Tyco Reports Third Quarter Earnings from Continuing Operations of $0.56 Per Share * Results Include Income of $0.06 Per Share Consisting of a $0.15 Per Share Net Gain From Divestitures Partially Offset by $0.09 Per Share of Charges for Early Retirement of Debt * Cash Flow From Operating Activities of $1.6 Billion; Free Cash Flow of $1.25 Billion * $1.5 Billion Share Repurchase Program Announced PEMBROKE, Bermuda, Aug. 2 /PRNewswire-FirstCall/ -- Tyco International Ltd. (NYSE:TYC)(BSX:TYC) today reported diluted GAAP earnings per share (EPS) from continuing operations of $0.56 for the third fiscal quarter of 2005, compared with $0.43 in the third fiscal quarter of 2004. Included in EPS from continuing operations was income totaling $0.06 per share, consisting of a $0.15 per share net gain from divestiture activity which was partially offset by charges of $0.09 per share for early retirement of debt. Last year's third quarter results included net charges of $0.02 per share related to the early retirement of debt, as well as restructuring and divestiture programs. Revenue in the third quarter grew 3 percent to $10.6 billion, with organic revenue growth of 3 percent. Cash flow from operating activities was $1.6 billion, and the company generated free cash flow of $1.25 billion in the quarter. "Tyco's third quarter results reflect our ongoing efforts to build the operating foundation of this company," said Chairman and Chief Executive Officer Ed Breen. "While we have made a great deal of progress, this is a long-term process and there is much more to be accomplished." Organic revenue growth and free cash flow are non-GAAP financial measures and are described below. For a reconciliation of these non-GAAP measures, see the attached tables. HIGHLIGHTS * Tyco's Board of Directors approved a $1.5 billion share repurchase program. * As part of its third quarter debt reduction activities, the company used $620 million of cash to repurchase $448 million of convertible debt securities. This action reduced Tyco's fully diluted shares outstanding by approximately 20 million shares and generated a $179 million, or $0.09 per share, charge in the third quarter, for which no tax benefit was available. In total, this program has reduced diluted shares outstanding by 96 million shares since the fourth quarter of 2004. * Tyco acquired Vivant Medical Inc., a leading developer of microwave ablation medical technology. Vivant's VivaWave(TM) Microwave Ablation System, which will be used in the treatment of various types of cancer, is an excellent strategic fit with Tyco's current offering in this market. * On June 30, the company closed the previously announced sale of the Tyco Global Network for cash of $130 million and the assumption of certain liabilities. As a result of this transaction, Tyco recorded a pre-tax gain on the sale of $307 million ($331 million after-tax), or $0.15 per share. SEGMENT RESULTS The financial results presented in the tables below are in accordance with GAAP. All dollar amounts are pretax and stated in millions. All comparisons are to the quarter ended June 30, 2004, unless otherwise indicated. Prior period amounts have been reclassified to reflect the impact of discontinued operations accounting. Fire & Security July 1, 2005 June 30, 2004 $ Change % Change Revenue $2,853 $2,858 ($5) 0% Operating Income $301 $276 $25 9% Operating Margin 10.6% 9.7% Revenue declined $5 million, with essentially flat organic revenue growth. The year-over-year comparison was adversely impacted by $81 million of revenue from divested businesses. Worldwide Security revenue growth was flat organically, reflecting modest growth in North America, largely offset by a revenue decline in Europe. Worldwide Fire also had relatively flat organic revenue growth. Operating income increased by $25 million primarily due to lower restructuring costs in the third quarter. An increase in selling expenses was offset by a reduction in general and administrative costs. Operating income also included a $6 million charge related to divestitures. Electronics July 1, 2005 June 30, 2004 $ Change % Change Revenue $3,120 $3,058 $62 2% Operating Income $512 $464 $48 10% Operating Margin 16.4% 15.2% Revenue increased $62 million, or 2 percent, with organic revenue growth of 3 percent. The year-over-year comparison was adversely impacted by $87 million of revenue from divested businesses. Growth in connector and cable assemblies was driven by strength in computer and consumer electronics, energy, aerospace, and wireless communications. Continued weakness in Power Systems and Printed Circuit Boards partially offset this growth. Operating income increased $48 million, and the operating margin improved to 16.4 percent. Operationally, margin improvement benefited from higher revenue and increased operating efficiencies, partially offset by 70 basis points of continued cost escalation in metals and other commodities. Additionally, the settlement of certain legal issues increased the operating margin in the quarter by 30 basis points. Healthcare July 1, 2005 June 30, 2004 $ Change % Change Revenue $2,440 $2,260 $180 8% Operating Income $678 $615 $63 10% Operating Margin 27.8% 27.2% Revenue increased $180 million, or 8 percent. Organic revenue growth of 7 percent was driven by strong international sales across all regions, continued strength in the Surgical business, and new product introductions in Respiratory and Pharmaceutical. This growth was partially offset by modest revenue declines in Retail and Medical. Operating income increased $63 million due to increased volume and continued improvement in operating efficiency, which helped offset commodity cost pressures. Operating income further benefited from an improved sales mix. Engineered Products & Services July 1, 2005 June 30, 2004 $ Change % Change Revenue $1,679 $1,608 $71 4% Operating Income $178 $225 ($47) (21%) Operating Margin 10.6% 14.0% Revenue increased $71 million, or 4 percent. Organic revenue growth was 2 percent, led by double-digit growth at Flow Control and Fire & Building Products. Declines at Electrical & Metal Products and Infrastructure Services partially offset this growth. Operating income decreased $47 million, which included a $109 million decline at Electrical & Metal Products due to higher steel raw material costs, reduced steel selling prices, and lower volumes. The decline was partially offset by operating income and margin improvements in the segment's other business units. Plastics & Adhesives July 1, 2005 June 30, 2004 $ Change % Change Revenue $459 $435 $24 6% Operating Income $20 $38 ($18) (47%) Operating Margin 4.4% 8.7% Revenue increased $24 million, or 6 percent, with essentially flat organic revenue growth. The revenue increase in the Plastics business was driven by higher selling prices, partially offset by revenue declines in A&E and Ludlow Coated Products. Operating income in the third quarter decreased $18 million versus last year due to declines in A&E and Ludlow Coated Products. As previously announced, Tyco is actively pursuing the divestiture of the Plastics & Adhesives business segment. OTHER ITEMS * The third quarter effective tax rate was 21.4 percent. The tax rate was decreased by 3.6 percentage points due to benefits realized from the previously discussed divestiture gain partially offset by charges for early retirement of debt. * The company's debt-to-capital ratio improved to 29.1 percent at quarter- end versus 35.6 percent at the end of fiscal 2004. * During the quarter, the company reduced debt by $1.3 billion to $13.1 billion, and reduced net debt to $10.5 billion. OUTLOOK For the fourth quarter of 2005, the company expects to achieve EPS from continuing operations excluding special items of $0.45 to $0.47. On a quarter-sequential basis, EPS from continuing operations excluding special items is expected to be lower as a result of lower operating income in Engineered Products & Services primarily due to dynamics in the steel market, lower sequential revenue and the resulting impact on operating income in Electronics, and a modestly higher tax rate for the company. For the full- year, this would result in EPS from continuing operations excluding special items of $1.85 to $1.87. The company expects full-year cash from operating activities of $6.0 to $6.4 billion and free cash flow of $4.2 to $4.6 billion. With respect to fiscal year 2006, the company expects EPS before special items to increase by approximately 10 percent over full-year 2005 results. This outlook reflects a continuation of growth trends the company has been experiencing in the Electronics and Fire & Security segments and the impact this has on operating margins. The company further expects that 2006 free cash flow will exceed net income excluding special items. EPS from continuing operations excluding special items and net debt are non-GAAP financial measures and are described below. ABOUT TYCO INTERNATIONAL Tyco International Ltd. is a global, diversified company that provides vital products and services to customers in five business segments: Fire & Security, Electronics, Healthcare, Engineered Products & Services, and Plastics & Adhesives. With 2004 revenue of $40 billion, Tyco employs approximately 250,000 people worldwide. More information on Tyco can be found at http://www.tyco.com/. CONFERENCE CALL AND WEBCAST The company will hold a conference call for investors today beginning at 8:30 a.m. ET. The call can be accessed in three ways: * At Tyco's website: http://investors.tyco.com/. A replay of the call will be available through Aug. 16, 2005 at the same website. * By telephone dial-in to participate in a "listen-only" mode. The telephone dial-in number for participants in the United States is (888) 428-4470. The telephone dial-in number for participants outside the United States is (612) 332-0228. The access code for all "listen-only" callers is 788520. Investors who do not intend to ask questions should dial this number. * By telephone dial-in with the capability to participate in the question- and-answer portion of the call. The telephone dial-in number for participants in the United States is (888) 423-3276. The telephone dial-in number for participants outside the United States is (612) 332- 0630. An audio replay of the conference call will be available beginning at 12:00 p.m. on Aug. 2, 2005 and ending at 11:59 p.m. on Aug. 9, 2005. The dial-in number for participants in the United States is (800) 475-6701. For participants outside the United States the dial-in number is (320) 365-3844. The replay access code for all callers is 788518. NON-GAAP MEASURES "EPS from continuing operations excluding special items," "free cash flow" (FCF), "organic revenue growth" and "net debt" are non-GAAP measures and should not be considered replacements for GAAP results. The company has forecast its EPS from continuing operations results excluding special items related to divestitures, early retirement of debt, and other income or charges that may mask the underlying results and trends and make it difficult to give investors additional perspective on underlying business results. Because the company cannot predict the amount and timing of such items and the associated charges or gains that will be taken, it is difficult to include the impact of those items in the forecast. The company has forecast its cash flow results excluding any voluntary pension contributions because it has not yet made a determination about the amount and timing of any future such contributions. The difference between cash flows from operating activities (the most comparable GAAP measure) and FCF (the non-GAAP measure) consists mainly of significant cash outflows that the company believes are useful to identify. FCF permits management and investors to gain insight into the number that management employs to measure cash that is free from any significant existing obligation. It is also a significant component in the company's incentive compensation plans. The difference reflects the impact from: * the sale of accounts receivable programs, * net capital expenditures, * acquisition of customer accounts (ADT dealer program), * cash paid for purchase accounting and holdback/earn-out liabilities and, * voluntary pension contributions. See the accompanying tables to this press release for a cash flow statement presented in accordance with GAAP and a reconciliation presenting the components of FCF. The impact from the sale of accounts receivable programs and voluntary pension contributions is added or subtracted from the GAAP measure because this activity is driven by economic financing decisions rather than operating activity. Capital expenditures and the ADT dealer program are subtracted because they represent long-term commitments. Cash paid for purchase accounting and holdback/earn-out liabilities is subtracted from Cash Flow from Operating Activities because these cash outflows are not available for general corporate uses. The limitation associated with using FCF is that it subtracts cash items that are ultimately within management's and the Board of Directors' discretion to direct and that therefore may imply that there is less or more cash that is available for the company's programs than the most comparable GAAP measure. This limitation is best addressed by using FCF in combination with the GAAP cash flow numbers. FCF as presented herein may not be comparable to similarly titled measures reported by other companies. The measure should be used in conjunction with other GAAP financial measures. Investors are urged to read the company's financial statements as filed with the Securities and Exchange Commission, as well as the accompanying tables to this press release that shows all the elements of the GAAP measures of Cash Flows from Operating Activities, Cash Flows from Investing Activities, Cash Flows from Financing Activities and a reconciliation of the company's total cash and cash equivalents for the period. "Organic revenue growth" is a useful measure used by the company to measure the underlying results and trends in the business. The difference between reported net revenue growth (the most comparable GAAP measure) and organic revenue growth (the non-GAAP measure) consists of the impact from foreign currency, acquisitions and divestitures, and other changes that do not reflect the underlying results and trends (for example, revenue reclassifications and changes to the fiscal year). Organic revenue growth is a useful measure of the company's performance because it excludes items that: i) are not completely under management's control, such as the impact of foreign currency exchange; or ii) do not reflect the underlying growth of the company, such as acquisition and divestiture activity, or revenue reclassification. It is also a component of the company's compensation programs. The limitation of this measure is that it excludes items that have an impact on the company's revenue. This limitation is best addressed by using organic revenue growth in combination with the GAAP numbers. See the accompanying tables to this press release for the reconciliation presenting the components of organic revenue growth. Net debt is a non-GAAP measure and should not be considered a replacement for GAAP results. Net debt is total debt (the most comparable GAAP measure) minus cash and cash equivalents. Management believes net debt is an important measure of liquidity, which it uses as a tool to measure the company's ability to meet its future debt obligations. Cash and cash equivalents are subtracted from the GAAP measure because they could be used to reduce our debt obligations. See the accompanying table to this press release for the reconciliation of net debt. The limitation associated with using net debt is that it subtracts cash items and therefore may imply that there is less company debt than the most comparable GAAP measure indicates and may include certain cash items that are not readily available for repaying debt. This limitation is best addressed by using net debt in combination with total debt because net debt may be significantly lower than the GAAP measure. Net debt should be used in conjunction with other GAAP financial measures. FORWARD-LOOKING STATEMENTS This release may contain certain "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are subject to risks, uncertainty and changes in circumstances, which may cause actual results, performance or achievements to differ materially from anticipated results, performance or achievements. All statements contained herein that are not clearly historical in nature are forward-looking and the words "anticipate," "believe," "expect," "estimate," "plan," and similar expressions are generally intended to identify forward-looking statements. The forward-looking statements in this release include statements addressing the following subjects: future financial condition and operating results. Economic, business, competitive and/or regulatory factors affecting Tyco's businesses are examples of factors, among others, that could cause actual results to differ materially from those described in the forward-looking statements. Tyco is under no obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements whether as a result of new information, future events or otherwise. 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. 30, 2004, and Quarterly Report on Form 10-Q for the quarterly period ended April 1, 2005. TYCO INTERNATIONAL LTD. CONDENSED CONSOLIDATED STATEMENTS OF INCOME (in millions, except per share data) (Unaudited) Quarter Ended Nine Months Ended July 1, June 30, July 1, June 30, 2005 2004 2005 2004 Net revenue $10,562 $10,225 $31,083 $29,711 Cost of sales 6,967 6,553 20,516 19,293 Selling, general and administrative expenses 2,015 2,090 6,019 6,174 Goodwill impairment - - 162 - Restructuring and long-lived asset impairment charges, net 2 54 54 134 (Gains) losses and impairments on divestitures, net (301) (3) (284) 82 Operating income 1,879 1,531 4,616 4,028 Interest income 24 16 92 56 Interest expense (199) (224) (626) (715) Other expense, net (179) (36) (915) (38) Income from continuing operations before income taxes and minority interest 1,525 1,287 3,167 3,331 Income taxes (326) (359) (1,002) (886) Minority interest (2) (3) (6) (11) Income from continuing operations 1,197 925 2,159 2,434 Loss from discontinued operations, net of income taxes (4) (2) (65) (9) Net income $1,193 $923 $2,094 $2,425 Basic earnings per common share: Income from continuing operations $0.59 $0.46 $1.07 $1.22 Loss from discontinued operations - - (0.03) (0.01) Net income $0.59 $0.46 $1.04 $1.21 Diluted earnings per common share: Income from continuing operations $0.56 $0.43 $1.02 $1.13 Loss from discontinued operations - - (0.03) - Net income $0.56 $0.43 $0.99 $1.13 Weighted-average number of shares outstanding: Basic 2,015 2,002 2,011 1,999 Diluted 2,149 2,222 2,179 2,222 Income Reconciliation for Diluted EPS: Income from continuing operations $1,197 $925 $2,159 $2,434 Add back of interest expense for convertible debt 16 27 61 86 Income from continuing operations, giving effect to dilutive adjustments 1,213 952 2,220 2,520 Loss from discontinued operations (4) (2) (65) (9) Net income, giving effect to dilutive adjustments $1,209 $950 $2,155 $2,511 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 30, 2004 and Quarterly Reports on Form 10-Q for the quarterly periods ended December 31, 2004 and April 1, 2005. TYCO INTERNATIONAL LTD. RESULTS OF SEGMENTS (in millions) (Unaudited) Quarter Ended July 1, June 30, 2005 2004 NET REVENUE Fire and Security $2,853 $2,858 Electronics 3,120 3,058 Healthcare 2,440 2,260 Engineered Products and Services 1,679 1,608 Plastics and Adhesives 459 435 Corporate and Other 11 6 Total Net Revenue $10,562 $10,225 OPERATING INCOME & MARGIN Fire and Security $301 10.6% $276 9.7% Electronics 512 16.4% 464 15.2% Healthcare 678 27.8% 615 27.2% Engineered Products and Services 178 10.6% 225 14.0% Plastics and Adhesives 20 4.4% 38 8.7% Corporate and Other 190 (87) Operating Income & Margin $1,879 17.8% $1,531 15.0% TYCO INTERNATIONAL LTD. RESULTS OF SEGMENTS (in millions) (Unaudited) Nine Months Ended July 1, June 30, 2005 2004 NET REVENUE Fire and Security $8,609 $8,553 Electronics 9,132 8,742 Healthcare 7,128 6,724 Engineered Products and Services 4,799 4,386 Plastics and Adhesives 1,386 1,289 Corporate and Other 29 17 Total Net Revenue $31,083 $29,711 OPERATING INCOME & MARGIN Fire and Security $895 10.4% $741 8.7% Electronics 1,422 15.6% 1,268 14.5% Healthcare 1,948 27.3% 1,734 25.8% Engineered Products and Services 515 10.7% 462 10.5% Plastics and Adhesives (144) -10.4% 65 5.0% Corporate and Other (20) (242) Operating Income & Margin $4,616 14.9% $4,028 13.6% TYCO INTERNATIONAL LTD. CONDENSED CONSOLIDATED BALANCE SHEETS (in millions) (Unaudited) (Unaudited) September July 1, April 1, 30, 2005 2005 2004 Current Assets: Cash and cash equivalents $2,666 $2,940 $4,467 Accounts receivable, net 7,155 7,176 6,463 Inventories 4,565 4,747 4,365 Prepaid expenses and other current assets 2,589 2,606 2,635 Assets held for sale 28 182 615 Total current assets 17,003 17,651 18,545 Property, plant and equipment, net 9,475 9,649 9,635 Goodwill 25,234 25,488 25,510 Intangible assets, net 5,092 5,200 5,335 Other assets 4,773 4,784 4,642 Total Assets $61,577 $62,772 $63,667 Current Liabilities: Loans payable and current maturities of long-term debt $1,129 $1,913 $2,116 Accounts payable 2,943 2,929 2,698 Accrued and other current liabilities 5,686 5,606 5,815 Liabilities held for sale 3 297 523 Total current liabilities 9,761 10,745 11,152 Long-term debt 12,002 12,497 14,617 Other liabilities 7,710 7,842 7,538 Total liabilities 29,473 31,084 33,307 Minority interest 59 59 68 Shareholders' equity 32,045 31,629 30,292 Total Liabilities and Shareholders' Equity $61,577 $62,772 $63,667 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 30, 2004 and Quarterly Report on Form 10-Q for the quarterly periods ended December 31, 2004 and April 1, 2005. TYCO INTERNATIONAL LTD. CONSOLIDATED STATEMENTS OF CASH FLOWS (in millions) (Unaudited) Quarter Ended Nine Months Ended July 1, June 30, July 1, June 30, 2005 2004 2005 2004 Cash Flows from Operating Activities: Net income $1,193 $923 $2,094 $2,425 Loss from discontinued operations 4 2 65 9 Income from continuing operations 1,197 925 2,159 2,434 Adjustments to reconcile net cash provided by operating activities: Non-cash restructuring and long- lived asset impairment charges, net (13) 7 25 21 (Gains) losses and impairments on divestitures, net (294) (7) (281) 78 Goodwill impairment - - 162 - Depreciation and amortization 528 549 1,606 1,643 Deferred income taxes 30 47 102 224 Provision for losses on accounts receivable and inventory 63 74 194 246 Loss on the retirement of debt 179 38 908 43 Other non-cash items 33 68 91 105 Changes in assets and liabilities, net of the effects of acquisitions and divestitures: Accounts receivable, net (179) (101) (742) (174) Decrease in sale of accounts receivable - (461) (15) (533) Inventories 80 (119) (293) (260) Accounts payable 68 (16) 228 (35) Accrued and other liabilities 14 210 (44) 192 Other (116) (92) 8 (25) Net cash provided by operations 1,590 1,122 4,108 3,959 Cash Flows from Investing Activities: Capital expenditures, net (323) (236) (935) (673) Acquisition of businesses, net of cash acquired (5) - (15) (14) Acquisition of customer accounts (ADT dealer program) (92) (56) (227) (187) Purchase accounting and holdback/earn-out liabilities (6) (11) (30) (83) Divestiture of businesses, net of cash retained by businesses sold 121 46 303 145 (Increase) decrease in investments (37) 410 (153) 393 Decrease in restricted cash 2 112 5 303 Other (23) (18) (27) (12) Net cash (used in) provided by investing activities (363) 247 (1,079) (128) Cash Flows from Financing Activities: Net repayments of debt (1,365) (490) (4,522) (4,020) Proceeds from exercise of share options 53 66 171 125 Dividends paid (202) (25) (427) (75) Other (3) - (20) (21) Net cash used in financing activities (1,517) (449) (4,798) (3,991) Effect of currency translation on cash (15) (5) 33 26 Cash flows from discontinued operations 31 7 (65) (30) Net (decrease) increase in cash and cash equivalents (274) 922 (1,801) (164) Cash and cash equivalents at beginning of period 2,940 3,100 4,467 4,186 Cash and cash equivalents at end of period $2,666 $4,022 $2,666 $4,022 Reconciliation to "Free Cash Flow": Net cash provided by operating activities $1,590 $1,122 $4,108 $3,959 Decrease in sale of accounts receivable - 461 15 533 Capital expenditures, net (323) (236) (935) (673) Acquisition of customer accounts (ADT dealer program) (92) (56) (227) (187) Cash paid for purchase accounting and holdback/earn-out liabilities (6) (11) (30) (83) Voluntary pension contributions 82 173 82 173 Free Cash Flow $1,251 $1,453 $3,013 $3,722 NOTE: Free cash flow is a non-GAAP measure. See description of non-GAAP measures contained in this release. TYCO INTERNATIONAL LTD. ORGANIC REVENUE GROWTH RECONCILIATION (in millions) (Unaudited) Quarter Ended July 1, 2005 Foreign Acquisition / Net Revenue Currency Divestiture Fire and Security $2,853 -0.2% $70 2.4% $(81) -2.8% Electronics 3,120 2.0% 74 2.4% (87) -3.0% Healthcare 2,440 8.0% 36 1.6% (4) -0.1% Engineered Products and Services 1,679 4.4% 48 3.0% (3) -0.2% Plastics and Adhesives 459 5.5% 3 0.7% 3 0.6% Corporate and Other 11 NM - NM 5 NM Total Net Revenue $10,562 3.3% $231 2.3% $(167) -1.7% TYCO INTERNATIONAL LTD. ORGANIC REVENUE GROWTH RECONCILIATION (in millions) (Unaudited) Quarter Ended July 1, 2005 Net Revenue Organic for the Revenue Quarter Ended Other Growth June 30, 2004 Fire and Security $- 0.0% $6 0.2% $2,858 Electronics (18)(1) -0.6% 93 3.2% 3,058 Healthcare - 0.0% 148 6.5% 2,260 Engineered Products and Services - 0.0% 26 1.6% 1,608 Plastics and Adhesives 20 (2) 4.6% (2) -0.4% 435 Corporate and Other - NM - NM 6 Total Net Revenue $2 0.0% $271 2.7% $10,225 Nine Months Ended July 1, 2005 Foreign Acquisition / Net Revenue Currency Divestiture Fire and Security $8,609 0.7% $244 2.9% $(245) -2.9% Electronics 9,132 4.5% 269 3.1% (260) -3.0% Healthcare 7,128 6.0% 130 1.9% (16) -0.2% Engineered Products and Services 4,799 9.4% 139 3.2% (12) -0.3% Plastics and Adhesives 1,386 7.5% 9 0.7% 4 0.2% Corporate and Other 29 NM - NM 12 NM Total Net Revenue $31,083 4.6% $791 2.7% $(517) -1.9% Nine Months Ended July 1, 2005 Net Revenue Organic for the Nine Revenue Months Ended Other Growth June 30, 2004 Fire and Security $- 0.0% $57 0.7% $8,553 Electronics 71 (1) 0.8% 310 3.6% 8,742 Healthcare - 0.0% 290 4.3% 6,724 Engineered Products and Services (18)(3) -0.5% 304 7.0% 4,386 Plastics and Adhesives 59 (2) 4.7% 25 1.9% 1,289 Corporate and Other - NM - NM 17 Total Net Revenue $112 0.4% $986 3.4% $29,711 (1) Effective October 1, 2004, Tyco changed its fiscal year from a calendar year to a 52/53-week year and conformed the closing periods of certain subsidiaries. (2) Amounts relate to a reclassification of customer reimbursed freight costs from revenue to cost of goods sold. (3) Amount relates to the deconsolidation of several joint ventures as a result of the adoption of FIN 46R during the second quarter of fiscal 2004. NOTE: Organic revenue growth is a non-GAAP measure. See description of non-GAAP measures contained in this release. TYCO INTERNATIONAL LTD. NET DEBT RECONCILIATION (in millions) (Unaudited) Quarter Ended Nine Months Ended July 1, 2005 July 1, 2005 Total debt at beginning of period $14,410 $16,733 Net debt repayments (1,193) (3,642) Currency translation adjustments on debt (136) (13) Other 50 53 Total debt at end of period 13,131 13,131 Less: cash and cash equivalents at end of period (2,666) (2,666) Net debt at end of period $10,465 $10,465 NOTE: Net debt is a non-GAAP measure. See description of non-GAAP measures contained in this release. TYCO INTERNATIONAL LTD. CHARGES SUMMARY (in millions) (Unaudited) For the Quarter Ended July 1, 2005 Engineered Products Plastics Fire and and and Security Electronics Healthcare Services Adhesives Income GAAP $301 $512 $678 $178 $20 Divestiture Losses/(Gains) 6 - - - - Debt Retirement - - - - - For the Nine Months Ended July 1, 2005 Engineered Products Plastics Fire and and and Security Electronics Healthcare Services Adhesives Income (Loss) GAAP $895 $1,422 $1,948 $515 ($144) Divestiture Losses/(Gains) 12 - 8 (1) - Debt Retirement - - - - - Impairment Charges - - - - 202 SEC Investigation - - - - - TYCO INTERNATIONAL LTD. CHARGES SUMMARY (in millions) (Unaudited) For the Quarter Ended July 1, 2005 Corporate Interest Other and Operating Expense, Expense, Income Other Income net net Taxes Income GAAP $190 $1,879 ($175) ($179) ($326) Divestiture Losses/(Gains) (307) (301) - - (25) Debt Retirement - - - 179 - For the Nine Months Ended July 1, 2005 Interest Other Corporate Operating Expense, Expense, Income and Other Income net net Taxes Income (Loss) GAAP ($20) $4,616 ($534) ($915) ($1,002) Divestiture Losses / (Gains) (300) (281) - - (31) Debt Retirement - - - 908 - Impairment Charges - 202 - - (21) SEC Investigation 50 50 - - - TYCO INTERNATIONAL LTD. CHARGES SUMMARY (in millions) (Unaudited) For the Quarter Ended July 1, 2005 Income Diluted EPS Add back from from Convertible Minority Continuing Continuing Interest Interest Operations Operations Expense Income GAAP ($2) $1,197 $0.564 $16 Divestiture Losses/(Gains) - (326) ($0.152) - Debt Retirement - 179 $0.083 - Diluted Shares Outstanding 2,149 For the Nine Months Ended July 1, 2005 Income Diluted EPS Add back from from Convertible Minority Continuing Continuing Interest Interest Operations Operations Expense Income (Loss) GAAP ($6) $2,159 $1.019 $61 Divestiture Losses/(Gains) - (312) ($0.143) - Debt Retirement - 908 $0.417 - Impairment Charges - 181 $0.083 - SEC Investigation - 50 $0.023 - Diluted Shares Outstanding 2,179 DATASOURCE: Tyco International Ltd. CONTACT: Marty Dauer, Media Relations, +1-609-720-4385, or Ed Arditte, Investor Relations, +1-609-720-4621, or John Roselli, Investor Relations, +1- 609-720-4624, all of Tyco International Ltd. Web site: http://www.tyco.com/ Company News On-Call: http://www.prnewswire.com/comp/897850.html

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