Exhibit 99.1
TYCO INTERNATIONAL LTD.
SUMMARY OPENING BALANCE SHEET OF SENSORMATIC ELECTRONICS CORPORATION
ACQUIRED ON OCTOBER 12, 2001
Audited Conformed
Balance Balance Opening
Sheet Reclassification Sheet Balance
($ in millions) June 30, 2001 Entries June 30, 2001 Sheet
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Cash $ 269.4 $ - $ 269.4 $ 29.3 (1)
Receivables - current 214.2 - 214.2 310.3 (2)
Inventories 205.4 - 205.4 185.9 (3)
Deferred taxes - current 38.3 (38.3) - -
Other current assets 41.4 (41.4) - -
Receivables - non-current 43.2 (43.2) - -
Revenue equipment 52.1 (52.1) - -
Property, plant and equipment 161.7 52.1 213.8 178.4 (4)
Goodwill 410.5 - 410.5 1,699.4 (5)
Intangible assets - 58.2 58.2 55.4 (6)
Deferred taxes - non-current 154.1 (154.1) - -
Other assets 117.0 218.8 335.8 396.3 (7)
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Total Assets $ 1,707.3 $ - $ 1,707.3 $ 2,855.0
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Current portion of long-term debt and short-term debt $ 4.8 $ - $ 4.8 $ 0.5
Accounts Payable 72.9 - 72.9 73.7
Other current liabilities 216.4 - 216.4 280.4 (8)
Long-term debt 380.5 - 380.5 446.8 (9)
Other non-current liabilites 77.8 - 77.8 69.7(10)
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Total Liabilities 752.4 - 752.4 871.1
Total Equity 954.9 - 954.9 1,983.9(11)
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Total Liabilities and Equity $ 1,707.3 $ - $ 1,707.3 $ 2,855.0
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The audited balance sheet at June 30, 2001 was derived from Sensormatic's
annual report on Form 10-K. The reclassification entries relate to certain
adjustments to conform to Tyco's presentation of balance sheet data. The
change from Sensormatic's balance sheet as of June 30, 2001 to its opening
balance sheet as of October 12, 2001 ("acquisition balance sheet") is due
to the normal continuing operations of Sensormatic during this period, with
the exception of the following acquisition related items:
(1) The decrease in cash is principally due to the purchase of $185
million of receivables ($125 million current and $60 million
non-current) under previously existing receivable factoring
and securitization programs, which were terminated prior to the
acquisition. Also contributing to the decrease is the payment of
year-end bonuses, acquisition-related deal fees and other change
in control related payments.
(2) The increase is due to the repurchase of $95 million in
receivables related to the factoring program and $30 million to
purchase the current portion of receivables previously
securitized, both discussed above. Additionally, a $5 million
fair value adjustment was recorded.
(3) A fair value adjustment of $1 million was recorded.
(4) The decrease in property, plant and equipment is attributable to a
fair value adjustment of $11 million and the disposal of fixed
assets during the pre-acquisition period.
(5) The increase in goodwill represents the excess of the purchase
price over the fair value of Sensormatic's net assets acquired.
(6) A fair value adjustment of $3 million was recorded.
(7) The increase in other assets is primarily due to the purchase of
the non-current portion of receivables previously securitized of
$60 million, discussed above. Additionally, fair value adjustments
totaling $8 million were recorded.
(8) The increase in other current liabilities is principally related
to the estimated purchase accounting liabilities recorded for the
integration of facilities and employees of $29 million and an
accrual for the remaining Sensormatic shares to be exchanged for
Tyco shares of $74 million, slightly offset by the payment of
approximately $37 million for year-end bonuses. Additionally, a $1
million fair value adjustment was recorded.
(9) The increase in long-term debt is due to a fair value adjustment
of $34 million.
(10) Fair value adjustments totaling $2 million were recorded.
(11) In accordance with purchase accounting guidance, the balance in
equity on the opening balance sheet reflects the purchase price
and is comprised of the issuance of approximately 46 million
shares valued at $1,941.9 million, plus the fair value of options
assumed of $42.0 million. Other changes in equity from June 30,
2001 to October 12, 2001 include the following: $74 million for
additional shares to be exchanged; $65 million in acquisition
related charges; $65 million in fair value adjustments; $29
million for estimated purchase accounting liabilities; and
currency translation loss of $17 million.