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80
($ IN MILLIONS, EXCEPT PER SHARE DATA)
YEAR ENDED SEPTEMBER 30, 2002 (1) 2001 (2)
Net revenues $36,054.6 $40,106.1
(Loss) income from continuing
operations (2,841.0) 3,838.2
Net (loss) income (9,182.3) 3,139.6
Basic (loss) earnings per
common share:
(Loss) income from continuing
operations $««««««(1.42) $«««««««1.95
Net (loss) income (4.60) 1.60
Diluted (loss) earnings per
common share:
(Loss) income from continuing
operations $««««««(1.42) $«««««««1.93
Net (loss) income (4.60) 1.58
(1) Includes charges for the impairment of long-lived assets of $3,309.5 million; net
restructuring and other charges of $1,874.7 million; goodwill impairment charges of
$1,343.7 million; a loss on investments of $270.8 million; a net gain on the sale of
businesses of $23.6 million; gain on the early extinguishment of debt of $30.6 mil-
lion; loss from discontinued operations of $6,282.5 million, net of tax; and a loss on
the sale of discontinued operations of $58.8 million, net of tax. Excludes charges of
$17.8 million for the write off of purchased in-process research and development
associated with the acquisitions of Sensormatic and DSC discussed in Note 7.
(2) Includes a net gain on sale of businesses of $410.4 million related primarily to the
sale of ADT Automotive; a loss of $133.8 million related to the write down of an
investment; a net gain of $24.5 million on the sale of shares of a subsidiary; charges
for the impairment of long-lived assets of $120.1 million; net restructuring and other
charges totaling $585.3 million; loss on the early extinguishment of debt of $26.3
million; income from discontinued operations of $252.5 million, net of tax; and
cumulative effect of accounting changes of $683.4 million, net of tax. Excludes a
charge of $184.3 million for the write off of purchased in-process research and
development associated with the acquisition of Mallinckrodt discussed in Note 7.
FISCAL 2001
During fiscal 2001, the Company purchased approximately 240
companies for an aggregate cost of $9,339.7 million, consisting of
$5,319.2 million in cash, net of $343.4 million of cash acquired,
the issuance of approximately 78.2 million common shares
valued at $3,904.6 million, plus the fair value of stock options
assumed of $115.9 million. Fiscal 2001 purchase acquisitions
include, among others, Mallinckrodt Inc., CIGI Investment
Group, Inc., InnerDyne, Inc., LPS, Simplex Time Recorder Co.,
Scott, and the electronic security systems businesses of
Cambridge Protection Industries, LLC. In addition, during fiscal
2001 Tyco paid $798.1 million for approximately 1.0 million
customer contracts for electronic security services through the
ADT dealer program.
In connection with these acquisitions, the Company recorded
purchase accounting liabilities of $1,021.3 million for the costs
of integrating the acquired companies and transaction costs.
Also during fiscal 2001, Tyco purchased CIT for an aggregate
cost of $9,455.5 million, consisting of $2,486.4 million in cash,
net of $2,156.4 million of cash acquired, and the issuance of
approximately 133.0 million common shares valued at $6,650.5
million, plus the fair value of options assumed of $318.6 mil-
lion. CIT was subsequently disposed of in fiscal 2002 and has
been presented as discontinued operations (see Note 11).
The cash portions of the acquisition costs were funded uti-
lizing net proceeds from the issuance of long-term debt and
Tyco common shares and net proceeds from the disposal of
businesses. Fair value of debt of acquired companies aggregated
$40,643.2 million, including $39,050.9 million of debt of CIT.
During fiscal 2001, $773.0 million of cash was paid during
the year for purchase accounting liabilities related to current
and prior years’ acquisitions. In addition, the Company paid
approximately $105.7 million relating to holdback and earn-out
liabilities primarily related to certain prior year acquisitions.
TYCO INTERNATIONAL LTD.
Notes to Consolidated Financial Statements
The following unaudited pro forma data summarize the
results of operations for the periods indicated as if fiscal 2002
and 2001 acquisitions and divestitures and the amalgamation
with TyCom had been completed as of the beginning of the
periods presented. The pro forma data give effect to actual
operating results prior to the acquisitions and adjustments to
interest expense and income taxes. No effect has been given to
cost reductions or operating synergies in this presentation.
These pro forma amounts do not purport to be indicative of
the results that would have actually been achieved if the acqui-
sitions, divestitures and amalgamation had occurred as of the
beginning of the periods presented or that may be achieved in
the future.