10-QPeriod: Q3 FY2015

DANAHER CORP /DE/ Quarterly Report for Q3 Ended Oct 2, 2015

Filed October 22, 2015For Securities:DHR

Summary

Danaher Corporation's (DHR) third quarter 2015 report highlights significant strategic initiatives and the ongoing impact of acquisitions. The company is actively preparing for a separation into two independent publicly traded companies in 2016, aiming to create a science and technology firm and a diversified industrial company. This separation is a major focus, with management anticipating significant benefits. The quarter was also marked by the substantial acquisition of Pall Corporation for approximately $13.6 billion, significantly expanding Danaher's Life Sciences & Diagnostics segment. While this acquisition offers growth opportunities, it also contributed to increased operating expenses and a lower operating profit margin for the quarter. The company also reported the disposition of its communications business, which resulted in a significant non-cash gain.

Key Highlights

  • 1Danaher is planning a tax-free separation into two independent companies in 2016: a science and technology company ('New Danaher') and a diversified industrial company ('NewCo').
  • 2The company completed the acquisition of Pall Corporation for approximately $13.6 billion, a major strategic move that significantly expands its Life Sciences & Diagnostics segment.
  • 3The disposition of the communications business (part of the Test & Measurement segment) to NetScout resulted in a reported non-cash gain of $813 million.
  • 4Sales from existing businesses grew by 3.0% year-over-year in Q3 2015, indicating underlying operational strength despite currency headwinds.
  • 5Foreign currency exchange rates negatively impacted reported sales by approximately 7.0% in Q3 2015 due to the strength of the U.S. dollar.
  • 6Operating profit margins for the quarter decreased to 15.9% from 18.4% in the prior year, largely due to acquisition-related costs (Pall), separation costs, and incremental investments.
  • 7Cash flow from operations remained strong, providing $2.5 billion for the nine months ended October 2, 2015, supporting the significant investing activities, including acquisitions.

Frequently Asked Questions

The decrease in operating profit margins from 18.4% to 15.9% was primarily driven by the incremental net dilutive effect of newly acquired businesses (including Pall), acquisition-related transaction costs, change in control payments, and fair value adjustments to acquired inventory related to the Pall Acquisition. Additionally, costs associated with the planned separation into two companies and incremental year-over-year investments in new product development and sales/marketing initiatives also contributed to the margin compression.

The acquisition of Pall Corporation, a significant event for Danaher, was financed with a substantial amount of debt and cash. While Pall is expected to provide future sales and earnings growth opportunities and is now part of the Life Sciences & Diagnostics segment, its integration led to increased acquisition-related costs and a dilutive effect on operating profit margins in the short term. Pall generated approximately $2.8 billion in revenue in its prior fiscal year and is expected to yield significant cost synergies through the Danaher Business System.

Danaher announced its intention to separate into two independent publicly traded companies in May 2015, with a target completion in 2016. One company will be a science and technology-focused entity retaining the Danaher name, and the other will be a diversified industrial company. This separation is expected to unlock value by allowing each entity to focus on its distinct strategic priorities and markets. Investors should monitor the progress of this separation, as it represents a significant strategic shift for the company and will reshape its future financial reporting and operational focus.

Foreign currency exchange rates had a notable negative impact on Danaher's reported results. For the third quarter of 2015, currency exchange rates adversely impacted reported sales by approximately 7.0% year-over-year. The company projects that if current exchange rates persist, it could reduce full-year 2015 sales by approximately 6.0%. This is primarily attributed to the strength of the U.S. dollar against most major currencies.