WASHINGTON, July 25,
2023 /PRNewswire/ -- Danaher Corporation
(NYSE: DHR) (the "Company") today announced results for the
second quarter 2023. Net earnings refer to net earnings
attributable to common shareholders.
For the quarter ended June 30,
2023 net earnings were $1.1
billion, or $1.49 per diluted
common share and non-GAAP adjusted diluted net earnings per common
share were $2.05.
Revenues decreased 7.5% year-over-year to $7.2 billion, with a 7.0% non-GAAP core revenue
decrease (due primarily to the impact of lower COVID-19 revenue),
including 2.0% non-GAAP base business core revenue growth.
Operating cash flow for the second quarter was $1.9 billion and non-GAAP free cash flow was
$1.6 billion.
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.
For the third quarter 2023, the Company anticipates that
non-GAAP base business core revenue will be down low-single digits
year-over-year. For full year 2023, the Company anticipates
that non-GAAP base business core revenue growth will be up
low-single digits year-over-year.
Rainer M. Blair, President and
Chief Executive Officer, stated, "We are pleased with our second
quarter results which met our expectations, despite a more dynamic
operating environment. Our team's consistent execution,
paired with better-than-expected performance in our Life Science
and Diagnostics businesses, including stronger respiratory testing
revenue, helped offset softer demand in bioprocessing."
Blair continued, "We're confident about the bright future ahead
for Danaher. The unique combination of our talented team,
differentiated portfolio and balance sheet optionality—all powered
by the Danaher Business System—provides a strong foundation for
creating shareholder value while helping to meaningfully improve
human health."
Danaher will discuss its second quarter results and financial
guidance for the third quarter and full year during its quarterly
investor conference call today starting at 8:00 a.m. ET. The call and an accompanying
slide presentation will be webcast on the "Investors" section of
Danaher's website, www.danaher.com, under the subheading "Events
& Presentations" and additional materials will be posted to the
same section of Danaher's website. A replay of the webcast
will be available in the same section of Danaher's website shortly
after the conclusion of the presentation and will remain available
until the next quarterly earnings call.
The conference call can be accessed by dialing 800-245-3047
within the U.S. or by dialing +1 203-518-9708 outside the U.S. a
few minutes before the 8:00 a.m. ET
start and telling the operator that you are dialing in for
Danaher's earnings conference call (Conference ID: DHRQ223).
A replay of the conference call will be available shortly after the
conclusion of the call and until August
8, 2023. You can access the replay dial-in information
on the "Investors" section of Danaher's website under the
subheading "Events & Presentations."
ABOUT DANAHER
Danaher is a global science and technology innovator committed
to helping its customers solve complex challenges and improving
quality of life around the world. Its family of world class
brands has leadership positions in the demanding and attractive
health care, environmental and applied end-markets. With more
than 20 operating companies, Danaher's globally diverse team of
approximately 81,000 associates is united by a common culture and
operating system, the Danaher Business System, and its Shared
Purpose, Helping Realize Life's Potential. For more
information, please visit www.danaher.com.
NON-GAAP MEASURES AND SUPPLEMENTAL MATERIALS
In addition to the financial measures prepared in accordance
with generally accepted accounting principles (GAAP), this earnings
release also contains non-GAAP financial measures.
Calculations of these measures, the reasons why we believe these
measures provide useful information to investors, a reconciliation
of these measures to the most directly comparable GAAP measures, as
applicable, and other information relating to these non-GAAP
measures are included in the supplemental reconciliation schedule
attached.
In addition, this earnings release, our Form 10-Q, the slide
presentation accompanying the related earnings call, non-GAAP
reconciliations and a note containing details of historical and
anticipated, future financial performance have been posted to the
"Investors" section of Danaher's website (www.danaher.com) under
the subheading "Quarterly Earnings."
FORWARD-LOOKING STATEMENTS
Statements in this release that are not strictly historical,
including the statement regarding the Company's anticipated third
quarter and full year 2023 non-GAAP base business core revenue
growth, Danaher's future prospects, future shareholder value
creation and any other 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 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
the military conflict between Russia and Ukraine), 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 second
quarter of 2023. These forward-looking statements speak only
as of the date of this release 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
AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF
EARNINGS ($ and shares in millions, except per
share amounts) (unaudited)
|
|
|
Three-Month Period
Ended
|
|
Six-Month Period
Ended
|
|
June 30,
2023
|
|
July 1,
2022
|
|
June 30,
2023
|
|
July 1,
2022
|
Sales
|
$
7,157
|
|
$
7,751
|
|
$
14,324
|
|
$
15,439
|
Cost of
sales
|
(3,116)
|
|
(3,030)
|
|
(5,913)
|
|
(6,013)
|
Gross profit
|
4,041
|
|
4,721
|
|
8,411
|
|
9,426
|
Operating
costs:
|
|
|
|
|
|
|
|
Selling, general and
administrative expenses
|
(2,194)
|
|
(2,085)
|
|
(4,341)
|
|
(4,177)
|
Research and
development expenses
|
(418)
|
|
(431)
|
|
(847)
|
|
(872)
|
Operating
profit
|
1,429
|
|
2,205
|
|
3,223
|
|
4,377
|
Nonoperating income
(expense):
|
|
|
|
|
|
|
|
Other income
(expense), net
|
(29)
|
|
(87)
|
|
(5)
|
|
(107)
|
Interest
expense
|
(67)
|
|
(51)
|
|
(135)
|
|
(105)
|
Interest
income
|
59
|
|
2
|
|
107
|
|
3
|
Earnings before income
taxes
|
1,392
|
|
2,069
|
|
3,190
|
|
4,168
|
Income taxes
|
(286)
|
|
(389)
|
|
(634)
|
|
(763)
|
Net earnings
|
1,106
|
|
1,680
|
|
2,556
|
|
3,405
|
Mandatory convertible
preferred stock dividends
|
—
|
|
(22)
|
|
(21)
|
|
(63)
|
Net earnings
attributable to common stockholders
|
$
1,106
|
|
$
1,658
|
|
$
2,535
|
|
$
3,342
|
Net earnings per common
share:
|
|
|
|
|
|
|
|
Basic
|
$
1.50
|
|
$
2.28
|
|
$
3.46
|
|
$
4.63
|
Diluted
|
$
1.49
|
|
$
2.25
|
|
$
3.42
|
(a)
|
$
4.56
|
Average common stock
and common equivalent shares
outstanding:
|
|
|
|
|
|
|
|
Basic
|
737.3
|
|
726.7
|
|
733.4
|
|
721.5
|
Diluted
|
744.7
|
|
736.0
|
|
740.2
|
|
736.8
|
|
|
(a)
|
Net earnings per common
share amounts for the relevant three-month periods do not add to
the six-month period amount due to rounding.
|
This information is presented for reference
only. A complete copy of Danaher's Form 10-Q financial
statements is available
on the Company's website (www.danaher.com).
DANAHER
CORPORATION
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL
MEASURES
|
|
Diluted Net Earnings
Per Common Share and Adjusted Diluted Net Earnings Per Common
Share 1
|
|
|
Three-Month Period
Ended
|
|
Six-Month Period
Ended
|
|
June 30,
2023
|
|
July 1,
2022
|
|
June 30,
2023
|
|
July 1,
2022
|
Diluted Net Earnings
Per Common Share (GAAP)
|
$
1.49
|
|
$
2.25
|
|
$
3.42
|
|
$
4.56
|
Amortization of
acquisition-related intangible assets A
|
0.52
|
|
0.50
|
|
1.03
|
|
1.02
|
Fair value net (gains)
losses on investments B
|
0.04
|
|
0.13
|
|
0.01
|
|
0.16
|
Separation costs
C
|
0.05
|
|
—
|
|
0.09
|
|
—
|
Impairments and other
charges D
|
0.06
|
|
0.01
|
|
0.06
|
|
0.07
|
Loss on partial
settlement of a defined benefit plan E
|
—
|
|
—
|
|
—
|
|
0.01
|
Tax effect of the
above adjustments F
|
(0.13)
|
|
(0.13)
|
|
(0.22)
|
|
(0.24)
|
Discrete tax
adjustments G
|
0.02
|
|
(0.01)
|
|
0.02
|
|
(0.07)
|
Rounding
|
—
|
|
0.01
|
|
0.01
|
|
0.01
|
Adjusted Diluted Net
Earnings Per Common Share
(Non-GAAP)
|
$
2.05
|
|
$
2.76
|
|
$
4.42
|
|
$
5.52
|
|
|
1
|
Each of the per share
adjustment amounts above have been calculated assuming the
Mandatory Convertible Preferred Stock ("MCPS") had been converted
into shares of common stock.
|
Notes to
Reconciliation of GAAP to Non-GAAP Financial
Measures
|
|
|
A
|
Amortization of
acquisition-related intangible assets in the following historical
periods (only the pretax amounts set forth
below are reflected in the amortization line item
above):
|
|
|
Three-Month Period
Ended
|
|
Six-Month Period
Ended
|
|
June 30,
2023
|
|
July 1,
2022
|
|
June 30,
2023
|
|
July 1,
2022
|
Pretax
|
$
384
|
|
$
373
|
|
$
768
|
|
$
759
|
After-tax
|
310
|
|
300
|
|
620
|
|
611
|
|
|
B
|
Net (gains) losses on
the Company's equity and limited partnership investments recorded
in the following historical periods (only the pretax amounts set
forth below are reflected in the fair value net (gains) losses on
investments line above):
|
|
|
|
Three-Month Period
Ended
|
|
Six-Month Period
Ended
|
|
June 30,
2023
|
|
July 1,
2022
|
|
June 30,
2023
|
|
July 1,
2022
|
Pretax
|
$
32
|
|
$
98
|
|
$
10
|
|
$
122
|
After-tax
|
25
|
|
75
|
|
8
|
|
93
|
|
|
C
|
Costs incurred in the
three and six-month periods ended June 30, 2023, related to
preparation for the anticipated separation of the Company's
Environmental & Applied Solutions business, primarily related
to professional fees for legal, tax, finance and information
technology services and duplicative general and administrative
costs ($37 million and $65 million pretax as reported in this line
item, and $34 million and $59 million after-tax,
respectively).
|
|
|
D
|
Impairment charges
related to technology, a facility and other assets in the
Biotechnology segment and customer relationships in the
Environmental & Applied Solutions segment recorded in the three
and six-month periods ended June 30, 2023 ($48 million pretax
as reported in this line item, $37 million after-tax).
Impairment charges related to technology and customer relationships
in the Environmental & Applied Solutions segment recorded in
both the three and six-month periods ended July 1, 2022 ($9
million pretax as reported in this line item, $7 million
after-tax). In the six-month period ended July 1, 2022,
additional charges incurred primarily related to impairments of
accounts receivable and inventory as well as accruals for
contractual obligations in Russia ($43 million pretax as reported
in this line item, $40 million after-tax).
|
|
|
E
|
Loss on a partial
settlement of a defined benefit plan as a result of the transfer of
a portion of the Company's non-U.S. pension liabilities related to
one defined benefit plan to a third-party in the six-month period
ended July 1, 2022 ($10 million pretax as reported in this
line item, $9 million after-tax,).
|
|
|
F
|
This line item reflects
the aggregate tax effect of all nontax adjustments reflected in the
preceding line items of the table. In addition, the footnotes
above indicate the after-tax amount of each individual adjustment
item. Danaher estimates the tax effect of each adjustment
item by applying Danaher's overall estimated effective tax rate to
the pretax amount, unless the nature of the item and/or the tax
jurisdiction in which the item has been recorded requires
application of a specific tax rate or tax treatment, in which case
the tax effect of such item is estimated by applying such specific
tax rate or tax treatment. The MCPS dividends are not tax
deductible and therefore the tax effect of the adjustments does not
include any tax impact of the MCPS dividends.
|
|
|
G
|
Discrete tax
adjustments and other tax-related adjustments for the three-month
period ended June 30, 2023, include the impact of a net
discrete tax loss of $18 million related primarily to tax costs
related to the planned separation of the Environmental &
Applied Solutions business, tax costs related to legal and
operational actions taken to realign certain businesses and changes
in estimates associated with prior period uncertain tax positions,
partially offset by interest on prior year tax refunds.
Discrete tax adjustments and other tax-related adjustments for the
six-month period ended June 30, 2023, include the impact of a
net discrete tax loss of $13 million related primarily to tax costs
related to the planned separation of the Environmental &
Applied Solutions business, tax costs related to legal and
operational actions taken to realign certain businesses and changes
in estimates associated with prior period uncertain tax positions,
partially offset by excess tax benefits from stock-based
compensation and interest on prior year tax refunds. Discrete
tax adjustments and other tax-related adjustments for the
three-month period ended July 1, 2022, include the impact of
net discrete tax benefits of $8 million related primarily to
changes in estimates associated with prior period uncertain tax
positions and excess tax benefits from stock-based
compensation. Discrete tax adjustments and other tax-related
adjustments for the six-month period ended July 1, 2022,
include the impact of net discrete tax benefits of $49 million
related primarily to excess tax benefits from stock-based
compensation and changes in estimates associated with prior period
uncertain tax positions.
|
Average and Adjusted
Average Common Stock and Common Equivalent Diluted Shares
Outstanding (shares in millions)
|
|
|
Three-Month Period
Ended
|
|
Six-Month Period
Ended
|
|
June 30,
2023
|
|
July 1,
2022
|
|
June 30,
2023
|
|
July 1,
2022
|
Average common stock
and common equivalent shares
outstanding - diluted (GAAP) 2
|
744.7
|
|
736.0
|
|
740.2
|
|
736.8
|
Converted shares
3
|
—
|
|
8.6
|
|
5.1
|
|
8.6
|
Adjusted average common
stock and common
equivalent shares outstanding - diluted (non-GAAP)
|
744.7
|
|
744.6
|
|
745.3
|
|
745.4
|
|
|
2
|
The impact of the MCPS
Series B calculated under the if-converted method was dilutive for
the three-month period ended June 30, 2023, and as such 1.5
million shares underlying the MCPS Series B were included in the
calculation of diluted EPS in the three-month period. The
impact of the MCPS Series B calculated under the if-converted
method was anti-dilutive for the six-month period ended
June 30, 2023 and the three and six-month periods ended
July 1, 2022, and as such 5.1 million shares for the six-month
period ended June 30, 2023 and 8.6 million for both the three
and six-month periods ended July 1, 2022 underlying the MCPS
Series B were excluded from the calculation of diluted EPS and the
related MCPS Series B dividends of $21 million for the six-month
period ended June 30, 2023 and $22 million and $43 million for
the three and six-month periods ended July 1, 2022,
respectively, were included in the calculation of net earnings for
diluted EPS. There were no MCPS Series B dividends declared
in the second quarter of 2023 prior to their conversion. As
of April 17, 2023, all outstanding shares of the MCPS Series B
converted into 8.6 million shares of the Company's common
stock.
|
|
|
|
The impact of the MCPS
Series A calculated under the if-converted method was dilutive for
both the three and six-month periods ended July 1, 2022, and
as such 1.1 million and 6.0 million shares, respectively,
underlying the MCPS Series A were included in the calculation of
diluted EPS. The related MCPS Series A dividends of $20
million for the six-month period ended July 1, 2022 were
excluded from the calculation of net earnings for diluted
EPS. On April 15, 2022, all outstanding shares of the MCPS
Series A converted into 11.0 million shares of the Company's
common stock. There were no MCPS Series A dividends declared
in the second quarter of 2022 prior to their conversion.
|
|
|
3
|
The number of converted
shares assumes the conversion of all MCPS and issuance of the
underlying shares applying the "if-converted" method of accounting
and using the actual conversion rates as of June 30, 2023 and
an average 20 trading-day trailing Volume Weighted Average Price of
$250.49 as of July 1, 2022.
|
Sales (Decline)
Growth by Segment, Core Sales (Decline) Growth by Segment and Base
Business Core Sales Growth by Segment
|
|
|
% Change Three-Month
Period Ended June 30, 2023 vs. Comparable 2022
Period
|
|
|
|
Segments
|
|
Total
Company
|
|
Biotechnology
|
|
Life
Sciences
|
|
Diagnostics
|
|
Environmental
&
Applied Solutions
|
Total sales (decline)
growth (GAAP)
|
(7.5) %
|
|
(17.0) %
|
|
5.5 %
|
|
(13.0) %
|
|
2.0 %
|
Impact of:
|
|
|
|
|
|
|
|
|
|
Acquisitions/divestitures
|
— %
|
|
— %
|
|
(1.0) %
|
|
— %
|
|
(0.5) %
|
Currency exchange
rates
|
0.5 %
|
|
0.5 %
|
|
1.0 %
|
|
1.5 %
|
|
— %
|
Core sales (decline)
growth (non-
GAAP)
|
(7.0) %
|
|
(16.5) %
|
|
5.5 %
|
|
(11.5) %
|
|
1.5 %
|
Impact of COVID-19
related testing,
vaccines and therapeutics
|
9.0 %
|
|
+High-single
digit
|
|
+Low-single
digit
|
|
+Double-digit
|
|
— %
|
Base business core
sales growth
(decline) (non-GAAP)
|
2.0 %
|
|
-High-single
digit
|
|
+High-single
digit
|
|
+High-single
digit
|
|
1.5 %
|
|
% Change Six-Month
Period Ended June 30, 2023 vs. Comparable 2022
Period
|
|
|
|
Segments
|
|
Total
Company
|
|
Biotechnology
|
|
Life
Sciences
|
|
Diagnostics
|
|
Environmental
&
Applied Solutions
|
Total sales (decline)
growth (GAAP)
|
(7.0) %
|
|
(16.5) %
|
|
4.0 %
|
|
(11.5) %
|
|
3.5 %
|
Impact of:
|
|
|
|
|
|
|
|
|
|
Acquisitions/divestitures
|
— %
|
|
— %
|
|
(1.0) %
|
|
— %
|
|
(0.5) %
|
Currency exchange
rates
|
1.5 %
|
|
2.0 %
|
|
2.0 %
|
|
2.0 %
|
|
1.0 %
|
Core sales (decline)
growth (non-
GAAP)
|
(5.5) %
|
|
(14.5) %
|
|
5.0 %
|
|
(9.5) %
|
|
4.0 %
|
Impact of COVID-19
related testing,
vaccines and therapeutics
|
9.5 %
|
|
+Low-double
digit
|
|
+Low-single
digit
|
|
+Double-digit
|
|
— %
|
Base business core
sales growth
(decline) (non-GAAP)
|
4.0 %
|
|
-Mid-single
digit
|
|
+High-single
digit
|
|
+Low-double
digit
|
|
4.0 %
|
|
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.
|
Forecasted Core
Sales (Decline) Growth and Base Business Core Sales
Growth
|
|
|
% Change
Three-Month
Period Ending
September 29, 2023 vs.
Comparable 2022
Period
|
|
% Change Year
Ending
December 31, 2023 vs.
Comparable 2022
Period
|
Core sales (decline)
growth (non-GAAP)
|
-Low-teens to mid-
teens
|
|
-High-single digit
to
low-double digit
|
Impact of COVID-19
related testing, vaccines and therapeutics
|
+Low-double
digit
|
|
+Low-double
digit
|
Base business core
sales growth (decline) (non-GAAP)
|
-Low-single
digit
|
|
+Low-single
digit
|
Operating Profit
Margins and Year-Over-Year Core Operating Margin
Changes
|
|
|
|
|
|
|
Segments
|
|
|
Total
Company
|
|
Biotechnology
|
|
Life
Sciences
|
|
Diagnostics
|
|
Environmental
& Applied
Solutions
|
Three-Month Period
Ended July 1, 2022
Operating Profit Margins (GAAP)
|
28.40 %
|
|
36.40 %
|
|
20.60 %
|
|
31.20 %
|
|
25.10 %
|
|
Second quarter 2023
impact from operating
profit margins of businesses that have been
owned for less than one year
|
(0.10)
|
|
(0.20)
|
|
(0.30)
|
|
—
|
|
0.10
|
|
Second quarter 2023
impairment charges
related to technology, a facility and other assets
in the Biotechnology segment and customer
relationships in the Environmental & Applied
Solutions segment, net of a second quarter 2022
impairment charge related to technology and
customer relationships in the Environmental &
Applied Solutions segment
|
(0.50)
|
|
(2.20)
|
|
—
|
|
—
|
|
0.25
|
|
Second quarter 2023
costs incurred related to
preparation for the anticipated separation of the
Company's Environmental & Applied Solutions
business
|
(0.50)
|
|
—
|
|
—
|
|
—
|
|
—
|
Year-over-year core
operating profit margin
changes for the second quarter 2023 (defined as
all year-over-year operating profit margin
changes other than the changes identified in the
line items above) (non-GAAP)
|
(7.30)
|
|
(8.50)
|
|
(1.40)
|
|
(12.20)
|
|
(1.15)
|
Three-Month Period
Ended June 30, 2023
Operating Profit Margins (GAAP)
|
20.00 %
|
|
25.50 %
|
|
18.90 %
|
|
19.00 %
|
|
24.30 %
|
|
Note: The Company deems
acquisition-related transaction costs incurred in a given period to
be significant (generally relating to the Company's larger
acquisitions) if it determines that such costs exceed the range of
acquisition-related transaction costs typical for Danaher in a
given period.
|
|
Operating Profit
Margins and Year-Over-Year Core Operating Margin
Changes
|
|
|
|
|
|
|
Segments
|
|
|
Total
Company
|
|
Biotechnology
|
|
Life
Sciences
|
|
Diagnostics
|
|
Environmental
& Applied
Solutions
|
Six-Month Period
Ended July 1, 2022
Operating Profit Margins (GAAP)
|
28.40 %
|
|
36.20 %
|
|
19.80 %
|
|
32.40 %
|
|
22.80 %
|
|
First half of 2023
impact from operating profit
margins of businesses that have been owned
for less than one year or were disposed of
during such period and did not qualify as
discontinued operations
|
(0.15)
|
|
(0.20)
|
|
(0.35)
|
|
—
|
|
0.10
|
|
Second quarter 2023
impairment charges
related to technology, a facility and other
assets in the Biotechnology segment and
customer relationships in the Environmental &
Applied Solutions segments, net of a second
quarter 2022 impairment charge related to
technology and customer relationships in the
Environmental & Applied Solutions segment
|
(0.30)
|
|
(1.10)
|
|
—
|
|
—
|
|
0.15
|
|
First half of 2023
costs incurred related to
preparation for the anticipated separation of
the Company's Environmental & Applied
Solutions business
|
(0.45)
|
|
—
|
|
—
|
|
—
|
|
—
|
|
First half of 2022
impairments of accounts
receivable and inventory as well as accruals
for contractual obligations in Russia
|
0.25
|
|
0.30
|
|
0.75
|
|
0.05
|
|
0.05
|
Year-over-year core
operating profit margin
changes for first half of 2023 (defined as all
year-over-year operating profit margin changes
other than the changes identified in the line
items above) (non-GAAP)
|
(5.25)
|
|
(6.50)
|
|
(1.30)
|
|
(8.55)
|
|
1.30
|
Six-Month Period Ended
June 30, 2023 Operating
Profit Margins (GAAP)
|
22.50 %
|
|
28.70 %
|
|
18.90 %
|
|
23.90 %
|
|
24.40 %
|
|
Note: The Company deems
acquisition-related transaction costs incurred in a given period to
be significant (generally relating to the Company's larger
acquisitions) if it determines that such costs exceed the range of
acquisition-related transaction costs typical for Danaher in a
given period.
|
Cash Flow and Free
Cash Flow ($ in millions)
|
|
|
Three-Month Period
Ended
|
|
Year-over-Year
Change
|
|
June 30,
2023
|
|
July 1,
2022
|
|
Total Cash
Flow:
|
|
|
|
|
|
Net cash provided by
operating activities (GAAP)
|
$
1,926
|
|
$
2,000
|
|
|
Total cash used in
investing activities (GAAP)
|
$
(431)
|
|
$
(400)
|
|
|
Total cash used in
financing activities (GAAP)
|
$
(208)
|
|
$
(1,160)
|
|
|
|
|
|
|
|
|
Free Cash
Flow:
|
|
|
|
|
|
Net cash provided by
operating activities (GAAP)
|
$
1,926
|
|
$
2,000
|
|
~
(3.5)
%
|
Less: payments for
additions to property, plant & equipment (capital
expenditures) (GAAP)
|
(341)
|
|
(296)
|
|
|
Plus: proceeds from
sales of property, plant & equipment (capital
disposals) (GAAP)
|
4
|
|
7
|
|
|
Free cash flow
(non-GAAP)
|
$
1,589
|
|
$
1,711
|
|
~
(7.0)
%
|
|
We define free cash
flow as operating cash flows, less payments for additions to
property, plant and equipment ("capital expenditures") plus the
proceeds from sales of plant, property and equipment ("capital
disposals").
|
Statement Regarding Non-GAAP Measures
Each of the non-GAAP measures set forth above should be
considered in addition to, and not as a replacement for or superior
to, the comparable GAAP measure, and may not be comparable to
similarly titled measures reported by other companies.
Management believes that these measures provide useful information
to investors by offering additional ways of viewing Danaher
Corporation's ("Danaher" or the "Company") results that, when
reconciled to the corresponding GAAP measure, help our
investors:
- with respect to Adjusted Diluted Net Earnings Per Common Share,
understand the long-term profitability trends of our business and
compare our profitability to prior and future periods and to our
peers;
- with respect to core sales and related non-GAAP sales measures,
identify underlying growth trends in our business and compare our
sales performance with prior and future periods and to our peers;
and
- with respect to free cash flow and related non-GAAP cash flow
measures (the "FCF Measure"), understand Danaher's ability to
generate cash without external financings, strengthen its balance
sheet, invest in its business and grow its business through
acquisitions and other strategic opportunities (although a
limitation of free cash flow is that it does not take into account
the Company's debt service requirements and other non-discretionary
expenditures, and as a result the entire free cash flow amount is
not necessarily available for discretionary expenditures).
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.
Management uses the non-GAAP measures referenced above to
measure the Company's operating and financial performance, and uses
core sales and non-GAAP measures similar to Adjusted Diluted Net
Earnings Per Common Share and the FCF Measure in the Company's
executive compensation program.
The items excluded from the non-GAAP measures set forth above
have been excluded for the following reasons:
- With respect to Adjusted Diluted Net Earnings Per Common
Share:
-
- Amortization of Intangible Assets: We exclude the
amortization of acquisition-related intangible assets because the
amount and timing of such charges are significantly impacted by the
timing, size, number and nature of the acquisitions we
consummate. While we have a history of significant
acquisition activity we do not acquire businesses on a predictable
cycle, and the amount of an acquisition's purchase price allocated
to intangible assets and related amortization term are unique to
each acquisition and can vary significantly from acquisition to
acquisition. Exclusion of this amortization expense
facilitates more consistent comparisons of operating results over
time between our newly acquired and long-held businesses, and with
both acquisitive and non-acquisitive peer companies. We
believe however that it is important for investors to understand
that such intangible assets contribute to sales generation and that
intangible asset amortization related to past acquisitions will
recur in future periods until such intangible assets have been
fully amortized.
- Restructuring Charges: We exclude costs incurred pursuant
to discrete restructuring plans that are fundamentally different
(in terms of the size, strategic nature and planning requirements,
as well as the inconsistent frequency, of such plans) from the
ongoing productivity improvements that result from application of
the Danaher Business System. Because these restructuring
plans are incremental to the core activities that arise in the
ordinary course of our business and we believe are not indicative
of Danaher's ongoing operating costs in a given period, we exclude
these costs to facilitate a more consistent comparison of operating
results over time.
- Other Adjustments: With respect to the other items
excluded from Adjusted Diluted Net Earnings Per Common Share, we
exclude these items because they are of a nature and/or size that
occur with inconsistent frequency, occur for reasons that may be
unrelated to Danaher's commercial performance during the period
and/or we believe that such items may obscure underlying business
trends and make comparisons of long-term performance
difficult. For example, we excluded the first quarter 2022
charge for asset impairments, accruals for contractual obligations
and similar items related to our Russia operations because, even though it is
possible we could incur additional charges in the future, we do not
believe these charges are indicative of Danaher's ongoing operating
costs.
- With respect to adjusted average common stock and common
equivalent shares outstanding, Danaher's Mandatory Convertible
Preferred Stock ("MCPS") Series A converted into Danaher common
stock on April 15, 2022 and the MCPS
Series B mandatorily converted into Danaher common stock on the
mandatory conversion date of April 17,
2023 (unless converted or redeemed earlier in accordance
with the terms of the applicable certificate of
designations). With respect to the calculation of Adjusted
Diluted Net Earnings Per Common Share, we apply the "if converted"
method of share dilution to the MCPS Series A and B in all
applicable periods irrespective of whether such preferred shares
would be dilutive or anti-dilutive in the period. We believe
this presentation provides useful information to investors by
helping them understand what the net impact will be on Danaher's
earnings per share-related measures once the MCPS convert into
Danaher common stock.
- With respect to core sales related measures, (1) we exclude the
impact of currency translation because it is not under management's
control, is subject to volatility and can obscure underlying
business trends, and (2) we exclude the effect of acquisitions and
divested product lines because the timing, size, number and nature
of such transactions can vary significantly from period-to-period
and between us and our peers, which we believe may obscure
underlying business trends and make comparisons of long-term
performance difficult.
- With respect to the FCF Measure, we exclude payments for
additions to property, plant and equipment (net of the proceeds
from capital disposals) to demonstrate the amount of operating cash
flow for the period that remains after accounting for the Company's
capital expenditure requirements.
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 unknown components such as investment gains and losses,
impairments and separation costs, which would be reflected in any
forecasted GAAP operating profit.
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SOURCE Danaher Corporation