Teledyne Technologies Reports First Quarter Results

All forward-looking statements speak only as of the date they are made and are based on information available at that time. Neither Teledyne nor FLIR assumes any obligation to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements were made or to reflect the occurrence of unanticipated events except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.

Additional Information and Where to Find It

In connection with the proposed transaction between Teledyne Technologies Incorporated (“Teledyne”) and FLIR, Teledyne has filed with the Securities and Exchange Commission (the “SEC”) a Registration Statement on Form S-4 , as amended by Amendment No. 1, that includes a joint proxy statement of Teledyne and FLIR and a prospectus of Teledyne, as well as other relevant documents concerning the proposed transaction. The Registration Statement on Form S-4 became effective on April 12, 2021. The proposed transaction involving Teledyne and FLIR will be submitted to Teledyne’s stockholders and FLIR’s stockholders for their consideration. Stockholders of Teledyne and stockholders of FLIR are urged to read the registration statement and the joint proxy statement/prospectus regarding the transaction when they become available and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they will contain important information.

Stockholders may obtain a free copy of the definitive joint proxy statement/prospectus, as well as other filings containing information about Teledyne and FLIR, without charge, at the SEC’s website ( http://www.sec.gov). Copies of the joint proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, without charge, by directing a request to Teledyne, Attn: Investor Relations, 1049 Camino Dos Rios, Thousand Oaks, California 91360, or to FLIR, Attn: Corporate Secretary, 1201 S Joyce St, Arlington, Virginia 22202.

Participants in the Solicitation

Teledyne, FLIR and certain of their respective directors, executive officers and employees may be deemed to be participants in the solicitation of proxies in connection with the proposed transaction. Information regarding Teledyne’s directors and executive officers is available in its definitive proxy statement for its 2020 Annual Meeting, which was filed with the SEC on March 10, 2020, its Annual Report on Form 10-K for the year ended January 3, 2021, which was filed with the SEC on February 25, 2021, and certain of its Current Reports on Form 8-K. Information regarding FLIR’s directors and executive officers is available in its definitive proxy statement, which was filed with the SEC on March 11, 2020, and certain of its Current Reports on Form 8-K. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the joint proxy statement/prospectus and other relevant materials filed with the SEC. Free copies of this document may be obtained as described in the preceding paragraph.

No Offer or Solicitation

This communication shall not constitute an offer to sell or the solicitation of an offer to sell or an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933.

A live webcast of Teledyne’s first quarter earnings conference call will be held at 11:00 a.m. (Eastern) on Wednesday, April 28, 2021. To access the call, go to www.teledyne.com/investors/events-and-presentations approximately ten minutes before the scheduled start time. A replay will also be available for one month starting at 12:00 p.m. (Eastern) on Wednesday, April 28, 2021.


TELEDYNE TECHNOLOGIES INCORPORATED CONDENSED CONSOLIDATED STATEMENTS OF INCOME FOR THE THREE MONTHS ENDED APRIL 4, 2021 AND MARCH 29, 2020 (Unaudited - in millions, except per share amounts)

	First Quarter			First Quarter
	2021			2020
Net sales	$	805.7		$	784.6
Costs and expenses:
Costs of sales	492.5			492.6
Selling, general and administrative expenses	178.0			188.0
Total costs and expenses	670.5			680.6
Operating income	135.2			104.0
Interest and debt expense, net	(35.7		)	(4.1		)
Non-service retirement benefit income	2.8			2.5
Other expense, net	(1.0		)	(1.4		)
Income before income taxes	101.3			101.0
Provision for income taxes	16.6			18.8
Net income	$	84.7		$	82.2

Diluted earnings per common share	$	2.23		$	2.17

Weighted average diluted common shares outstanding	38.0			37.8


TELEDYNE TECHNOLOGIES INCORPORATED SUMMARY OF SEGMENT NET SALES AND OPERATING INCOME FOR THE THREE MONTHS ENDED APRIL 4, 2021 AND MARCH 29, 2020 (Unaudited - in millions)

	First Quarter			First Quarter			% Change
	2021			2020			% Change
Net sales:
Instrumentation	$	286.5		$	285.1		0.5	%
Digital Imaging	263.3			246.7			6.7	%
Aerospace and Defense Electronics	151.2			156.3			(3.3	)%
Engineered Systems	104.7			96.5			8.5	%
Total net sales	$	805.7		$	784.6		2.7	%
Operating income:
Instrumentation	$	59.4		$	50.8		16.9	%
Digital Imaging	52.0			43.8			18.7	%
Aerospace and Defense Electronics	28.3			13.4			111.2	%
Engineered Systems	14.9			11.4			30.7	%
Corporate expense	(19.4		)	(15.4		)	26.0	%
Operating income	135.2			104.0			30.0	%
Interest and debt expense, net	(35.7		)	(4.1		)	770.7	%
Non-service retirement benefit income	2.8			2.5			12.0	%
Other expense, net	(1.0		)	(1.4		)	(28.6	)%
Income before income taxes	101.3			101.0			0.3	%
Provision for income taxes	16.6			18.8			(11.7	)%
Net income	$	84.7		$	82.2		3.0	%


TELEDYNE TECHNOLOGIES INCORPORATED CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited – in millions)

	April 4, 2021		January 3, 2021
ASSETS
Cash and cash equivalents	$	3,234.2	$	673.1
Accounts receivable, net	639.2		624.1
Inventories, net	328.0		347.3
Prepaid expenses and other current assets	79.2		78.1
Total current assets	4,280.6		1,722.6
Property, plant and equipment, net	484.7		489.3
Goodwill and acquired intangible assets, net	2,537.2		2,559.7
Prepaid pension asset	74.3		67.9
Other assets, net	241.6		245.3
Total assets	$	7,618.4	$	5,084.8
LIABILITIES AND STOCKHOLDERS’ EQUITY
Accounts payable	$	249.9	$	229.1
Accrued liabilities	402.5		434.2
Current portion of long-term debt and other debt	—		97.6
Total current liabilities	652.4		760.9
Long-term debt, net of current portion	3,243.3		680.9
Other long-term liabilities	386.4		414.4
Total liabilities	4,282.1		1,856.2
Total stockholders’ equity	3,336.3		3,228.6
Total liabilities and stockholders’ equity	$	7,618.4	$	5,084.8


TELEDYNE TECHNOLOGIES INCORPORATED RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES FOR THE THREE MONTHS ENDED APRIL 4, 2021 AND MARCH 29, 2020 (Unaudited - in millions, except per share amounts)

	First Quarter 2021						First Quarter 2020
	Income before income taxes		Net income		Diluted earnings per common share		Income before income taxes		Net income		Diluted earnings per common share
As reported - GAAP	$	101.3	$	84.7	$	2.23	$	101.0	$	82.2	$	2.17
Adjusted for specified items: (a)
Transaction costs	5.9		4.6		0.12		—		—		—
Debt issue costs and interest expense	33.1		25.6		0.67		—		—		—
As adjusted - Non-GAAP	$	140.3	$	114.9	$	3.02	$	101.0	$	82.2	$	2.17

	First Quarter 2021				First Quarter 2020
	Operating income		Operating margin		Operating income		Operating margin
As reported - GAAP	$	135.2	16.8	%	$	104.0	13.3	%
Adjusted for specified items: (a)
Transaction costs	5.9				—
As adjusted - Non-GAAP	$	141.1	17.5	%	$	104.0	13.3	%

	April 4, 2021			January 3, 2021
Current portion of long-term debt and other debt - GAAP	$	—		$	97.6
Long-term debt - GAAP	3,243.3			680.9
Total debt - Non-GAAP (a)	3,243.3			778.5
Less cash and cash equivalents - GAAP	(3,234.2		)	(673.1		)
Net debt - Non-GAAP (a)	$	9.1		$	105.4

(a) See description below for an explanation of non-GAAP financial measures. Adjusted net income is calculated using the company’s overall estimated effective tax rate, excluding discrete income tax items.

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