WASHINGTON, Oct. 22,
2024 /PRNewswire/ -- Danaher Corporation
(NYSE: DHR) (the "Company") today announced results for the
quarter ended September 27, 2024. All results in this
release reflect only continuing operations unless otherwise
noted.
Key Third Quarter 2024 Results
- Net earnings were $818 million,
or $1.12 per diluted common share and
non-GAAP adjusted diluted net earnings per common share were
$1.71.
- Revenues increased 3.0% year-over-year to $5.8 billion and non-GAAP core revenue increased
0.5%.
- Operating cash flow was $1.5
billion and non-GAAP free cash flow was $1.2 billion.
Rainer M. Blair, President and
Chief Executive Officer, stated, "Our team delivered strong third
quarter results, including better-than-expected revenue growth. We
were especially pleased with the continued positive momentum in our
bioprocessing business and believe Cepheid gained market share in
molecular testing again this quarter."
Blair continued, "Looking ahead, we believe the combination of
our leading portfolio and DBS-driven execution differentiates
Danaher and provides a strong foundation for sustainable long-term
value creation while helping to meaningfully improve human
health."
Fourth Quarter and Full Year 2024 Outlook
The Company provides forecasted sales only on a non-GAAP core
revenue basis because of the difficulty in estimating the other
components of GAAP revenue, such as currency translation,
acquisitions and divested product lines.
For the fourth quarter 2024, the Company anticipates that
non-GAAP core revenue will decline low-single digits
year-over-year. For full year 2024, the Company continues to expect
that non-GAAP core revenue will be down low-single digits
year-over-year.
Conference Call and Webcast Information
Danaher will discuss its third quarter results and financial
guidance for the fourth quarter and full year 2024 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 related 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 +1 203-518-9765 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: DHRQ324). A
replay of the conference call will be available shortly after the
conclusion of the call and until November 5,
2024. 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 leading global life sciences and diagnostics
innovator, committed to accelerating the power of science and
technology to improve human health. Our businesses partner closely
with customers to solve many of the most important health
challenges impacting patients around the world. Danaher's advanced
science and technology - and proven ability to innovate - help
enable faster, more accurate diagnoses and help reduce the time and
cost needed to sustainably discover, develop and deliver
life-changing therapies. Focused on scientific excellence,
innovation and continuous improvement, our approximately 63,000
associates worldwide help ensure that Danaher is improving quality
of life for billions of people today, while setting the foundation
for a healthier, more sustainable tomorrow. Explore more at
www.danaher.com.
NON-GAAP MEASURES AND SUPPLEMENTAL MATERIALS
In addition to the financial measures prepared in accordance
with U.S. generally accepted accounting principles (GAAP), this
earnings release also contains non-GAAP financial measures.
Calculations of these measures, explanations of what these measures
represent, 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 statements regarding the anticipated financial
results for the fourth quarter and full year 2024, the Company's
positioning for sustainable long-term 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:
unanticipated, further declines in demand for our COVID-19 related
products, the impact of global health crises, the impact of our
debt obligations on our operations and liquidity, deterioration of
or instability in the global economy, the markets we serve and the
financial markets, uncertainties with respect to the development,
deployment, and use of artificial intelligence in our business and
products, 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, 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 our manufacturing operations and 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 and other impacts relating to man-made and natural
disasters, 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 2023 Annual Report on Form 10-K and Quarterly Report
on Form 10-Q for the third quarter of 2024. 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
|
|
Nine-Month Period
Ended
|
|
|
September 27,
2024
|
|
September 29,
2023
|
|
September 27,
2024
|
|
September 29,
2023
|
|
Sales
|
$
5,798
|
|
$
5,624
|
|
$
17,337
|
|
$
17,485
|
|
Cost of
sales
|
(2,397)
|
|
(2,349)
|
|
(7,021)
|
|
(7,230)
|
|
Gross profit
|
3,401
|
|
3,275
|
|
10,316
|
|
10,255
|
|
Operating
costs:
|
|
|
|
|
|
|
|
|
Selling, general and
administrative
expenses
|
(2,060)
|
|
(1,728)
|
|
(5,736)
|
|
(5,294)
|
|
Research and
development
expenses
|
(383)
|
|
(362)
|
|
(1,142)
|
|
(1,096)
|
|
Operating
profit
|
958
|
|
1,185
|
|
3,438
|
|
3,865
|
|
Nonoperating income
(expense):
|
|
|
|
|
|
|
|
|
Other income
(expense), net
|
102
|
|
(47)
|
|
7
|
|
(38)
|
|
Interest
expense
|
(87)
|
|
(70)
|
|
(217)
|
|
(201)
|
|
Interest
income
|
4
|
|
79
|
|
103
|
|
186
|
|
Earnings before income
taxes
|
977
|
|
1,147
|
|
3,331
|
|
3,812
|
|
Income taxes
|
(159)
|
|
(207)
|
|
(518)
|
|
(712)
|
|
Net earnings from
continuing
operations
|
818
|
|
940
|
|
2,813
|
|
3,100
|
|
Earnings from
discontinued
operations, net of income taxes
|
—
|
|
189
|
|
—
|
|
585
|
|
Net earnings
|
818
|
|
1,129
|
|
2,813
|
|
3,685
|
|
Mandatory convertible
preferred stock
dividends
|
—
|
|
—
|
|
—
|
|
(21)
|
|
Net earnings
attributable to common
stockholders
|
$
818
|
|
$
1,129
|
|
$
2,813
|
|
$
3,664
|
|
Net earnings per common
share from
continuing operations:
|
|
|
|
|
|
|
|
|
Basic
|
$
1.13
|
|
$
1.27
|
|
$
3.83
|
|
$
4.19
|
|
Diluted
|
$
1.12
|
|
$
1.26
|
|
$
3.80
|
(a)
|
$
4.15
|
|
Net earnings per common
share from
discontinued operations:
|
|
|
|
|
|
|
|
|
Basic
|
$
—
|
|
$
0.26
|
|
$
—
|
|
$
0.80
|
|
Diluted
|
$
—
|
|
$
0.25
|
|
$
—
|
|
$
0.79
|
(a)
|
Net earnings per common
share:
|
|
|
|
|
|
|
|
|
Basic
|
$
1.13
|
|
$
1.53
|
|
$
3.83
|
|
$
4.98
|
(a)(b)
|
Diluted
|
$
1.12
|
|
$
1.51
|
|
$
3.80
|
(a)
|
$
4.94
|
|
Average common stock
and common
equivalent shares outstanding:
|
|
|
|
|
|
|
|
|
Basic
|
723.0
|
|
739.4
|
|
733.8
|
|
735.4
|
|
Diluted
|
729.4
|
|
745.9
|
|
740.1
|
|
742.1
|
|
|
|
(a)
|
Net earnings per common
share amounts for the relevant three-month periods do not add to
the nine-month period amount due to rounding.
|
(b)
|
Net earnings per common
share amounts do not add 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
|
|
Nine-Month Period
Ended
|
|
September 27,
2024
|
|
September 29,
2023
|
|
September 27,
2024
|
|
September 29,
2023
|
Diluted Net Earnings
Per Common Share
From Continuing Operations (GAAP)
|
$
1.12
|
|
$
1.26
|
|
$
3.80
|
|
$
4.15
|
Amortization of
acquisition-related
intangible assets A
|
0.57
|
|
0.49
|
|
1.65
|
|
1.49
|
Fair value net (gains)
losses on
investments B
|
(0.14)
|
|
0.06
|
|
(0.01)
|
|
0.06
|
Impairments
C
|
0.30
|
|
—
|
|
0.30
|
|
0.06
|
Acquisition-related
items D
|
—
|
|
—
|
|
0.03
|
|
—
|
Tax effect of the
above adjustments E
|
(0.14)
|
|
(0.10)
|
|
(0.37)
|
|
(0.30)
|
Discrete tax
adjustments F
|
—
|
|
0.01
|
|
(0.06)
|
|
0.03
|
Rounding
|
—
|
|
—
|
|
—
|
|
0.01
|
Adjusted Diluted Net
Earnings Per
Common Share From Continuing
Operations (Non-GAAP)
|
$
1.71
|
|
$
1.72
|
|
$
5.34
|
|
$
5.50
|
|
|
1
|
For the nine-month
period ended September 29, 2023, each of the per share amounts
above have been calculated assuming the Mandatory Convertible
Preferred Stock ("MCPS") had been converted into shares of common
stock prior to their conversion on April 17, 2023. Net
earnings from continuing operations per diluted common share for
the relevant three-month periods may not add to the year-to-date
amounts due to rounding.
|
Notes to
Reconciliation of GAAP to Non-GAAP Financial
Measures
|
|
A
|
Amortization of
acquisition-related intangible assets in the following historical
periods ($ in millions) (only the pretax amounts set forth below
are reflected in the amortization line item above):
|
|
|
|
Three-Month Period
Ended
|
|
Nine-Month Period
Ended
|
|
September 27,
2024
|
|
September 29,
2023
|
|
September 27,
2024
|
|
September 29,
2023
|
Pretax
|
$
414
|
|
$
367
|
|
$
1,223
|
|
$
1,111
|
After-tax
|
341
|
|
301
|
|
1,008
|
|
909
|
|
|
B
|
Net (gains) losses on
the Company's equity and limited partnership investments recorded
in the following historical periods ($ in millions) (only the
pretax amounts set forth below are reflected in the fair value net
(gains) losses on investments line above):
|
|
|
|
Three-Month Period
Ended
|
|
Nine-Month Period
Ended
|
|
September 27,
2024
|
|
September 29,
2023
|
|
September 27,
2024
|
|
September 29,
2023
|
Pretax
|
$
(103)
|
|
$
48
|
|
$
(7)
|
|
$
43
|
After-tax
|
(82)
|
|
36
|
|
(9)
|
|
32
|
|
|
C
|
Impairment charges
related to a trade name in the Life Sciences segment recorded in
the three and nine-month periods ended September 27, 2024
($222 million pretax as reported in this line item, $169 million
after-tax) and technology and other assets in the Biotechnology
segment recorded in the nine-month period ended September 29,
2023 ($42 million pretax as reported in this line item, $32 million
after-tax).
|
D
|
Costs incurred for the
fair value adjustment to inventory related to the acquisition of
Abcam plc for the nine-month period ended September 27, 2024
($25 million pretax as reported in this line item, $19 million
after-tax).
|
E
|
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.
|
F
|
There were no discrete
tax adjustments and other tax-related adjustments for the
three-month period ended September 27, 2024 as excess tax
benefits from stock-based compensation were offset by other
discrete tax charges. Discrete tax adjustments and other
tax-related adjustments for the nine-month period ended
September 27, 2024, include net discrete tax benefits of $45
million related primarily to excess tax benefits from stock-based
compensation, release of reserves for uncertain tax positions due
to the expiration of statutes of limitation and changes in
estimates associated with prior period uncertain tax
positions. Discrete tax adjustments and other tax-related
adjustments for the three-month period ended September 29,
2023, include the impact of a net discrete tax charge of $5 million
due principally to tax costs related to the separation of the
Environmental & Applied Solutions business and changes in
estimates associated with prior period uncertain tax positions,
partially offset by excess tax benefits from stock
compensation. Discrete tax adjustments and other tax-related
adjustments for the nine-month period ended September 29,
2023, include the impact of a net discrete tax charge of $24
million due principally to tax costs related to the 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.
|
Average and Adjusted
Average Common Stock and Common Equivalent Diluted Shares
Outstanding
|
(shares in
millions)
|
|
|
Three-Month Period
Ended
|
|
Nine-Month Period
Ended
|
|
September 27,
2024
|
|
September 29,
2023
|
|
September 27,
2024
|
|
September 29,
2023
|
Average common stock
and common
equivalent shares outstanding - diluted
(GAAP) 2
|
729.4
|
|
745.9
|
|
740.1
|
|
742.1
|
Converted shares
3
|
—
|
|
—
|
|
—
|
|
3.4
|
Adjusted average common
stock and
common equivalent shares outstanding -
diluted (non-GAAP)
|
729.4
|
|
745.9
|
|
740.1
|
|
745.5
|
|
|
2
|
The impact of the MCPS
calculated under the if-converted method was anti-dilutive for the
nine-month period ended September 29, 2023, and as such, 3.4
million weighted average shares underlying the MCPS were excluded
from the calculation of diluted EPS and the related MCPS dividends
of $21 million were included in the calculation of net earnings for
diluted EPS. As of April 17, 2023, all outstanding shares of
the MCPS converted into 8.6 million shares of the Company's
common stock.
|
3
|
The number of converted
shares assumes the conversion of all MCPS and issuance of the
underlying shares applying the "if-converted" method of accounting
and using the actual conversion rates as of September 29,
2023.
|
Sales Growth
(Decline) by Segment and Core Sales Growth (Decline) by
Segment
|
|
|
% Change Three-Month
Period Ended September 27, 2024 vs. Comparable
2023 Period
|
|
|
|
Segments
|
|
Total
Company
|
|
Biotechnology
|
|
Life
Sciences
|
|
Diagnostics
|
Total sales growth
(decline) (GAAP)
|
3.0 %
|
|
(0.5) %
|
|
4.5 %
|
|
5.0 %
|
Impact of:
|
|
|
|
|
|
|
|
Acquisitions
|
(2.5) %
|
|
— %
|
|
(7.0) %
|
|
— %
|
Currency exchange
rates
|
— %
|
|
0.5 %
|
|
0.5 %
|
|
— %
|
Core sales growth
(decline) (non-GAAP)
|
0.5 %
|
|
— %
|
|
(2.0) %
|
|
5.0 %
|
|
|
|
% Change Nine-Month
Period Ended September 27, 2024 vs. Comparable
2023 Period
|
|
|
|
Segments
|
|
Total
Company
|
|
Biotechnology
|
|
Life
Sciences
|
|
Diagnostics
|
Total sales (decline)
growth (GAAP)
|
(1.0) %
|
|
(9.5) %
|
|
1.5 %
|
|
4.0 %
|
Impact of:
|
|
|
|
|
|
|
|
Acquisitions
|
(2.0) %
|
|
— %
|
|
(6.5) %
|
|
— %
|
Currency exchange
rates
|
1.0 %
|
|
1.0 %
|
|
1.5 %
|
|
1.0 %
|
Core sales (decline)
growth (non-GAAP)
|
(2.0) %
|
|
(8.5) %
|
|
(3.5) %
|
|
5.0 %
|
Forecasted Core
Sales Decline
|
|
|
% Change
Three-Month
Period Ending December 31,
2024 vs. Comparable 2023
Period
|
|
% Change Year
Ending
December 31, 2024 vs.
Comparable 2023 Period
|
Core sales decline
(non-GAAP)
|
-Low-single
digit
|
|
-Low-single
digit
|
Cash Flow from
Continuing Operations and Free Cash Flow from Continuing
Operations
|
($ in
millions)
|
|
|
Three-Month Period
Ended
|
|
Year-over-
Year
Change
|
|
September 27,
2024
|
|
September 29,
2023
|
|
Total Cash Flow from
Continuing Operations:
|
|
|
|
|
|
Net cash provided by
operating activities from continuing operations
(GAAP)
|
$
1,513
|
|
$
1,447
|
|
|
Total cash used in
investing activities from continuing operations
(GAAP)
|
$
(606)
|
|
$
(315)
|
|
|
Total cash (used in)
provided by financing activities from continuing
operations (GAAP)
|
$
(845)
|
|
$
2,443
|
|
|
|
|
|
|
|
|
Free Cash Flow from
Continuing Operations:
|
|
|
|
|
|
Net cash provided by
operating activities from continuing operations
(GAAP)
|
$
1,513
|
|
$
1,447
|
|
~
4.5 %
|
Less: payments for
additions to property, plant & equipment (capital
expenditures) from continuing operations (GAAP)
|
(298)
|
|
(354)
|
|
|
Plus: proceeds from
sales of property, plant & equipment (capital
disposals) from continuing operations (GAAP)
|
11
|
|
4
|
|
|
Free cash flow from
continuing operations (non-GAAP)
|
$
1,226
|
|
$
1,097
|
|
~ 12.0 %
|
We define free cash flow from continuing operations as operating
cash flows from continuing operations, less payments for additions
to property, plant and equipment from continuing operations
("capital expenditures") plus the proceeds from sales of plant,
property and equipment from continuing operations ("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, 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 from continuing operations (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).
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 from Continuing Operations 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 from Continuing
Operations, 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.
- With respect to adjusted average common stock and common
equivalent shares outstanding, Danaher's MCPS 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 from Continuing
Operations, we apply the "if converted" method of share dilution to
the MCPS 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 the net impact on Danaher's
earnings per share-related measures irrespective of the
period.
- With respect to core sales, (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 deduct 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 core
revenue basis because of the difficulty in estimating the other
components of GAAP revenue, such as currency translation,
acquisitions and divested product lines.
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SOURCE Danaher Corporation