion. Organic revenue grew 1% in the quarter with 5% growth in products, 3% growth in service and a 4% decline in installation revenue.
*Normalized third quarter 2012 results reflect pro forma adjustments to corporate and interest expense to reflect the impact of the separation, and include dis-synergy costs associated with the separation of the Company’s North American security operations from ADT. See Non-GAAP reconciliations.
“Our results mark another strong quarter of operational performance, reflecting the continued strength of our recurring and service revenue base as well as sustained momentum in our Global Products business,” said Tyco Chief Executive Officer George Oliver. “We continue to execute our strategy of leading in technology to better serve our customers, increasing service revenue, and driving productivity, all of which contributed to our earnings growth this quarter.”
“Additionally, we announced the acquisition of Exacq Technologies, a developer of video management systems, to expand our security product offerings and strengthen our position in the market. We also continued to return capital to shareholders during the quarter, by repurchasing $100 million of shares.”
Organic revenue, free cash flow and adjusted free cash flow, operating income, segment operating income, and diluted and normalized EPS from continuing operations before special items are non-GAAP financial measures and are described below. For a reconciliation of these non-GAAP measures, see the attached tables. Additional schedules as well as third quarter review slides can be found at www.tyco.com on the Investor Relations portion of Tyco’s website.
SEGMENT RESULTS
The financial results presented in the tables below are in accordance with GAAP unless otherwise indicated. Effective in the fiscal second quarter of 2013, the company began reporting certain legacy environmental matters as special items. Operating income before special items in prior periods has been adjusted to reflect this change. All dollar amounts are pre-tax and stated in millions. All comparisons are to the fiscal third quarter of 2012 unless otherwise indicated.
North America Systems Installation & Services
| | Q3 2013 | | Q3 2012 | | % Change | |
Revenue | | $ | 966 | | $ | 1,005 | | (4 | )% |
Operating Income | | $ | 88 | | $ | 94 | | (6 | )% |
Operating Margin | | 9.1 | % | 9.4 | % | | |
Special Items | | $ | (29 | ) | $ | (29 | ) | | |
Operating Income Before Special Items | | $ | 117 | | $ | 123 | | (5 | )% |
Operating Margin Before Special Items | | 12.1 | % | 12.2 | % | | |
Revenue of $966 million included service growth of 2% and an installation decline of 8%, primarily due to continued project selectivity in the commercial security business. In total, organic revenue declined 3% year-over-year. Backlog of $2.5 billion increased 1% on a quarter sequential basis, excluding the impact of foreign currency.
Operating income for the quarter was $88 million and the operating margin was 9.1%. Special items of $29 million consisted primarily of separation and restructuring charges. Operating income before special items was $117 million, and operating margin before special items was 12.1%, which was relatively consistent with the prior year. Normalizing for the dis-synergy costs associated with the separation of our North America commercial security business from ADT, the operating margin improved 80 basis points year-over-year due to a higher mix of service revenue, improved execution in installation and productivity benefits.
Rest of World Systems Installation & Services
| | Q3 2013 | | Q3 2012 | | % Change | |
Revenue | | $ | 1,112 | | $ | 1,087 | | 2 | % |
Operating Income | | $ | 104 | | $ | 118 | | (12 | )% |
Operating Margin | | 9.4 | % | 10.9 | % | | |
Special Items | | $ | (35 | ) | $ | (15 | ) | | |
Operating Income Before Special Items | | $ | 139 | | $ | 133 | | 5 | % |
Operating Margin Before Special Items | | 12.5 | % | 12.2 | % | | |
Revenue of $1.1 billion increased 2% in the quarter. Service revenue increased 4% and installation revenue declined 1% for total organic growth of 2%. Acquisitions contributed 2 percentage points to revenue growth, which was mostly offset by the negative impact of foreign currency. Record backlog of $2.6 billion increased 3% on a quarter sequential basis, excluding the impact of foreign currency.
Operating income for the quarter was $104 million and the operating margin was 9.4%. Special items of $35 million consisted primarily of restructuring charges. Operating income before special items was $139 million, and the operating margin improved 30 basis points to 12.5%. The year-over-year improvement in margin was driven by a higher mix of service revenue and productivity benefits.
Global Products
| | Q3 2013 | | Q3 2012 | | % Change | |
Revenue | | $ | 600 | | $ | 563 | | 7 | % |
Operating Income | | $ | 114 | | $ | 98 | | 16 | % |
Operating Margin | | 19.0 | % | 17.4 | % | | |
Special Items | | $ | (5 | ) | $ | (15 | ) | | |
Operating Income Before Special Items | | $ | 119 | | $ | 113 | | 5 | % |
Operating Margin Before Special Items | | 19.8 | % | 20.1 | % | | |
Revenue of $600 million increased 7% in the quarter, with organic revenue growth of 5%. Revenue increased across all three product platforms.
Operating income for the quarter was $114 million and the operating margin was 19.0%. Special items in the quarter of $5 million consisted of restructuring charges. Operating income before special items was $119 million and the operating margin was 19.8%. The year-over-year decline in operating margin was attributable to a higher mix of high-hazard, high-performance products for the Mining and Oil & Gas end markets in the prior year.
OTHER ITEMS
· Cash from operating activities was $265 million and free cash flow was $167 million, which included a cash outflow of $106 million related to special items. Adjusted free cash flow for the quarter was $273 million. The Company completed the quarter with $455 million in cash and cash equivalents.
· Corporate expense before special items was $62 million for the quarter, and $117 million on a GAAP basis.
· The tax rate before special items was 18.4% for the quarter.
· Company repurchased 3.1 million shares for $100 million under the existing $750 million share repurchase authority, of which $500 million remains.
· During the quarter, the Company signed a definitive agreement to purchase Exacq Technologies, a developer of open architecture Video Management Systems (VMS) for security and surveillance applications. The business is expected to generate revenues in fiscal 2014 of approximately $75 million. The acquisition, which is expected to close within the next few days, is subject to customary closing conditions.
· In addition, the Company closed the previously-announced acquisition of National Fire Solutions Group (NFS), a leading national provider of fire protection services in Australia. This acquisition is expected to contribute approximately $65 million in revenue in fiscal 2014.
· During the quarter, the Company completed the sale of its North America guarding business, which generated revenue of $75 million in fiscal 2012.
ABOUT TYCO
Tyco (NYSE: TYC) is the world’s largest pure-play fire protection and security company. Tyco provides more than three million customers around the globe with the latest fire protection and security products and services. A company with $10+ billion in annual revenue, Tyco has over 70,000 employees in more than 1,000 locations across 50 countries serving various end markets, including commercial, institutional, governmental, retail, industrial, energy, residential and small business. For more information, visit the new www.tyco.com.
CONFERENCE CALL AND WEBCAST
Management will discuss the company’s third quarter results for 2013 during a conference call and webcast today beginning at 8:00 a.m. ET. Today’s conference call for investors can be accessed in the following ways:
· At Tyco’s website: http://investors.tyco.com.
· By telephone: For both “listen-only” participants and those participants who wish to take part in the question-and-answer portion of the call, the telephone dial-in number in the United States is (800) 857-9797. The telephone dial-in number for participants outside the United States is (517) 308-9262, passcode “Tyco”.
· An audio replay of the conference call will be available at 10:00 a.m. (ET) on July 26, 2013 and ending at 11:59 p.m. (ET) on August 2, 2013. The replay dial-in number for participants in the United States is (800) 570-8795. For participants outside the United States, the replay dial-in number is (402) 220-2264, passcode 1537.
· A webcast replay of the conference call will be available on the “Presentations & Webcasts” section of Tyco’s website: http://investors.tyco.com.
NON-GAAP MEASURES
Organic revenue, free cash flow (outflow) (FCF), and income from continuing operations, earnings per share (EPS) from continuing operations, operating income and segment operating income, and normalized EPS, in each case “before special items,” are non-GAAP measures and should not be considered replacements for GAAP results.
Organic revenue is a useful measure used by the company to measure the underlying results and trends in the business. The difference between reported net revenue (the most comparable GAAP measure) and organic revenue (the non-GAAP measure) consists of the impact from foreign currency, acquisitions and divestitures, and other changes that either do not reflect the underlying results and trends of the company’s businesses or are not completely under management’s control. There are limitations associated with organic revenue, such as the fact that, as presented herein, the metric may not be comparable to similarly titled measures reported by other companies. These limitations are best addressed by using organic revenue in combination with GAAP numbers. Organic revenue may be used as a component in the company’s incentive compensation plans.
FCF is a useful measure of the company’s cash that permits management and investors to gain insight into the number that management employs to measure cash that is free from any significant existing obligation and is available to service debt and make investments. The difference between Cash Flows from Operating Activities (the most comparable GAAP measure) and FCF (the non-GAAP measure) consists mainly of significant cash flows that the company believes are useful to identify. It, or a measure that is based on it, may be used as a component in the company’s incentive compensation plans. The difference reflects the impact from:
· net capital expenditures,
· dealer generated accounts and bulk accounts purchased,
· cash paid for purchase accounting and holdback liabilities, and
· voluntary pension contributions.
Capital expenditures and dealer generated and bulk accounts purchased are subtracted because they represent long-term investments that are required for normal business activities. Cash paid for purchase accounting and holdback liabilities is subtracted because these cash outflows are not available for general corporate uses. Voluntary pension contributions are added because this activity is driven by economic financing decisions rather than operating activity. In addition, from time to time the company may present adjusted free cash flow, which is free cash flow, adjusted to exclude the cash impact of the special items highlighted below. This number provides information to investors regarding the cash impact of certain items management believes are useful to identify, as described below.
The limitation associated with using these cash flow metrics is that they adjust for cash items that are ultimately within management’s and the Board of Directors’ discretion to direct and therefore may imply that there is less or more cash that is available for the company’s programs than the most comparable GAAP measure. Furthermore, these non-GAAP metrics may not be comparable to similarly titled measures reported by other companies. These limitations are best addressed by using FCF in combination with the GAAP cash flow numbers.
The company has presented its income and EPS from continuing operations, operating income and segment operating income before special items. Special items include charges and gains related to divestitures, acquisitions, restructurings and similar actions, impairments, certain changes to accounting methodologies, legacy legal, environmental and tax charges and other income or charges that may mask the underlying operating results and/or business trends of the company or business segment, as applicable. The company utilizes these measures to assess overall operating performance and segment level core operating performance, as well as to provide insight to management in evaluating overall and segment operating plan execution and underlying market conditions. The Company also presents its effective tax rate as adjusted for special items for consistency, and presents corporate expense excluding special items. One or more of these measures may be used as components in the company’s incentive compensation plans. These measures are useful for investors because they may permit more meaningful comparisons of the company’s underlying operating results and business trends between periods. The difference between income and EPS from continuing operations before special items and income and EPS from continuing operations (the most comparable GAAP measures) consists of the impact of the special items noted above on the applicable GAAP measure. The limitation of these measures is that they exclude the impact (which may be material) of items that increase or decrease the company’s reported GAAP metrics, and these non-GAAP metrics may not be comparable to similarly titled measures reported by other companies. These limitations are best addressed by using the non-GAAP measures in combination with the most comparable GAAP measures in order to better understand the amounts, character and impact of any increase or decrease on reported results.
The company provides general corporate services to its segments and those costs are reported in the “Corporate and Other” segment. This segment’s operating income (loss) is presented as “Corporate Expense.” Segment Operating Income represents Tyco’s operating income excluding the Corporate and Other segment, and reflects the results of Tyco’s three operating segments. Segment Operating Income before special items reflects GAAP operating income adjusted for the special items noted in the paragraph above.
In order to provide more meaningful comparison of fiscal 2013 results to fiscal 2012 results, normalized EPS before special items is presented. Normalized EPS adjusts fiscal 2012 GAAP results by replacing the GAAP interest and corporate expenses reported for fiscal 2012 (on a pre-separation basis) with the interest and corporate expenses estimated to be incurred in fiscal 2013 (on a post-separation basis), and adding estimated
dis-synergy costs related to the separation of the Company’s North American security business to fiscal 2012 results. Normalized EPS before special items further adjusts normalized EPS for the special items above.
FORWARD-LOOKING STATEMENTS
This press release contains a number of forward-looking statements. Words, and variations of words, such as “expect”, “intend”, “will”, “anticipate”, “believe”, “propose”, “potential”, “continue”, “opportunity”, “estimate”, “project” and similar expressions are intended to identify forward-looking statements. Examples of forward-looking statements include, but are not limited to, revenue, operating income and other financial projections, statements regarding the health and growth prospects of the industries and end markets in which Tyco operates, the leadership, resources, potential, priorities, and opportunities for Tyco in the future, statements regarding Tyco’s credit profile, capital allocation priorities and other capital market related activities, and statements regarding Tyco’s acquisition, divestiture, restructuring and other productivity initiatives. The forward-looking statements in this press release are based on current expectations and assumptions that are subject to risks and uncertainties, many of which are outside of our control, and could cause results to materially differ from expectations. Such risks and uncertainties include, but are not limited to: economic, business, competitive, technological or regulatory factors that adversely impact Tyco or the markets and industries in which it competes; unanticipated expenses such as environmental, litigation or legal settlement expenses; tax law changes; and industry specific events or conditions that may adversely impact revenue or other financial projections. Actual results could differ materially from anticipated results. Tyco is under no obligation (and expressly disclaims any obligation) to update its forward-looking statements. More detailed information about these and other factors is set forth in Tyco’s Annual Report on Form 10-K for the fiscal year ended Sept. 28, 2012 and in subsequent filings with the Securities and Exchange Commission.
###
TYCO INTERNATIONAL LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in millions, except per share data)
(Unaudited)
| | Quarters Ended | | Nine Months Ended | |
| | June 28, | | June 29, | | June 28, | | June 29, | |
| | 2013 | | 2012 | | 2013 | | 2012 | |
Revenue from product sales | | $ | 1,508 | | $ | 1,512 | | $ | 4,388 | | $ | 4,288 | |
Service revenue | | 1,170 | | 1,143 | | 3,498 | | 3,387 | |
Net revenue | | 2,678 | | 2,655 | | 7,886 | | 7,675 | |
Cost of product sales | | 1,023 | | 1,024 | | 3,024 | | 2,926 | |
Cost of services | | 672 | | 661 | | 2,012 | | 1,972 | |
Selling, general and administrative expenses | | 737 | | 829 | | 2,209 | | 2,166 | |
Separation costs | | 4 | | 6 | | 9 | | 10 | |
Restructuring and asset impairment charges, net | | 53 | | 17 | | 85 | | 69 | |
Operating income | | 189 | | 118 | | 547 | | 532 | |
Interest income | | 6 | | 5 | | 14 | | 14 | |
Interest expense | | (26 | ) | (59 | ) | (75 | ) | (176 | ) |
Other (expense) income, net | | (1 | ) | 1 | | (30 | ) | (1 | ) |
Income from continuing operations before income taxes | | 168 | | 65 | | 456 | | 369 | |
Income tax (expense) benefit | | (30 | ) | 6 | | (73 | ) | (54 | ) |
Equity loss in earnings of unconsolidated subsidiaries | | (6 | ) | (7 | ) | (18 | ) | (19 | ) |
Income from continuing operations | | 132 | | 64 | | 365 | | 296 | |
Income from discontinued operations, net of income taxes | | 3 | | 181 | | 5 | | 594 | |
Net income | | 135 | | 245 | | 370 | | 890 | |
Less: noncontrolling interest in subsidiaries net income | | — | | (1 | ) | — | | (1 | ) |
Net income attributable to Tyco common shareholders | | $ | 135 | | $ | 246 | | $ | 370 | | $ | 891 | |
| | | | | | | | | |
Amounts attributable to Tyco common shareholders: | | | | | | | | | |
Income from continuing operations | | $ | 132 | | $ | 65 | | $ | 365 | | $ | 297 | |
Income from discontinued operations | | 3 | | 181 | | 5 | | 594 | |
Net income attributable to Tyco common shareholders | | $ | 135 | | $ | 246 | | $ | 370 | | $ | 891 | |
| | | | | | | | | |
Basic earnings per share attributable to Tyco common shareholders: | | | | | | | | | |
Income from continuing operations | | $ | 0.29 | | $ | 0.14 | | $ | 0.79 | | $ | 0.64 | |
Income from discontinued operations | | — | | 0.39 | | 0.01 | | 1.29 | |
Net income attributable to Tyco common shareholders | | $ | 0.29 | | $ | 0.53 | | $ | 0.80 | | $ | 1.93 | |
Diluted earnings per share attributable to Tyco common shareholders: | | | | | | | | | |
Income from continuing operations | | $ | 0.28 | | $ | 0.14 | | $ | 0.77 | | $ | 0.63 | |
Income from discontinued operations | | — | | 0.38 | | 0.01 | | 1.27 | |
Net income attributable to Tyco common shareholders | | $ | 0.28 | | $ | 0.52 | | $ | 0.78 | | $ | 1.90 | |
| | | | | | | | | |
Weighted-average number of shares outstanding: | | | | | | | | | |
Basic | | 463 | | 463 | | 465 | | 463 | |
Diluted | | 471 | | 470 | | 473 | | 469 | |
Note: These financial statements should be read in conjunction with the Consolidated Financial Statements and accompanying notes contained in the Company’s Annual Report on Form 10-K for the fiscal year ended September 28, 2012 and Quarterly Report on Form 10-Q for the quarter ended March 29, 2013.
TYCO INTERNATIONAL LTD.
RESULTS OF SEGMENTS
(in millions)
(Unaudited)
| | Quarters Ended | | | | Nine Months Ended | | | |
| | June 28, | | | | June 29, | | | | June 28, | | | | June 29, | | | |
| | 2013 | | | | 2012 | | | | 2013 | | | | 2012 | | | |
Net Revenue | | | | | | | | | | | | | | | | | |
NA Installation & Services | | $ | 966 | | | | $ | 1,005 | | | | $ | 2,895 | | | | $ | 2,920 | | | |
ROW Installation & Services | | 1,112 | | | | 1,087 | | | | 3,279 | | | | 3,213 | | | |
Global Products | | 600 | | | | 563 | | | | 1,712 | | | | 1,542 | | | |
Total Net Revenue | | $ | 2,678 | | | | $ | 2,655 | | | | $ | 7,886 | | | | $ | 7,675 | | | |
| | | | | | | | | | | | | | | | | |
Operating Income and Margin | | | | | | | | | | | | | | | | | |
NA Installation & Services | | $ | 88 | | 9.1 | % | $ | 94 | | 9.4 | % | $ | 275 | | 9.5 | % | $ | 265 | | 9.1 | % |
ROW Installation & Services | | 104 | | 9.4 | % | 118 | | 10.9 | % | 323 | | 9.9 | % | 333 | | 10.4 | % |
Global Products | | 114 | | 19.0 | % | 98 | | 17.4 | % | 188 | | 11.0 | % | 265 | | 17.2 | % |
Corporate and Other | | (117 | ) | N/M | | (192 | ) | N/M | | (239 | ) | N/M | | (331 | ) | N/M | |
Operating Income and Margin | | $ | 189 | | 7.1 | % | $ | 118 | | 4.4 | % | $ | 547 | | 6.9 | % | $ | 532 | | 6.9 | % |
TYCO INTERNATIONAL LTD.
CONSOLIDATED BALANCE SHEETS
(in millions)
(Unaudited)
| | June 28, | | September 28, | |
| | 2013 | | 2012 | |
Assets | | | | | |
Cash and cash equivalents | | $ | 455 | | $ | 844 | |
Accounts receivable, net | | 1,678 | | 1,696 | |
Inventories | | 685 | | 634 | |
Prepaid expenses and other current assets | | 854 | | 884 | |
Deferred income taxes | | 295 | | 295 | |
Total current assets | | 3,967 | | 4,353 | |
| | | | | |
Property, plant and equipment, net | | 1,640 | | 1,670 | |
Goodwill | | 4,322 | | 4,367 | |
Intangible assets, net | | 716 | | 771 | |
Other assets | | 1,225 | | 1,204 | |
Total Assets | | $ | 11,870 | | $ | 12,365 | |
| | | | | |
Liabilities and Equity | | | | | |
Loans payable and current maturities of long-term debt | | $ | 19 | | $ | 10 | |
Accounts payable | | 831 | | 897 | |
Accrued and other current liabilities | | 1,873 | | 1,788 | |
Deferred revenue | | 417 | | 402 | |
Total current liabilities | | 3,140 | | 3,097 | |
| | | | | |
Long-term debt | | 1,462 | | 1,481 | |
Deferred revenue | | 396 | | 424 | |
Other liabilities | | 2,138 | | 2,341 | |
Total Liabilities | | 7,136 | | 7,343 | |
| | | | | |
Redeemable noncontrolling interest | | 12 | | 12 | |
| | | | | |
Total Tyco shareholders’ equity | | 4,707 | | 4,994 | |
Nonredeemable noncontrolling interest | | 15 | | 16 | |
Total Equity | | 4,722 | | 5,010 | |
Total Liabilities, Redeemable Noncontrolling Interest and Equity | | $ | 11,870 | | $ | 12,365 | |
Note: These financial statements should be read in conjunction with the Consolidated Financial Statements and accompanying notes contained in the Company’s Annual Report on Form 10-K for the fiscal year ended September 28, 2012 and Quarterly Report on Form 10-Q for the quarter ended March 29, 2013.
TYCO INTERNATIONAL LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions)
(Unaudited)
| | For the Quarters Ended | | For the Nine Months Ended | |
| | June 28, | | June 29, | | June 28, | | June 29, | |
| | 2013 | | 2012 | | 2013 | | 2012 | |
Cash Flows From Operating Activities: | | | | | | | | | |
Net income attributable to Tyco common shareholders | | $ | 135 | | $ | 246 | | $ | 370 | | $ | 891 | |
Noncontrolling interest in subsidiaries net income | | — | | (1 | ) | — | | (1 | ) |
Income from discontinued operations, net of income taxes | | (3 | ) | (181 | ) | (5 | ) | (594 | ) |
Income from continuing operations | | 132 | | 64 | | 365 | | 296 | |
Adjustments to reconcile net cash provided by operating activities: | | | | | | | | | |
Depreciation and amortization | | 106 | | 107 | | 318 | | 313 | |
Non-cash compensation expense | | 16 | | 23 | | 47 | | 65 | |
Deferred income taxes | | (7 | ) | (47 | ) | (52 | ) | (60 | ) |
Provision for losses on accounts receivable and inventory | | 16 | | 14 | | 54 | | 38 | |
Loss on divestitures | | 4 | | 9 | | 10 | | 12 | |
Other non-cash items | | 53 | | 22 | | 104 | | 85 | |
Changes in assets and liabilities, net of the effects of acquisitions and divestitures: | | | | | | | | | |
Accounts receivable, net | | (47 | ) | (78 | ) | (44 | ) | (66 | ) |
Contracts in progress | | — | | (38 | ) | (13 | ) | (54 | ) |
Inventories | | (41 | ) | (16 | ) | (74 | ) | (74 | ) |
Prepaid expenses and other current assets | | 38 | | (114 | ) | 69 | | (137 | ) |
Accounts payable | | 50 | | 51 | | (56 | ) | 23 | |
Accrued and other liabilities | | (28 | ) | 181 | | (220 | ) | (49 | ) |
Deferred revenue | | (6 | ) | (1 | ) | 1 | | 23 | |
Other | | (21 | ) | 93 | | (37 | ) | 61 | |
Net cash provided by operating activities | | 265 | | 270 | | 472 | | 476 | |
Net cash provided by discontinued operating activities | | 3 | | 506 | | 5 | | 1,354 | |
Cash Flows From Investing Activities: | | | | | | | | | |
Capital expenditures | | (92 | ) | (111 | ) | (284 | ) | (296 | ) |
Proceeds from disposal of assets | | — | | 2 | | 4 | | 4 | |
Acquisition of businesses, net of cash acquired | | (37 | ) | (12 | ) | (75 | ) | (217 | ) |
Acquisition of dealer generated customer accounts and bulk account purchases | | (5 | ) | (5 | ) | (17 | ) | (18 | ) |
Sales and maturities of investments | | 64 | | 32 | | 103 | | 115 | |
Purchases of investments | | (63 | ) | (27 | ) | (182 | ) | (70 | ) |
Other | | 12 | | (2 | ) | 6 | | 16 | |
Net cash used in investing activities | | (121 | ) | (123 | ) | (445 | ) | (466 | ) |
Net cash used in discontinued investing activities | | — | | (327 | ) | — | | (893 | ) |
Cash Flows From Financing Activities: | | | | | | | | | |
Proceeds from issuance of short-term debt | | 280 | | 344 | | 380 | | 1,224 | |
Repayment of debt | | (290 | ) | (345 | ) | (391 | ) | (1,225 | ) |
Proceeds from exercise of share options | | 31 | | 52 | | 125 | | 140 | |
Dividends paid | | (74 | ) | (115 | ) | (214 | ) | (346 | ) |
Repurchase of common shares by treasury | | (100 | ) | (200 | ) | (300 | ) | (500 | ) |
Transfer from discontinued operations | | 65 | | 228 | | 35 | | 422 | |
Other | | (18 | ) | (3 | ) | (35 | ) | (22 | ) |
Net cash used in financing activities | | (106 | ) | (39 | ) | (400 | ) | (307 | ) |
Net cash used in discontinued financing activities | | (65 | ) | (229 | ) | (35 | ) | (425 | ) |
Effect of currency translation on cash | | (13 | ) | (20 | ) | (16 | ) | (10 | ) |
Effect of currency translation on cash related to discontinued operations | | — | | (6 | ) | — | | (1 | ) |
Net (decrease) increase in cash and cash equivalents | | (37 | ) | 32 | | (419 | ) | (272 | ) |
Less: Net (decrease) increase in cash and cash equivalents related to discontinued operations | | (62 | ) | (56 | ) | (30 | ) | 35 | |
Cash and cash equivalents at beginning of period | | 430 | | 834 | | 844 | | 1,229 | |
Cash and cash equivalents at end of period | | 455 | | 922 | | 455 | | 922 | |
| | | | | | | | | |
Reconciliation to “Free Cash Flow”: | | | | | | | | | |
Net cash provided by operating activities | | $ | 265 | | $ | 270 | | $ | 472 | | $ | 476 | |
Capital expenditures, net | | (92 | ) | (109 | ) | (280 | ) | (292 | ) |
Acquisition of dealer generated customer accounts and bulk account purchases | | (5 | ) | (5 | ) | (17 | ) | (18 | ) |
Purchase accounting and holdback liabilities | | (1 | ) | (1 | ) | (7 | ) | (2 | ) |
Free Cash Flow | | $ | 167 | | $ | 155 | | $ | 168 | | $ | 164 | |
| | | | | | | | | |
Reconciliation to “Adjusted Free Cash Flow”: | | | | | | | | | |
Free Cash Flow | | $ | 167 | | $ | 155 | | $ | 168 | | $ | 164 | |
Cash restructuring and repositioning costs | | 20 | | 20 | | 64 | | 65 | |
Cash payment / (receipt) from Covidien/TE Connectivity | | 16 | | (4 | ) | 11 | | 13 | |
Cash acquisition / integration Costs | | — | | — | | — | | 2 | |
Legal settlements | | 13 | | — | | 26 | | — | |
Separation costs, including capital expenditures and taxes | | 20 | | 5 | | 168 | | 5 | |
Net asbestos (recoveries) / payments | | 26 | | — | | (24 | ) | — | |
Environmental remediation payments | | 11 | | 1 | | 24 | | 3 | |
Adjusted Free Cash Flow | | $ | 273 | | $ | 177 | | $ | 437 | | $ | 252 | |
NOTE: Free cash flow is a non-GAAP measure. See description of non-GAAP measures contained in this release.
Tyco International Ltd.
Organic Growth Reconciliation - Revenue
(in millions)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Quarter Ended June 28, 2013 | | | | | |
| | Net Revenue for | | Base Year Adjustments | | Adjusted | | | | | | | | | | | | | | | | | | Net Revenue for | |
| | the Quarter Ended June 29, 2012 | | Divestitures / Other (3) | | 2012 Base Revenue | | Foreign Currency | | Acquisitions | | Other (2) | | Organic Revenue (1) | | the Quarter Ended June 28, 2013 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
NA Installation and Services | | $ | 1,005 | | $ | (11 | ) | -1.1 | % | $ | 994 | | $ | (2 | ) | -0.2 | % | $ | 1 | | 0.1 | % | $ | — | | 0.0 | % | $ | (27 | ) | -2.7 | % | $ | 966 | | -3.9 | % |
ROW Installation and Services | | 1,087 | | — | | 0.0 | % | 1,087 | | (13 | ) | -1.2 | % | 20 | | 1.8 | % | — | | 0.0 | % | 18 | | 1.7 | % | 1,112 | | 2.3 | % |
Global Products | | 563 | | 1 | | 0.2 | % | 564 | | (1 | ) | -0.2 | % | — | | 0.0 | % | 11 | | 2.0 | % | 26 | | 4.6 | % | 600 | | 6.6 | % |
Total Net Revenue | | $ | 2,655 | | $ | (10 | ) | -0.4 | % | $ | 2,645 | | $ | (16 | ) | -0.6 | % | $ | 21 | | 0.8 | % | $ | 11 | | 0.4 | % | $ | 17 | | 0.6 | % | $ | 2,678 | | 0.9 | % |
(1) Organic revenue growth percentage based on adjusted 2012 base revenue.
(2) Amount represents contractual revenue from ADT under the 2012 Separation and Distribution Agreement which is excluded from the organic revenue calculation.
(3) Amounts include the transfer of a business from NA Installation and Services to Global Products.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Nine Months Ended June 28, 2013 | | | | | |
| | Net Revenue for | | Base Year Adjustments | | Adjusted | | | | | | | | | | | | | | | | | | Net Revenue for | |
| | the Nine Months Ended June 29, 2012 | | Divestitures / Other (3) | | 2012 Base Revenue | | Foreign Currency | | Acquisitions | | Other (2) | | Organic Revenue (1) | | the Nine Months Ended June 28, 2013 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
NA Installation and Services | | $ | 2,920 | | $ | (11 | ) | -0.4 | % | $ | 2,909 | | $ | 2 | | 0.1 | % | $ | 5 | | 0.2 | % | $ | — | | 0.0 | % | $ | (21 | ) | -0.7 | % | $ | 2,895 | | -0.9 | % |
ROW Installation and Services | | 3,213 | | (10 | ) | -0.3 | % | 3,203 | | (20 | ) | -0.6 | % | 66 | | 2.1 | % | — | | 0.0 | % | 30 | | 0.9 | % | 3,279 | | 2.1 | % |
Global Products | | 1,542 | | 1 | | 0.1 | % | 1,543 | | 1 | | 0.1 | % | 54 | | 3.5 | % | 28 | | 1.8 | % | 86 | | 5.6 | % | 1,712 | | 11.0 | % |
Total Net Revenue | | $ | 7,675 | | $ | (20 | ) | -0.3 | % | $ | 7,655 | | $ | (17 | ) | -0.2 | % | $ | 125 | | 1.6 | % | $ | 28 | | 0.4 | % | $ | 95 | | 1.2 | % | $ | 7,886 | | 2.7 | % |
(1) Organic revenue growth percentage based on adjusted 2012 base revenue.
(2) Amount represents contractual revenue from ADT under the 2012 Separation and Distribution Agreement which is excluded from the organic revenue calculation.
(3) Amounts include the transfer of a business from NA Installation and Services to Global Products.
Earnings Per Share Summary
(Unaudited)
| | June 28, 2013 | | June 29, 2012 | | | |
| | | | | | | |
Diluted EPS from Continuing Operations Attributable to Tyco Shareholders (GAAP) | | $ | 0.28 | | $ | 0.14 | | | |
| | | | | | | |
expense / (benefit) | | | | | | | |
| | | | | | | |
Restructuring and repositioning activities | | 0.10 | | 0.03 | | | |
| | | | | | | |
Separation costs included in SG&A | | 0.04 | | — | | | |
| | | | | | | |
(Gains) / losses on divestitures, net | | — | | 0.02 | | | |
| | | | | | | |
Acquisition / integration costs | | — | | 0.01 | | | |
| | | | | | | |
Change in valuation methodology for asbestos | | 0.03 | | 0.14 | | | |
| | | | | | | |
Environmental remediation | | — | | 0.01 | | | |
| | | | | | | |
Legacy legal items | | 0.04 | | 0.04 | | | |
| | | | | | | |
Separation costs | | 0.01 | | 0.01 | | | |
| | | | | | | |
Tax items | | — | | 0.07 | | | |
| | | | | | | |
Total Before Special Items | | $ | 0.50 | | $ | 0.47 | | | |
| | | | | | | |
Anticipated dis-synergies in NA I&S segment | | | | (0.01 | ) | ![](https://capedge.com/proxy/8-K/0001104659-13-056833/g170081mm05i001.jpg)
| Represents forecast amounts for fiscal 2013 |
| | | | | |
Corporate expense from $64M to expected $56M | | | | 0.01 | |
| | | | | |
Net interest expense from $54M to expected $25M | | | | 0.05 | |
| | | | | |
Effective tax rate from 9.1% to expected 19.5% | | | | (0.05 | ) |
| | | | | | | |
Q3 FY12 “Normalized” EPS | | | | $ | 0.47 | | | |
Tyco International Ltd.
For the Quarter Ended June 28, 2013
(in millions, except per share data)
(Unaudited)
expense / (benefit)
Segments
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | NA | | | | ROW | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Installation | | | | Installation | | | | Global | | | | Segment | | | | Corporate | | | | Total | | | | | | | | | | | | | | | |
| | & Service | | | | & Service | | | | Products | | | | Revenue | | | | and Other | | | | Revenue | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Revenue (GAAP) | | $ | 966 | | | | $ | 1,112 | | | | $ | 600 | | | | $ | 2,678 | | | | — | | | | $ | 2,678 | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Income | | Diluted | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | from | | EPS from | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Continuing | | Continuing | |
| | Operating Income | | | | | | | | | | | | Equity in | | Operations | | Operations | |
| | NA | | | | ROW | | | | | | | | Segment | | | | | | | | Total | | | | Interest | | Other | | Income | | earnings of | | Attributable | | Attributable | |
| | Installation | | | | Installation | | | | Global | | | | Operating | | | | Corporate | | | | Operating | | | | (Expense), | | (Expense), | | Tax | | unconsolidated | | to Tyco | | to Tyco | |
| | & Service | | Margin | | & Service | | Margin | | Products | | Margin | | Income | | Margin | | and Other | | Margin | | Income | | Margin | | net | | net | | (Expense) | | subsidiaries | | Shareholders | | Shareholders | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Operating Income (GAAP) | | $ | 88 | | 9.1 | % | $ | 104 | | 9.4 | % | $ | 114 | | 19.0 | % | $ | 306 | | 11.4 | % | $ | (117 | ) | N/M | | $ | 189 | | 7.1 | % | $ | (20 | ) | $ | (1 | ) | $ | (30 | ) | $ | (6 | ) | $ | 132 | | $ | 0.28 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Restructuring and repositioning activities | | 16 | | | | 34 | | | | 5 | | | | 55 | | | | 3 | | | | 58 | | | | | | | | (11 | ) | | | 47 | | 0.10 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Separation costs included in SG&A | | 12 | | | | | | | | | | | | 12 | | | | 6 | | | | 18 | | | | | | | | (3 | ) | | | 15 | | 0.04 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(Gains) / losses on divestitures, net | | 1 | | | | | | | | | | | | 1 | | | | 3 | | | | 4 | | | | | | | | (2 | ) | | | 2 | | –– | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Acquisition / integration costs | | | | | | 1 | | | | | | | | 1 | | | | | | | | 1 | | | | | | | | | | | | 1 | | –– | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Asbestos | | | | | | | | | | | | | | | | | | 12 | | | | 12 | | | | | | | | (1 | ) | | | 11 | | 0.03 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Legacy legal items | | | | | | | | | | | | | | | | | | 27 | | | | 27 | | | | | | | | (9 | ) | | | 18 | | 0.04 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Separation costs | | | | | | | | | | | | | | | | | | 4 | | | | 4 | | | | | | | | | | | | 4 | | 0.01 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Tax items | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 2 | | | | 2 | | –– | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
2012 Tax Sharing Agreement | | | | | | | | | | | | | | | | | | | | | | | | | | | | 1 | | | | | | 1 | | –– | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total Before Special Items | | $ | 117 | | 12.1 | % | $ | 139 | | 12.5 | % | $ | 119 | | 19.8 | % | $ | 375 | | 14.0 | % | $ | (62 | ) | N/M | | $ | 313 | | 11.7 | % | $ | (20 | ) | –– | | $ | (54 | ) | $ | (6 | ) | $ | 233 | | $ | 0.50 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | Diluted Shares Outstanding | | 471 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | Diluted Shares Outstanding - Before Special Items | | 471 | |
Tyco International Ltd.
For the Quarter Ended June 29, 2012
(in millions, except per share data)
(Unaudited)
expense / (benefit)
Segments
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | NA Installation | | | | ROW Installation | | | | Global | | | | Segment | | | | Corporate | | | | Total | | | | | | | | | | | | | | | | | |
| | & Service | | | | & Service | | | | Products | | | | Revenue | | | | and Other | | | | Revenue | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Revenue (GAAP) | | $ | 1,005 | | | | $ | 1,087 | | | | $ | 563 | | | | $ | 2,655 | | | | | | | | $ | 2,655 | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Income | | Diluted | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Equity | | | | from | | EPS from | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | loss in | | | | Continuing | | Continuing | |
| | Operating Income | | | | | | | | | | earnings | | | | Operations | | Operations | |
| | NA | | | | ROW | | | | | | | | Segment | | | | | | | | Total | | | | Interest | | Other | | Income | | of | | Noncontrolling | | Attributable | | Attributable | |
| | Installation | | | | Installation | | | | Global | | | | Operating | | | | Corporate | | | | Operating | | | | (Expense), | | (Expense), | | Tax | | unconsolidated | | Interest | | to Tyco | | to Tyco | |
| | & Service | | Margin | | & Service | | Margin | | Products | | Margin | | Income | | Margin | | and Other | | Margin | | Income | | Margin | | net | | net | | (Expense) | | subsidiary | | (Expense) | | Shareholders | | Shareholders | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Operating Income (GAAP) | | $ | 94 | | 9.4 | % | $ | 118 | | 10.9 | % | $ | 98 | | 17.4 | % | $ | 310 | | 11.7 | % | $ | (192 | ) | N/M | | $ | 118 | | 4.4 | % | $ | (54 | ) | $ | 1 | | $ | 6 | | $ | (7 | ) | $ | 1 | | $ | 65 | | $ | 0.14 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Restructuring, net | | | | | | 12 | | | | 1 | | | | 13 | | | | 4 | | | | 17 | | | | | | | | (4 | ) | | | | | 13 | | 0.03 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Separation costs included in SG&A | | | | | | | | | | | | | | | | | | 1 | | | | 1 | | | | | | | | (1 | ) | | | | | — | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(Gains) / losses on divestitures, net | | | | | | | | | | | | | | | | | | 9 | | | | 9 | | | | | | | | | | | | | | 9 | | 0.02 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Acquisition / integration costs | | | | | | 3 | | | | 1 | | | | 4 | | | | | | | | 4 | | | | | | | | (1 | ) | | | | | 3 | | 0.01 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Change in valuation methodology for asbestos | | | | | | | | | | | | | | | | | | 108 | | | | 108 | | | | | | | | (41 | ) | | | | | 67 | | 0.14 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Environmental remediation | | | | | | | | | | 13 | | | | 13 | | | | | | | | 13 | | | | | | | | (5 | ) | | | | | 8 | | 0.01 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Legacy legal items | | 29 | | | | | | | | | | | | 29 | | | | | | | | 29 | | | | | | | | (12 | ) | | | | | 17 | | 0.04 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Tax items | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 35 | | | | | | 35 | | 0.07 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Separation costs | | | | | | | | | | | | | | | | | | 6 | | | | 6 | | | | | | | | | | | | | | 6 | | 0.01 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total Before Special Items | | $ | 123 | | 12.2 | % | $ | 133 | | 12.2 | % | $ | 113 | | 20.1 | % | $ | 369 | | 13.9 | % | $ | (64 | ) | N/M | | $ | 305 | | 11.5 | % | $ | (54 | ) | $ | 1 | | $ | (23 | ) | $ | (7 | ) | $ | 1 | | $ | 223 | | $ | 0.47 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Anticipated dis-synergies in NA I&S segment | | (9 | ) | | | | | | | | | | | (9 | ) | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Q3FY12 Normalized | | $ | 114 | | 11.3 | % | $ | 133 | | 12.2 | % | $ | 113 | | 20.1 | % | $ | 360 | | 13.6 | % | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | Diluted Shares Outstanding | | 470 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | Diluted Shares Outstanding - Before Special Items | | 470 | |
Note: This period has been recast to present environmental remediation charges as a special item.