DANAHER CORPORATION

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

AND SUPPLEMENTAL FORWARD-LOOKING INFORMATION

THREE AND NINE-MONTH PERIODS ENDED SEPTEMBER 29, 2023 AND SEPTEMBER 30, 2022

TABLE OF CONTENTS

Page

  1. Average and Adjusted Average Common Stock and Common Equivalent Diluted Shares Outstanding
  2. Operating Profit Margins and Year-Over-Year Core Operating Profit Margin Changes
  3. Cash Flow, Free Cash Flow, Operating Cash Flow to Net Earnings Ratio and Free Cash Flow to Net Earnings Conversion Ratio
  4. Statement Regarding Non-GAAP Measures

FORWARD-LOOKING STATEMENTS DISCLOSURE

Statements in this document that are not strictly historical, including any statements regarding events or developments that we believe or anticipate will or may occur in the future are "forward- looking" statements within the meaning of the federal securities laws. There are a number of important factors that could cause actual results, developments and business decisions to differ materially from those suggested or indicated by such forward-looking statements and you should not place undue reliance on any such forward-looking statements. These factors include, among other things, potential future, adverse impacts on our business, results of operations and financial condition related to the COVID-19 pandemic, the impact of our debt obligations on our operations and liquidity, deterioration of or instability in the economy, the markets we serve and the financial markets, uncertainties relating to national laws or policies, including laws or policies to protect or promote domestic interests and/or address foreign competition, contractions or growth rates and cyclicality of markets we serve, competition, our ability to develop and successfully market new products and technologies and expand into new markets, the potential for improper conduct by our employees, agents or business partners, our compliance with applicable laws and regulations (including rules relating to off-label marketing and other regulations relating to medical devices and the health care industry), the results of our clinical trials and perceptions thereof, our ability to effectively address cost reductions and other changes in the health care industry, our ability to successfully identify and consummate appropriate acquisitions (including the pending acquisition of Abcam plc) and strategic investments and successfully complete divestitures and other dispositions, our ability to integrate the businesses we acquire and achieve the anticipated growth, synergies and other benefits of such acquisitions, contingent liabilities and other risks relating to acquisitions, investments, strategic relationships and divestitures (including tax-related and other contingent liabilities relating to past and future IPOs, split-offs or spin-offs), security breaches or other disruptions of our information technology systems or violations of data privacy laws, the impact of our restructuring activities on our ability to grow, risks relating to potential impairment of goodwill and other intangible assets, currency exchange rates, tax audits and changes in our tax rate and income tax liabilities, changes in tax laws applicable to multinational companies, litigation and other contingent liabilities including intellectual property and environmental, health and safety matters, the rights of the United States government with respect to our production capacity in times of national emergency or with respect to intellectual property/production capacity developed using government funding, risks relating to product, service or software defects, product liability and recalls, risks relating to fluctuations in the cost and availability of the supplies we use (including commodities) and labor we need for our operations, our relationships with and the performance of our channel partners, uncertainties relating to collaboration arrangements with third-parties, the impact of deregulation on demand for our products and services, the impact of climate change, legal or regulatory measures to address climate change and our ability to address stakeholder expectations relating to climate change, labor matters and our ability to recruit, retain and motivate talented employees representing diverse backgrounds, experiences and skill sets, non-U.S. economic, political, legal, compliance, social and business factors (including the impact of military conflicts), disruptions relating to man-made and natural disasters, pension plan and healthcare costs, inflation and the impact of our By-law exclusive forum provisions. Additional information regarding the factors that may cause actual results to differ materially from these forward-looking statements is available in our SEC filings, including our 2022 Annual Report on Form 10-K and Quarterly Report on Form 10-Q for the third quarter of 2023. These forward-looking statements speak only as of the date of this document (October 23, 2023) and except to the extent required by applicable law, the Company does not assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events and developments or otherwise.

DANAHER CORPORATION

Sales (Decline) Growth by Segment, Core Sales (Decline) Growth by Segment and Base Business Core Sales (Decline) Growth by Segment

% Change Three-Month Period Ended September 29, 2023 vs. Comparable 2022 Period

Segments

Total sales (decline) growth (GAAP)

Impact of:

Acquisitions/divestitures

Currency exchange rates

Core sales (decline) growth (non-GAAP)

Impact of COVID-19 related testing, vaccines and therapeutics

Base business core sales (decline) growth (non-GAAP)

Total sales (decline) growth (GAAP)

Impact of:

Acquisitions/divestitures

Currency exchange rates

Core sales (decline) growth (non-GAAP)

Impact of COVID-19 related testing, vaccines and therapeutics

Base business core sales growth (decline) (non-GAAP)

Environmental &

Total Company

Biotechnology

Life Sciences

Diagnostics

Applied

Solutions

(10.5)%

(19.0)%

(1.0)%

(16.0)%

3.5 %

(0.5)%

(0.5)%

(1.0)%

- %

(0.5)%

(0.5)%

(1.5)%

(0.5)%

0.5 %

(2.0)%

(11.5)%

(21.0)%

(2.5)%

(15.5)%

1.0 %

8.5 %

+Mid-single

+Up slightly

+Low-twenties

- %

digit

(3.0)%

-Mid-teens

-Low-single

+Mid-single

1.0 %

digit

digit

  • Change Nine-Month Period Ended September 29, 2023 vs. Comparable 2022 Period Segments

Environmental &

Total Company

Biotechnology

Life Sciences

Diagnostics

Applied

Solutions

(8.0)%

(17.0)%

2.5 %

(13.0)%

3.5 %

(0.5)%

- %

(1.0)%

- %

(0.5)%

1.0 %

0.5 %

1.0 %

1.5 %

- %

(7.5)%

(16.5)%

2.5 %

(11.5)%

3.0 %

9.0 %

+High-single

+Low-single

+Low-twenties

- %

digit

digit

1.5 %

-High-single

+Mid-single+High-single

3.0 %

digit

digit

digit

Note: We expect overall demand for the Company's COVID-19 related products to continue moderating as the pandemic has evolved toward endemic status. We believe certain demand for the Company's products that support COVID-19 related vaccines and therapeutics (including initiatives that seek to prevent or mitigate similar, future pandemics) and COVID-19 testing will continue, though that demand will likely be uncertain and will vary from period to period. At the beginning of 2022, the Company believed that on a relative basis, the level of ongoing demand for products supporting COVID-19 testing would be subject to more fluctuations in demand than the level of demand for products supporting COVID-19 related vaccines and therapeutics, due in part to expected COVID-19 case levels, vaccination rates and use of therapies. However, as a result of lower vaccination rates and the spread of less severe variants of the virus, 2022 demand for the Company's products supporting COVID-19 related vaccines and therapeutics fluctuated and declined more than anticipated at the beginning of the year. Therefore, beginning with the first quarter of 2023, we have revised the definition of "base business core sales growth" on a basis that not only excludes revenues related to COVID-19 testing but also excludes revenues from products that support COVID-19 related vaccines and therapeutics. We believe this adjusted definition of "base business core sales growth" provides more useful information to investors by facilitating period-to-period comparisons of our financial performance and identifying underlying growth trends in the Company's business that otherwise may be obscured by fluctuations in demand for COVID-19 related products.

1

DANAHER CORPORATION

Forecasted Core Sales (Decline) Growth, Base Business Core Sales (Decline) Growth and Adjusted Operating Profit Margin

The Company provides forecasted sales only on a non-GAAP basis because of the difficulty in estimating the other components of GAAP revenue, such as currency translation, acquisitions and divested product lines. Additionally, we do not reconcile adjusted operating profit margin (or components thereof) to the comparable GAAP measures because of the difficulty in estimating the other components (in addition to items identified in the prior sentence) such as investment gains and losses, impairments and separation costs, which would be reflected in any forecasted GAAP operating profit. On September 30, 2023, the Company completed the separation of its former Environmental & Applied Solutions business by distributing to Danaher stockholders on a pro rata basis all of the issued and outstanding common stock of Veralto Corporation ("Veralto"). The reporting of Veralto as a discontinued operation will be reflected in the Company's future filings, but in no way revises or restates any Consolidated Statements of Earnings for any period previously filed with the U.S. Securities and Exchange Commission.

% Change Three-Month

% Change Year Ending

Period Ending December

31, 2023 vs. Comparable

December 31, 2023 vs.

2022 Period

Comparable 2022 Period

Core sales decline from continuing operations reflecting Veralto as a discontinued operation (non-GAAP)

-High-teens

-Low-double digit

Impact of COVID-19 related testing, vaccines and therapeutics

+Low-double digit

+Low-double digit

Base business core sales decline from continuing operations reflecting Veralto as a discontinued operation (non-

-Mid-single digit

-Down slightly

GAAP)

Three-Month Period

Ending December 31,

2023

Year Ending

December 31, 2023

Adjusted operating profit margin reflecting Veralto as a discontinued operation (non-GAAP)

~28.0%

~29.0%

2

DANAHER CORPORATION

Segment Sales, Operating Profit and Adjusted Operating Profit($ in millions)

Three-Month Period Ended

Nine-Month Period Ended

September 29, 2023

September 30, 2022

September 29, 2023

September 30, 2022

Sales (GAAP)

Biotechnology

$

1,664

$

2,053

$

5,413

$

6,535

Life Sciences

1,706

1,723

5,211

5,090

Diagnostics

2,254

2,679

6,861

7,884

Environmental & Applied Solutions

1,249

1,208

3,712

3,593

Total Company

$

6,873

$

7,663

$

21,197

$

23,102

Operating Profit (GAAP)

Biotechnology

$

417

$

691

$

1,493

$

2,315

Life Sciences

313

354

974

1,022

Diagnostics

539

761

1,640

2,447

Environmental & Applied Solutions

286

286

887

829

Other

(117)

(77)

(333)

(221)

Total Company

$

1,438

$

2,015

$

4,661

$

6,392

Amortization of Intangible Assets (GAAP)

Biotechnology

$

214

$

197

$

649

$

616

Life Sciences

104

103

313

315

Diagnostics

49

50

149

151

Environmental & Applied Solutions

12

11

36

38

Total Company

$

379

$

361

$

1,147

$

1,120

Other Operating Profit Adjustments 1

Biotechnology

$

-

$

-

$

42

$

14

Life Sciences

-

-

-

24

Diagnostics

-

-

-

3

Environmental & Applied Solutions

6

-

12

10

Other

36

-

101

1

Total Company

$

42

$

-

$

155

$

52

Adjusted Operating Profit (non-GAAP)2

Biotechnology

$

631

$

888

$

2,184

$

2,945

Life Sciences

417

457

1,287

1,361

Diagnostics

588

811

1,789

2,601

Environmental & Applied Solutions

304

297

935

877

Other

(81)

(77)

(232)

(220)

Total Company

$

1,859

$

2,376

$

5,963

$

7,564

  • Refer to the Reconciliation of GAAP to Adjusted P&L Measures for a description of the components of Other Operating Profit Adjustments.
  • Adjusted Operating Profit (non-GAAP) is defined as operating profit (GAAP) plus amortization of intangible assets (GAAP) plus (minus) Other Operating Profit Adjustments (as defined).

3

DANAHER CORPORATION

Net Earnings, Operating Profit, Adjusted EBITDA, Net Earnings Margin, Operating Profit Margin and Adjusted EBITDA Margin($ in millions)

Three-Month Period Ended September 29, 2023

Environmental &

Biotechnology

Life Sciences

Diagnostics

Applied

Other

Total Company

Solutions

Net Earnings (GAAP)

$

1,129

Interest, Net

(6)

Other Nonoperating (Income) Expense

47

Income Taxes

268

Operating Profit (GAAP)

$

417

$

313

$

539

$

286

$

(117)

$

1,438

Other Operating Profit Adjustments 1

-

-

-

6

36

42

Depreciation

40

31

93

9

2

175

Amortization of Intangible Assets

214

104

49

12

-

379

Adjusted EBITDA (Non-GAAP)

$

671

$

448

$

681

$

313

$

(79)

$

2,034

Interest, Net

6

Other Nonoperating Income (Expense)

(47)

Income Taxes

(268)

Other Operating Profit Adjustments 1

(42)

Depreciation

(175)

Amortization of Intangible Assets

(379)

Net Earnings (GAAP)

$

1,129

Sales (GAAP)

$

1,664

$

1,706

$

2,254

$

1,249

$

6,873

Net Earnings Margin (GAAP)

16.4 %

Operating Profit Margin (GAAP)

25.1 %

18.3 %

23.9 %

22.9 %

20.9 %

Adjusted EBITDA Margin (Non-GAAP)3

40.3 %

26.3 %

30.2 %

25.1 %

29.6 %

  • Refer to the Reconciliation of GAAP to Adjusted P&L Measures for a description of the components of Other Operating Profit Adjustments.
    3 Adjusted EBITDA Margin (Non-GAAP) is defined as Adjusted EBITDA (Non-GAAP) divided by sales.

4

DANAHER CORPORATION

Net Earnings, Operating Profit, Adjusted EBITDA, Net Earnings Margin, Operating Profit Margin and Adjusted EBITDA Margin($ in millions)

Three-Month Period Ended September 30, 2022

Environmental &

Biotechnology

Life Sciences

Diagnostics

Applied

Other

Total Company

Solutions

Net Earnings (GAAP)

$

1,572

Interest, Net

33

Other Nonoperating (Income) Expense

51

Income Taxes

359

Operating Profit (GAAP)

$

691

$

354

$

761

$

286

$

(77)

$

2,015

Other Operating Profit Adjustments 1

-

-

-

-

-

-

Depreciation

40

29

98

10

2

179

Amortization of Intangible Assets

197

103

50

11

-

361

Adjusted EBITDA (Non-GAAP)

$

928

$

486

$

909

$

307

$

(75)

$

2,555

Interest, Net

(33)

Other Nonoperating Income (Expense)

(51)

Income Taxes

(359)

Other Operating Profit Adjustments 1

-

Depreciation

(179)

Amortization of Intangible Assets

(361)

Net Earnings (GAAP)

$

1,572

Sales (GAAP)

$

2,053

$

1,723

$

2,679

$

1,208

$

7,663

Net Earnings Margin (GAAP)

20.5 %

Operating Profit Margin (GAAP)

33.7 %

20.5 %

28.4 %

23.7 %

26.3 %

Adjusted EBITDA Margin (Non-GAAP)3

45.2 %

28.2 %

33.9 %

25.4 %

33.3 %

  • Refer to the Reconciliation of GAAP to Adjusted P&L Measures for a description of the components of Other Operating Profit Adjustments.
    3 Adjusted EBITDA Margin (Non-GAAP) is defined as Adjusted EBITDA (Non-GAAP) divided by sales.

5

DANAHER CORPORATION

Net Earnings, Operating Profit, Adjusted EBITDA, Net Earnings Margin, Operating Profit Margin and Adjusted EBITDA Margin($ in millions)

Nine-Month Period Ended September 29, 2023

Environmental &

Biotechnology

Life Sciences

Diagnostics

Applied

Other

Total Company

Solutions

Net Earnings (GAAP)

$

3,685

Interest, Net

22

Other Nonoperating (Income) Expense

52

Income Taxes

902

Operating Profit (GAAP)

$

1,493

$

974

$

1,640

$

887

$

(333)

$

4,661

Other Operating Profit Adjustments 1

42

-

-

12

101

155

Depreciation

119

92

282

29

4

526

Amortization of Intangible Assets

649

313

149

36

-

1,147

Adjusted EBITDA (Non-GAAP)

$

2,303

$

1,379

$

2,071

$

964

$

(228)

$

6,489

Interest, Net

(22)

Other Nonoperating Income (Expense)

(52)

Income Taxes

(902)

Other Operating Profit Adjustments 1

(155)

Depreciation

(526)

Amortization of Intangible Assets

(1,147)

Net Earnings (GAAP)

$

3,685

Sales (GAAP)

$

5,413

$

5,211

$

6,861

$

3,712

$

21,197

Net Earnings Margin (GAAP)

17.4 %

Operating Profit Margin (GAAP)

27.6 %

18.7 %

23.9 %

23.9 %

22.0 %

Adjusted EBITDA Margin (Non-GAAP)3

42.5 %

26.5 %

30.2 %

26.0 %

30.6 %

  • Refer to the Reconciliation of GAAP to Adjusted P&L Measures for a description of the components of Other Operating Profit Adjustments.
    3 Adjusted EBITDA Margin (Non-GAAP) is defined as Adjusted EBITDA (Non-GAAP) divided by sales.

6

DANAHER CORPORATION

Net Earnings, Operating Profit, Adjusted EBITDA, Net Earnings Margin, Operating Profit Margin and Adjusted EBITDA Margin($ in millions)

Nine-Month Period Ended September 30, 2022

Environmental &

Biotechnology

Life Sciences

Diagnostics

Applied

Other

Total Company

Solutions

Net Earnings (GAAP)

$

4,977

Interest, Net

135

Other Nonoperating (Income) Expense

158

Income Taxes

1,122

Operating Profit (GAAP)

$

2,315

$

1,022

$

2,447

$

829

$

(221)

$

6,392

Other Operating Profit Adjustments 1

14

24

3

10

1

52

Depreciation

127

84

290

31

5

537

Amortization of Intangible Assets

616

315

151

38

-

1,120

Adjusted EBITDA (Non-GAAP)

$

3,072

$

1,445

$

2,891

$

908

$

(215)

$

8,101

Interest, Net

(135)

Other Nonoperating Income (Expense)

(158)

Income Taxes

(1,122)

Other Operating Profit Adjustments 1

(52)

Depreciation

(537)

Amortization of Intangible Assets

(1,120)

Net Earnings (GAAP)

$

4,977

Sales (GAAP)

$

6,535

$

5,090

$

7,884

$

3,593

$

23,102

Net Earnings Margin (GAAP)

21.5 %

Operating Profit Margin (GAAP)

35.4 %

20.1 %

31.0 %

23.1 %

27.7 %

Adjusted EBITDA Margin (Non-GAAP)3

47.0 %

28.4 %

36.7 %

25.3 %

35.1 %

  • Refer to the Reconciliation of GAAP to Adjusted P&L Measures for a description of the components of Other Operating Profit Adjustments.
    3 Adjusted EBITDA Margin (Non-GAAP) is defined as Adjusted EBITDA (Non-GAAP) divided by sales.

7

DANAHER CORPORATION

Other Non-GAAPAdjusted P&L Measures($ in millions, except per share data)

Three-Month Period Ended September 29, 2023

Net earnings

Diluted net

Earnings

for calculation

Gross profit

Operating

Operating

of diluted

earnings per

Sales

Cost of sales

before

Income taxes

earnings per

common

margin

profit

profit margin

income taxes

common share

share

Reported (GAAP)

$

6,873

$

(2,873)

58.2 %

$

1,438

20.9 %

$

1,397

$

(268)

$

1,129

I

$

1.51

Amortization of acquisition-related

-

-

-

379

5.5

379

379

0.51

intangible assets A

Fair value net (gains) losses on

-

-

-

-

-

48

48

0.06

investments B

Separation costs C

-

-

-

36

0.5

36

36

0.05

Impairments and other charges D

-

-

-

6

0.1

6

6

0.01

Tax effect of the above adjustments F

(92)

(92)

(0.12)

Adjusted (Non-GAAP)

$

6,873

$

(2,873)

58.2 %

$

1,859

27.0 %

$

1,866

$

(360)

$

1,506

$

2.02

Three-Month Period Ended September 29, 2023

Selling,

Selling,

Research and

Nonoperating

Interest

general and

Research and

income

general and

administrative

development

(expense), net

income

Sales

administrative

expenses as a

development

expenses as a

(excluding

(expense),

expenses

% of sales

expenses

% of sales

interest)

net

Reported (GAAP)

$

6,873

$

(2,145)

(31.2)%

$

(417)

(6.1)%

$

(47)

$

6

Amortization of acquisition-related

-

379

5.5

-

-

-

-

intangible assets A

Fair value net (gains) losses on

-

-

-

-

-

48

-

investments B

Separation costs C

-

36

0.5

-

-

-

-

Impairments and other charges D

-

6

0.1

-

-

-

-

Adjusted (Non-GAAP)

$

6,873

$

(1,724)

(25.1)%

$

(417)

(6.1)%

$

1

$

6

8

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Disclaimer

Danaher Corporation published this content on 24 October 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 October 2023 10:19:41 UTC.