Fisher Scientific Reports Record Quarterly Financial Results; Company Announces Second-Quarter Adjusted EPS of $1.10

"We delivered strong results in the second quarter -- setting newrecords for both sales and earnings," said Paul M. Montrone, chairmanand chief executive officer. "Customer demand for our products andservices drove top-line growth, while contributions from recentacquisitions as well as synergies from our merger with Apogentresulted in record operating income."

On May 8, Fisher Scientific and Thermo Electron Corporation (NYSE:TMO) entered into a definitive agreement to merge the two companies.The company continues to expect that the merger will close during thefourth quarter.

Second-Quarter Reported Results

Sales for the second quarter increased 9.1 percent to $1,465.8million compared with $1,343.1 million in the corresponding period of2005. Excluding the effect of foreign exchange, sales totaled $1,462.3million in the second quarter, an 8.9 percent increase over the samequarter in 2005, with 6.3 points of this increase from organic growthin the core scientific-research and healthcare markets. Including theforecasted impact of reduced demand for safety-related products,organic growth was 4.1 percent.

Income from continuing operations for the second quarter increasedto $121.4 million, or 92 cents per diluted share, from $85.6 million,or 67 cents per diluted share, in the same period of 2005. Income fromcontinuing operations includes $16.8 million, net of tax ($26.8million pre tax) of nonrecurring charges and special items, and $7.6million, net of tax ($11.8 million pretax) of equity-basedcompensation expense related to FAS 123R, which is detailed in theattached supplementary tables.

For the six months ended June 30, 2006, sales totaled $2,878.2million, an 8.6 percent increase over sales of $2,649.9 million in thecorresponding period last year. Excluding the effect of foreignexchange, sales totaled $2,895.1 million, a 9.3 percent increasecompared with the first six months of 2005. Income from continuingoperations for the first six months was $227.6 million, or $1.74 perdiluted share, compared with $161.6 million, or $1.28 per dilutedshare in the prior-year period.

During the first six months of 2006, Fisher generated $247.4million in cash from operations, primarily reflecting growth inoperating earnings and ongoing improvements in working capitalmanagement. Capital expenditures during the same period were $79.5million, representing maintenance capital expenditures, investments ingrowth initiatives in the company's life-science and managed-servicesbusinesses, as well as spending associated with Apogent integrationprojects. In the first six months, free cash flow, defined as cashfrom operations less capital expenditures, was $167.9 million, ascompared to a full year estimate of $525 million to $550 million,reflecting the second half seasonality of earnings growth and workingcapital improvements.

Adjusted Financial Results

The following discussion excludes nonrecurring charges and specialitems and the effect of equity-based compensation expense related toFAS 123R. In the attached supplementary information tables, theseitems are reconciled to the most directly comparable financialmeasures computed in accordance with accounting principles generallyaccepted in the United States (GAAP).

Operating income for the second quarter was $213.9 millioncompared with $183.9 million in the same quarter of 2005, reflectingthe benefit of fixed-cost leverage, contributions from recentlycompleted acquisitions and additional synergies from the Apogentmerger.

Second-quarter income from continuing operations increased 26.1percent to $145.8 million compared with $115.6 million in thecorresponding period of 2005. The increase reflected the growth inoperating income and a lower effective tax rate, partially offset byplanned investments in R&D and sales and marketing initiatives andhigher interest expense related to recent acquisitions. Dilutedearnings per share (EPS) from continuing operations increased 20.9percent to $1.10 in the second quarter compared with 91 cents in thesame period of 2005. Diluted EPS from continuing operations excludingintangible asset amortization, net of tax, totaled $1.19, a 22.7percent increase compared with 97 cents in the second quarter lastyear. Equity-based compensation expense related to FAS 123R was 6cents per diluted share in the second quarter of 2006.

Operating income for the six-month period increased 12.9 percentto $402.0 million compared with $356.1 million during the same periodin the prior year. Income from continuing operations for the first sixmonths of 2006 increased 22.6 percent to $263.4 million compared with$214.9 million in the same period of 2005.

Year-to-date diluted EPS from continuing operations was $2.01, anincrease of 18.2 percent, compared with $1.70 in the correspondingperiod of 2005. Diluted EPS from continuing operations excludingintangible asset amortization, net of tax, totaled $2.17, an 18.6percent increase compared with $1.83 in the same period last year.Equity-based compensation expense was 13 cents per diluted share inthe first six months of 2006.

Business-Segment Results

Sales of scientific products and services in the second quarterincreased to $1,126.0 million, a 9.3 percent increase compared withthe prior-year period. Excluding the effect of foreign exchange,second-quarter sales of scientific products and services totaled$1,122.5 million, an 8.9 percent increase, with 6.9 points of thisincrease from organic growth in the core scientific-research market.Including the forecasted impact of reduced demand for safety-relatedproducts, organic growth was 4.0 percent. Sales in European marketsgrew in the mid-single digits, fueled by customer-specific initiativesin the life-science and academic markets.

Organic sales growth in the scientific products and servicessegment was driven by strong results across all core customersegments. Strong market conditions and recent investments in sales andmarketing initiatives led to high single-digit growth from pharmacustomers and low double-digit growth from biotech customers. Growthin the academic markets was in the high single digits, supported byincreased spending associated with select research programs. Fisherrealized mid single-digit growth in industrial markets, fueled bycontinued strength of the U.S. economy. Safety-related revenue wasnegatively affected by the ongoing slowdown in the demand fordomestic-preparedness products.

In the scientific products and services segment, operating incomeincreased 14.0 percent to $162.1 million from $142.2 million in thecorresponding period of 2005, reflecting the benefit of fixed-costleverage, increased sales of proprietary products, contributions fromrecently completed acquisitions and synergies from the Apogent merger.

For the first six months, sales of scientific products andservices increased 9.4 percent to $2,202.9 million compared with$2,014.2 million in the first six months of 2005. Excluding the effectof foreign exchange, sales totaled $2,218.1 million, a 10.1 percentincrease.

Operating income in the scientific products and services segmentgrew in the six-month period to $302.6 million, an 11.4 percentincrease over $271.6 million in the same period in 2005.

Second-quarter sales of healthcare products and services totaled$356.4 million, an increase of 9.3 percent, compared with theprior-year period. Foreign exchange translation had minimal effect onsecond-quarter sales in the healthcare products and services segment.Organic growth, excluding the effect of foreign exchange, wasapproximately 5.3 percent compared with the same period last year, andwas driven by strong sales to reference labs and new productintroductions, particularly rapid diagnostic tests and clinicalchemistry offerings. Operating income increased 24.8 percent to $51.9million compared with $41.6 million in the second quarter last year,reflecting the benefit of fixed-cost leverage, increased sales ofproprietary products, contributions from the recent acquisition ofAthena Diagnostics and synergies from the consolidation ofmanufacturing facilities associated with the Apogent merger.

For the first six months, sales of healthcare products andservices increased 7.1 percent to $709.9 million compared with thefirst six months of 2005. Excluding the effect of foreign exchange,sales totaled $711.7 million, a 7.4 percent increase compared with thefirst six months of 2005. Year-to-date operating income increased 17.6percent to $99.5 million from $84.6 million in the correspondingperiod last year.

Company Outlook

As previously noted, Fisher Scientific and Thermo Electroncontinue to expect that the merger will close in the fourth quarter.The outlook provided below reflects the forecasted results of FisherScientific for the full year on a stand-alone basis.

For 2006, Fisher Scientific expects total revenue growth,excluding the translation effect of foreign exchange, to be in therange of 9 percent to 11 percent with organic growth in the range of 6percent to 8 percent. For the full year, Fisher expects operatingmargins to be in the range of 14.1 percent to 14.3 percent.

The company is increasing its guidance for 2006 earnings perdiluted share from a range of $4.05 to $4.20 to a range of $4.15 to$4.30. The increase in guidance reflects the effect of a lower,sustainable long-term effective tax rate of approximately 25 percent.Fisher is increasing its guidance for diluted EPS excluding intangibleasset amortization expense to $4.50 to $4.65. The company's guidancefor operating income and earnings excludes discontinued operations andthe effect of equity-based compensation expense related to FAS 123R,which is expected to be approximately 28 cents per share.

Fisher is maintaining its guidance for 2006 cash from operationsin the range of $675 million to $700 million, and free cash flow inthe range of $525 million to $550 million.

The company will not be hosting an earnings conference call forthe second quarter.

Fisher Scientific: The World Leader in Serving Science

Fisher Scientific International Inc. (NYSE: FSH) is a leadingprovider of products and services to the scientific community. Fisherfacilitates discovery by supplying researchers and clinicians in labsaround the world with the tools they need. We serve pharmaceutical andbiotech companies; colleges and universities; medical-researchinstitutions; hospitals; reference, quality-control, process-controland R&D labs in various industries; as well as government agencies.From biochemicals, cell-culture media and proprietary RNAi technologyto rapid-diagnostic tests, safety products and other consumablesupplies, Fisher provides more than 600,000 products and services.This broad offering, combined with Fisher's globally integrated supplychain and unmatched sales and marketing capabilities, helps make our350,000 customers more efficient and effective at what they do.

Founded in 1902, Fisher Scientific is a FORTUNE 500 company and isa component of the S&P 500 Index. With approximately 19,500 employeesworldwide, the company had revenues of $5.6 billion in 2005. FisherScientific is a company committed to delivering on our promises -- tocustomers, shareholders and employees alike. Additional informationabout Fisher is available on the company's Web site atwww.fisherscientific.com.

Use of Non-GAAP Financial Measures

To supplement Fisher Scientific's financial statements presentedin accordance with accounting principles generally accepted in theUnited States of America (GAAP), the company provides certain non-GAAPmeasures of financial performance and liquidity, as more fullydiscussed below.

Fisher Scientific defines adjusted income from continuingoperations, adjusted diluted income per share from continuingoperations (also referred to as adjusted diluted earnings per share),and adjusted operating income as income from continuing operations,diluted income per share from continuing operations and operatingincome, respectively, each computed in accordance with GAAP, excludingthe effect of equity-based compensation expense related to theadoption of FAS 123R and items that the company considers to bespecial or nonrecurring to the company's operations. The companydefines adjusted operating margin as adjusted operating income as apercentage of sales. The company calculates and discloses theseaforementioned non-GAAP measures because it believes that thesemeasures may assist investors in evaluating trends of the company'soperating results without regard to the effect of equity-basedcompensation expense related to the adoption of FAS 123R and itemsthat are special or not considered recurring. Fisher defines adjusteddiluted income per share from continuing operations excludingintangible asset amortization as adjusted diluted income per sharefrom continuing operations plus amortization of intangible assets ascalculated on a per diluted share basis. The company calculates anddiscloses this measure because it believes that the exclusion of theintangibles amortization may assist investors in evaluating thecompany's operating results that are consistent over time for bothnewly acquired and historical businesses. The company defines freecash flow as cash provided by operating activities less capitalexpenditures, each computed in accordance with GAAP. Fisher Scientificbelieves that free cash flow is a useful measure of liquidity.

Investors should recognize these non-GAAP measures may not becomparable to similarly titled measures of other companies and thatthe measures presented are not a substitute or alternative formeasures of financial performance determined in accordance with GAAP.

Forward-looking Statements

This announcement includes "forward-looking statements" within themeaning of the Private Securities Litigation Reform Act of 1995. Allsuch statements are based on current expectations and projectionsabout future events. No assurances can be given that FisherScientific's assumptions and expectations will prove to have beencorrect, and actual results could vary materially from theseassumptions and expectations. Important factors that could causeactual results to differ materially from the results predicted includechallenges presented by our acquisitions; economic and political risksrelated to our international operations; changes in the healthcareindustry; the impact of government regulation; dependence on ourcustomers' research and development efforts; and changes ordisruptions in our relationships with our customers, suppliers and keyemployees, together with other potential risks and uncertainties, allof which are detailed under the captions "Risk Factors" and"Management's Discussion and Analysis of Financial Condition andResults of Operations" in Fisher Scientific's annual reports on Form10-K and its other filings with the Securities and ExchangeCommission. Copies of such reports are available on FisherScientific's Web site at www.fisherscientific.com and on the SEC's Website at www.sec.gov. Fisher Scientific undertakes no obligation topublicly update or revise any forward-looking statements, whether as aresult of new information, future events or otherwise.

Table 1
Fisher Scientific International Inc.
Consolidated Statement of Operations
(in millions, except per share data)
(UNAUDITED)

Three Months Ended Six Months Ended
June 30, June 30,
--------------------- --------------------

2006 2005 2006 2005
---------- --------- --------- ---------
Net sales $1,465.8 $1,343.1 $2,878.2 $2,649.9

Cost of sales 925.1 870.5 1,823.7 1,735.4

Selling, general and
administrative expense 361.9 299.7 703.0 597.6

Restructuring expense 3.7 4.9 4.1 13.2
--------- --------- --------- ---------

Operating income 175.1 168.0 347.4 303.7

Interest expense 32.8 27.6 61.9 58.2

Other (income) expense, net (3.8) 28.8 (6.5) 27.8
--------- --------- --------- ---------

Income from continuing
operations before income
taxes 146.1 111.6 292.0 217.7

Income tax provision 24.7 26.0 64.4 56.1
--------- --------- --------- ---------

Income from continuing
operations 121.4 85.6 227.6 161.6

Income (loss) from discontinued
operations, including
gain on disposal of
$16.7, net of tax for
the three-
and six-month periods
ended June 30, 2005 0.6 15.8 (2.4) 16.8
--------- --------- --------- ---------


Net income $ 122.0 $ 101.4 $ 225.2 $ 178.4
========= ========= ========= =========

Basic net income per common
share:
Income from continuing
operations $ 0.97 $ 0.71 $ 1.83 $ 1.34
Income (loss) from
discontinued operations 0.01 0.13 (0.02) 0.14
--------- --------- --------- ---------
Net income $ 0.98 $ 0.84 $ 1.81 $ 1.48
========= ========= ========= =========


Diluted net income per
common share:
Income from continuing
operations $ 0.92 $ 0.67 $ 1.74 $ 1.28
Income (loss) from
discontinued operations 0.01 0.13 (0.02) 0.13
--------- --------- --------- ---------
Net income $ 0.93 $ 0.80 $ 1.72 $ 1.41
========= ========= ========= =========

Weighted average common
shares outstanding:
Basic 124.3 121.0 124.1 120.3
========= ========= ========= =========
Diluted 131.8 127.0 131.1 126.5
========= ========= ========= =========

The Laboratory Workstations business and Atos Medical Holding AB
(sold on April 5, 2005) are reflected as discontinued operations
for all periods presented.

Table 2
Fisher Scientific International Inc.
Segment Results
(in millions)
(UNAUDITED)

Three Months Ended Six Months Ended
June 30, June 30,
---------------------------- ----------------------------

Growth Growth
2006 Rate 2005 2006 Rate 2005
---------- ------ ---------- ---------- ------ ----------
Net sales
---------
Scientific
Products and
Services $1,126.0 9.3% $ 1,030.4 $ 2,202.9 9.4% $ 2,014.2

Healthcare
Products and
Services 356.4 9.3% 326.2 709.9 7.1% 662.9

Eliminations (16.6) (13.5) (34.6) (27.2)
---------- ---------- ---------- ----------

Total $1,465.8 9.1% $ 1,343.1 $ 2,878.2 8.6% $ 2,649.9
========== ========== ========== ==========



Three Months Ended
June 30,
---------------------------------------
Operating Operating
2006 Margin 2005 Margin
--------- --------- --------- ---------
Operating income
----------------

Scientific Products and
Services $ 162.1 14.4% $ 142.2 13.8%

Healthcare Products and
Services 51.9 14.6% 41.6 12.8%

Eliminations (0.1) 0.1
--------- ---------

Segment sub-total 213.9 14.6% 183.9 13.7%

Restructuring expense (3.7) (4.9)
Acquisition, integration and
other costs (21.2) (8.0)
Inventory step-up amortization (2.1) (3.0)
Equity-based compensation
expense (11.8) N / A
--------- ---------

Operating income $ 175.1 11.9% $ 168.0 12.5%
========= =========


Six Months Ended
June 30,
--------------------------------------
Operating Operating
2006 Margin 2005 Margin
---------------------------------------
Operating income
----------------

Scientific Products
and Services $ 302.6 13.7% $ 271.6 13.5%

Healthcare Products
and Services 99.5 14.0% 84.6 12.8%

Eliminations (0.1) (0.1)
--------- ---------

Segment sub-total 402.0 14.0% 356.1 13.4%

Restructuring expense (4.1) (13.2)
Acquisition, integration and
other costs (22.1) (19.1)
Inventory step-up amortization (2.3) (20.1)
Equity-based compensation
expense (26.1) N / A
--------- ---------

Operating income $ 347.4 12.1% $ 303.7 11.5%
========= =========


The Laboratory Workstations business and Atos Medical Holding AB
(sold on April 5, 2005) are reflected as discontinued operations for
all periods presented.


Table 3
Fisher Scientific International Inc.
Condensed Consolidated Balance Sheet
(in millions)


June 30, December 31,
2006 2005
------------ -----------
(UNAUDITED)
ASSETS

Current assets:
Cash and cash equivalents $ 152.5 $ 407.2
Accounts receivable 768.9 679.4
Inventories 648.4 589.0
Other current assets 270.6 276.2
Assets held for sale 41.7 39.5
----------- -----------
Total current assets 1,882.1 1,991.3

Property, plant and equipment 832.4 788.2
Goodwill 4,101.6 3,769.8
Intangible assets 1,733.3 1,569.1
Other assets 303.9 268.1
Long-term assets held for sale 54.9 59.2
----------- -----------
Total assets $ 8,908.2 $ 8,445.7
=========== ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
Short-term debt $ 44.4 $ 74.5
Accounts payable 494.7 479.9
Accrued and other current liabilities 439.9 429.5
Liabilities held for sale 29.2 30.9
----------- -----------
Total current liabilities 1,008.2 1,014.8

Long-term debt 2,120.3 2,135.4
Other long-term liabilities 1,045.5 983.0
Long-term liabilities held for sale 8.2 8.2
----------- -----------
Total liabilities 4,182.2 4,141.4
----------- -----------

Stockholders' equity 4,726.0 4,304.3
----------- -----------
Total liabilities and stockholders'
equity $ 8,908.2 $ 8,445.7
=========== ===========



The Laboratory Workstations business and Atos Medical Holding AB
(sold on April 5, 2005) are reflected as discontinued operations for
all periods presented.


Table 4
Fisher Scientific International Inc.
Condensed Consolidated Statement of Cash Flows
(in millions)
(UNAUDITED)

Six Months Ended
June 30,
---------------

2006 2005
------- -------
Cash flows from operating activities:
Net income $225.2 $178.4
Depreciation and amortization 105.0 93.6
Other adjustments to reconcile net income to cash
provided by operating activities 40.7 41.6
Changes in working capital and other assets and
liabilities (123.5) (95.5)
------- -------
Cash provided by operating activities 247.4 218.1
------- -------

Cash flows from investing activities:
Capital expenditures (79.5) (72.4)
Acquisitions, net of cash acquired (441.7) (5.8)
Proceeds from sale of business - 109.5
Other investing activities (17.3) 7.6
------- -------
Cash (used in) provided by investing activities (538.5) 38.9
------- -------

Cash flows from financing activities:
Proceeds from stock options exercised and stock
purchase plan 38.0 98.6
Net change in debt (46.5) (319.7)
Other financing activities 24.0 (33.0)
------- -------
Cash provided by (used in) financing activities 15.5 (254.1)
------- -------

Effect of exchange rate changes on cash and cash
equivalents 20.9 (10.2)
------- -------

Net change in cash and cash equivalents (254.7) (7.3)

Cash and cash equivalents - beginning of period 407.2 162.5
------- -------

Cash and cash equivalents - end of period $152.5 $155.2
======= =======



Table 5
Fisher Scientific International Inc.
Statement of Operations
Supplemental Information
(in millions, except per share data)
(UNAUDITED)

Three Months Ended
-------------------------------------------------------
June 30, 2006 June 30, 2005
--------------------------- ---------------------------

As Adjust- As As Adjust- As
Reported ments Adjusted Reported ments Adjusted
--------- ------- --------- --------- ------- ---------

Net sales $1,465.8 $- $1,465.8 $1,343.1 $- $1,343.1

Cost of sales 925.1 (2.5) 922.6 870.5 (4.7) 865.8

Selling,
general and
admini-
strative
expense 361.9 (32.6) 329.3 299.7 (6.3) 293.4

Restructuring
expense 3.7 (3.7) - 4.9 (4.9) -
--------- ------- --------- --------- ------- ---------

Operating
income 175.1 38.8 213.9 168.0 15.9 183.9

Interest
expense 32.8 - 32.8 27.6 - 27.6

Other (income)
expense, net (3.8) 0.2 (3.6) 28.8 (30.8) (2.0)
--------- ------- --------- --------- ------- ---------

Income from
continuing
operations
before income
taxes 146.1 38.6 184.7 111.6 46.7 158.3

Income tax
provision 24.7 14.2 38.9 26.0 16.7 42.7
--------- ------- --------- --------- ------- ---------

Income from
continuing
operations 121.4 24.4 145.8 85.6 30.0 115.6

Income from
discontinued
operations,
including
gain on
disposal of
$16.7, net
of tax for
the three-
month period
ended June
30, 2005 0.6 - 0.6 15.8 - 15.8
--------- ------- --------- --------- ------- ---------

Net income $122.0 $24.4 $146.4 $101.4 $30.0 $131.4
========= ======= ========= ========= ======= =========

Diluted net
income per
common share:
Income from
continuing
operations $0.92 $0.18 $1.10 $0.67 $0.24 $0.91
Income from
discontinued
operations 0.01 - 0.01 0.13 - 0.13
--------- ------- --------- --------- ------- ---------
Net income $0.93 $0.18 $1.11 $0.80 $0.24 $1.04
========= ======= ========= ========= ======= =========

Diluted
weighted
average
common shares
outstanding 131.8 131.8 127.0 127.0
========= ========= ========= =========

Additional Supplemental
Information and
Reconciliation of
GAAP to Non-GAAP
Diluted EPS
--------------
GAAP income
from
continuing
operations $0.92 $0.67
--------- ---------

Non-recurring
and special
items 0.12 0.24

Equity-based
compensation
expense 0.06 N/A
--------- ---------

Adjustments
(above) 0.18 0.24
--------- ---------

Sub-total 1.10 0.91

Intangible
asset
amortization,
net of tax 0.09 0.06
--------- ---------
Income from
continuing
operations,
excluding
adjustments
and
intangible
asset
amortization,
net of tax $1.19 $0.97
========= =========

The Laboratory Workstations business and Atos Medical Holding AB (sold
on April 5, 2005) are reflected as discontinued operations for all
periods presented.


Table 5A

Fisher Scientific International Inc.
Statement of Operations
Supplemental Information - Adjustments
(in millions)
(unaudited)

Three Months Ended June 30, 2006

Cost Other
of SG&A Restructuring Operating (Income)
Adjustments Sales Expense Expense Income Expense
----------------- ------ ------- ------------- --------- ---------
(1) Acquisition and
integration
costs $(2.4) $(20.9) $- $23.3 $-
(2) Restructuring
expense - - (3.7) 3.7 -
(3) Gain on sale of
investment - - - - 0.2
(4) Equity-based
compensation
expense (0.1) (11.7) - 11.8 -
------ ------- ------------- --------- ---------
$(2.5) $(32.6) $(3.7) $38.8 $0.2
====== ======= ============= ========= =========


Three Months Ended June 30, 2006
Income
From
Continuing
Operations Income
Before Income From
Adjustments Income Tax Continuing
Taxes Provision Operations
-------------------------------- ---------- ---------- -----------
(1) Acquisition and integration
costs $23.3 $8.6 $14.7
(2) Restructuring expense 3.7 1.4 2.3
(3) Gain on sale of investment (0.2) - (0.2)
(4) Equity-based compensation
expense 11.8 4.2 7.6
---------- ---------- -----------
$38.6 $14.2 $24.4
========== ========== ===========

Three Months Ended June 30, 2005

Cost Other
of SG&A Restructuring Operating (Income)
Adjustments Sales Expense Expense Income Expense
----------------- ------ ------- ------------- --------- ---------
(1) Acquisition and
integration
costs $(4.5) $(2.5) $- $7.0 $-
(2) Restructuring
expense - - (4.9) 4.9 -
(3) Gain on sale of
investment - - - - 1.4
(5) Asset impairment (0.2) (3.8) - 4.0 -
(6) Debt refinancing
costs - - - - (32.2)
------ ------- ------------- --------- ---------
$(4.7) $(6.3) $(4.9) $15.9 $(30.8)
====== ======= ============= ========= =========


Three Months Ended June 30, 2005
Income
From
Continuing
Operations Income
Before Income From
Adjustments Income Tax Continuing
Taxes Provision Operations
-------------------------------- --------------------- -----------
(1) Acquisition and integration
costs $7.0 $2.4 $4.6
(2) Restructuring expense 4.9 1.8 3.1
(3) Gain on sale of investment (1.4) (0.5) (0.9)
(5) Asset impairment 4.0 1.4 2.6
(6) Debt refinancing costs 32.2 11.6 20.6
---------- ---------- -----------
$46.7 $16.7 $30.0
========== ========== ===========

(1) Represents planned inventory step-up amortization related to
acquisitions ($2.1 and $3.0 before tax in 2006 and 2005,
respectively), transaction costs related to the previously
announced Thermo / Fisher merger ($18.0 and $0.0 before tax in
2006 and 2005, respectively) and integration and other costs ($3.2
and $4.0 before tax in 2006 and 2005, respectively).

(2) Represents restructuring expenses, including employee termination
and other exit costs associated with various consolidation
projects.

(3) Represents gain attributable to the sale of non-operating
investments.

(4) Represents non-cash stock compensation expense attributable to the
adoption of SFAS 123R.

(5) Represents write-off of long-lived assets associated with the
closure/exit of certain facilities and integration of business
units in 2005.

(6) Represents refinancing costs primarily incurred in connection with
the cash tender offer/repurchase of the 8 1/8% senior subordinated
notes ($304 principal amount due 2012) in April 2005.


Table 6
Fisher Scientific International Inc.
Statement of Operations
Supplemental Information
(in millions, except per share data)
(UNAUDITED)

Six Months Ended
-------------------------------------------------------
June 30, 2006 June 30, 2005
--------------------------- ---------------------------

As Adjust- As As Adjust- As
Reported ments Adjusted Reported ments Adjusted
--------- ------- --------- --------- ------- ---------

Net sales $2,878.2 $- $2,878.2 $2,649.9 $- $2,649.9

Cost of sales 1,823.7 (2.8) 1,820.9 1,735.4 (24.9) 1,710.5

Selling,
general and
admini-
strative
expense 703.0 (47.7) 655.3 597.6 (14.3) 583.3

Restructuring
expense 4.1 (4.1) - 13.2 (13.2) -
--------- ------- --------- --------- ------- ---------

Operating
income 347.4 54.6 402.0 303.7 52.4 356.1

Interest
expense 61.9 - 61.9 58.2 - 58.2

Other (income)
expense, net (6.5) (1.8) (8.3) 27.8 (30.3) (2.5)
--------- ------- --------- --------- ------- ---------

Income from
continuing
operations
before income
taxes 292.0 56.4 348.4 217.7 82.7 300.4

Income tax
provision 64.4 20.6 85.0 56.1 29.4 85.5
--------- ------- --------- --------- ------- ---------

Income from
continuing
operations 227.6 35.8 263.4 161.6 53.3 214.9

Income (loss)
from
discontinued
operations,
including
gain on
disposal of
$16.7, net of
tax for the
six- month
period ended
June 30, 2005 (2.4) - (2.4) 16.8 - 16.8
--------- ------- --------- --------- ------- ---------

Net income $225.2 $35.8 $261.0 $178.4 $53.3 $231.7
========= ======= ========= ========= ======= =========

Diluted net
income per
common
share:
Income from
continuing
operations $1.74 $0.27 $2.01 $1.28 $0.42 $1.70
Income (loss)
from
discontinued
operations (0.02) - (0.02) 0.13 - 0.13
--------- ------- --------- --------- ------- ---------
Net income $1.72 $0.27 $1.99 $1.41 $0.42 $1.83
========= ======= ========= ========= ======= =========

Diluted
weighted
average
common shares
outstanding 131.1 131.1 126.5 126.5
========= ========= ========= =========



Additional
Supplemental
Information
and
Reconciliation
of GAAP to
Non-GAAP
Diluted EPS
--------------
GAAP income
from
continuing
operations $1.74 $1.28
--------- ---------

Non-recurring
and special
items 0.14 0.42

Equity-based
compensation
expense 0.13 N/A
--------- ---------

Adjustments
(above) 0.27 0.42
--------- ---------

Sub-total 2.01 1.70

Intangible
asset
amortization,
net of tax 0.16 0.13
--------- ---------


Income from
continuing
operations,
excluding
adjustments
and
intangible
asset
amortization,
net of tax $2.17 $1.83
========= =========

The Laboratory Workstations business and Atos Medical Holding AB (sold
on April 5, 2005) are reflected as discontinued operations for all
periods presented.



Table 6A
Fisher Scientific International Inc.
Statement of Operations
Supplemental Information - Adjustments
(in millions)
(unaudited)

Six Months Ended June 30, 2006

Cost Other
of SG&A Restructuring Operating (Income)
Adjustments Sales Expense Expense Income Expense
------------------- ------- ------------- --------- ---------
(1) Acquisition
and
integration
costs $(2.6) $(21.8) $- $24.4 $-
(2) Restructuring
expense - - (4.1) 4.1 -
(3) Asset
impairment - - - - (2.0)
(4) Gain on sale
of
investment - - - - 0.2
(5) Equity-based
compensation
expense (0.2) (25.9) - 26.1 -
------ ------- ------------- --------- ---------
$(2.8) $(47.7) $(4.1) $54.6 $(1.8)
====== ======= ============= ========= =========

Six Months Ended June 30, 2006
Income
From
Continuing
Operations Income
Before Income From
Adjustments Income Tax Continuing
Taxes Provision Operations
-------------------------------- ---------- ---------- -----------
(1) Acquisition and integration
costs $24.4 $9.1 $15.3
(2) Restructuring expense 4.1 1.5 2.6
(3) Asset impairment 2.0 0.7 1.3
(4) Gain on sale of investment (0.2) - (0.2)
(5) Equity-based compensation expense 26.1 9.3 16.8
---------- ---------- -----------
$56.4 $20.6 $35.8
========== ========== ===========

Six Months Ended June 30, 2005
Other
Cost of SG&A Restructuring Operating (Income)
Adjustments Sales Expense Expense Income Expense
----------------- ------- ------- ------------- --------- --------
(1) Acquisition and
integration
costs $(24.2) $(10.5) $- $34.7 $0.5
(2) Restructuring
expense - - (13.2) 13.2 -
(3) Asset impairment (0.7) (3.8) - 4.5 -
(4) Gain on sale of
investment - - - - 1.4
(6) Debt refinancing
costs - - - - (32.2)
------- ------- ------------- --------- --------
$(24.9) $(14.3) $(13.2) $52.4 $(30.3)
======= ======= ============= ========= ========


Six Months Ended June 30, 2005
Income
From
Continuing
Operations Income
Before Income From
Adjustments Income Tax Continuing
Taxes Provision Operations
-------------------------------- ---------- ---------- -----------
(1) Acquisition and integration
costs $34.2 $12.1 $22.1
(2) Restructuring expense 13.2 4.6 8.6
(3) Asset impairment 4.5 1.6 2.9
(4) Gain on sale of investment (1.4) (0.5) (0.9)
(6) Debt refinancing costs 32.2 11.6 20.6
---------- ---------- -----------
$82.7 $29.4 $53.3
========== ========== ===========

(1) Represents planned inventory step-up amortization related to
acquisitions ($2.3 and $20.1 before tax in 2006 and 2005,
respectively), transaction costs related to the previously
announced Thermo / Fisher merger ($18.0 and $0.0 before tax in
2006 and 2005, respectively), integration and other costs ($4.1
and $14.6 before tax in 2006 and 2005, respectively) and other
non-recurring income ($0.0 and $0.5 before tax in 2006 and 2005,
respectively).

(2) Represents restructuring expenses, including employee termination
and other exit costs associated with various consolidation
projects.

(3) Represents non-cash write-off of non-operating investment in 2006
and write-off of long-lived assets associated with the
closure/exit of certain facilities and integration of business
units in 2005.

(4) Represents gain attributable to the sale of non-operating
investments.

(5) Represents non-cash stock compensation expense attributable to the
adoption of SFAS 123R.

(6) Represents refinancing costs primarily incurred in connection with
the cash tender offer/repurchase of the 8 1/8% senior subordinated
notes ($304 principal amount due 2012) in April 2005.