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[November 05, 2009]

Millipore Reports Third Quarter 2009 Financial Results

BILLERICA, Mass. --(Business Wire)-- Millipore Corporation (NYSE:MIL), a leading provider of technologies, tools and services for the global life science industry, today reported financial results for its third quarter ended October 3, 2009.

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Revenues for the third quarter grew 4 percent from the previous year, totaling $412 million. Excluding a 3 percent unfavorable impact from changes in foreign currency, Millipore generated organic revenue growth of 7 percent. On a divisional basis, excluding changes in foreign currency, Millipore's Bioprocess Division generated organic revenue growth of 8 percent, while the Company's Bioscience Division generated organic revenue growth of 4 percent from the previous year.

Millipore's third quarter earnings per share were $0.71 per share, compared to $0.68 per share in the third quarter of 2008. Non-GAAP earnings per share were $0.95, compared to $0.93 per share in the third quarter of 2008. A reconciliation of GAAP to non-GAAP financial measures is provided in the Company's financial tables accompanying this press release.

"Our performance in the third quarter continued the trend of healthy organic revenue growth and exceptional cash flow that we have experienced throughout 2009," said Martin Madaus, Chairman & CEO of Millipore. "Our top-line growth is being driven by our Bioprocess Division, which is benefitting from increased spending from large biotechnology customers, strong demand for products used to manufacture the H1N1 flu vaccine, and expanded sales in Asia. We continue to drive above-market growth in our Bioscience Division due to the resiliency of our consumable product portfolio and strength at academic customers. This growth is being partially offset by weakness at large pharmaceutical accounts, particularly for drug discovery services and laboratory instrumentation.

"The overall health of our business is enabling us to invest in innovation at a time when many of our competitors are constrained by weakness in their businesses. We significantly increased our R&D spending in the third quarter and we are expanding our presence in fast-growing markets such as disposable manufacturing, virus filtration and multiplex immunoassays. I am excited about the potential of this investment to further expand our competitive position and drive attractive growth in 2010 and beyond." Through the first nine months of 2009, Millipore's revenues grew 2 percent totaling $1.2 billion. Excluding a 6 percent unfavorable impact from changes in foreign currency and a 1 percent contribution from acquisitions, organic revenue growth in the period was 7 percent. On a divisional basis, excluding changes in foreign currency and acquisitions not in the base period, Millipore's Bioscience Division grew 3 percent, while the Company's Bioprocess Division grew 9 percent from the previous year. Net income attributable to Millipore was $133 million, or $2.38 per share. Non-GAAP net income attributable to Millipore was $168 million, or $3.00 per share, resulting in approximately 13 percent earnings per share growth over the first nine months of 2008.

"We generated $112 million of free cash flow in the third quarter, which puts us on pace to surpass our cash flow expectations for the full year," said Charles Wagner, Chief Financial Officer of Millipore. "This exceptional performance is primarily the result of working capital initiatives we put in place over the past 18 months to reduce our inventory, improve our cash collections, and more effectively manage our capital spending. I am pleased with how quickly and effectively the organization has executed these programs." Q3 2009 Highlights Bioprocess Division generated 8 percent organic revenue growth. The division grew in all geographies and saw strength for its chromatography media, virus filtration, and Mobius® disposable manufacturing products.

Bioscience Division generated 4 percent organic revenue growth. The performance was highlighted by solid performance for multiplex immunoassays and increasing demand from customers conducting protein and neuroscience research.

Completed the acquisition of BioAnaLab to extend the Company's biopharmaceutical services offering to the European market.

Generated approximately $112 million of free cash flow, representing 74 percent growth over the third quarter of 2008.

Paid (News - Alert) down $57 million of borrowings under the Company's $678 million primary revolving credit facility, leaving approximately $14 million drawn against it at the end of the quarter.

Received Supplier Consistency Award from Amgen in recognition of Millipore's efforts to drive improvements in delivery, support and service.

Millipore's innovation strategy produced the following key product launches: FlowCellect™ kits for benchtop flow cytometry, MilliTrace™ stem cell lines, which express green fluorescent protein under the control of various embryonic and neural stem cell markers, and LC-Pak™, which is an accessory for the Milli-Q® lab water instruments.

Advanced the Company's sustainability strategy with the completion of a solar energy project, which is one of the largest solar photovoltaic projects ever completed in Massachusetts and is the first renewable energy project the Company has implemented in the United States.

Revenue Growth by Geography ($ millions): Three Months Ended Nine Months Ended October 3,2009 September 27,2008 %Growth October 3,2009 September 27,2008 %Growth Americas $ 165.6 $ 159.9 4% $ 499.5 $ 459.5 9% Europe 166.9 166.7 --- 493.2 527.3 (6%) Asia/Pacific 79.4 68.4 16% 235.7 218.6 8% Total $ 411.9 $ 395.0 4% $ 1,228.4 $ 1,205.4 2% Revenue Growth by Division ($ millions): Three Months Ended Nine Months Ended October 3,2009 September 27,2008 %Growth October 3,2009 September 27,2008 %Growth Bioprocess $ 233.9 $ 220.9 6% $ 693.8 $ 667.3 4% Bioscience 178.0 174.1 2% 534.6 538.1 (1%) Total $ 411.9 $ 395.0 4% $ 1,228.4 $ 1,205.4 2% Quarterly Earnings Call Millipore will host a conference call and webcast to discuss its financial results, business outlook, and related corporate and financial matters at 4:45 p.m. Eastern Standard Time today. The call can be accessed through Millipore's website: http://www.millipore.com. A replay of the call will be archived on the Investor Relations section of the website and will also be available via telephone by dialing 800-642-1687 or 706-645-9291 and entering confirmation code: 35709281. The telephonic replay will be available beginning at 6:45 p.m. Eastern Standard Time on November 5, 2009 until 11:59 p.m. Eastern Standard Time on November 9, 2009.

About Millipore Millipore (NYSE: MIL) is a life science leader providing cutting-edge technologies, tools, and services for bioscience research and biopharmaceutical manufacturing. As a strategic partner, we collaborate with customers to confront the world's challenging human health issues. From research to development to production, our scientific expertise and innovative solutions help customers tackle their most complex problems and achieve their goals. Millipore Corporation is an S&P 500 company with more than 5,900 employees in 30 countries worldwide.

Advancing Life Science Together® Research. Development. Production.

Use of Non-GAAP Financial Measures The non-GAAP financial measures used in this press release are non-GAAP gross profit, gross profit margin, operating profit, operating margin, pre-tax income, net income attributable to Millipore, diluted earnings per share, and free cash flow. Non-GAAP gross profit, gross profit margin, operating profit, operating margin, pre-tax income, net income attributable to Millipore and diluted earnings per share exclude costs related to global supply chain initiatives, acquisition and related integration expenses, amortization of acquired intangible assets, inventory fair value adjustments related to business acquisitions, curtailment gain related to modifications to our postretirement benefit plan, gain on business acquisition, and non-cash interest expense on convertible debt. We define free cash flow as net cash provided by operating activities less additions to property, plant, and equipment. There are limitations in using non-GAAP financial measures as they are not prepared in accordance with generally accepted accounting principles and may be different from non-GAAP financial measures used by other companies.

We believe that the non-GAAP financial measures provide useful and supplementary information to investors regarding our quarterly performance. It is our belief that these non-GAAP financial measures have been particularly useful to investors over the last few years because of the significant changes that have occurred outside of our day-to-day business in accordance with the execution of our new strategy. This strategy includes strengthening our leadership position with biopharmaceutical customers, becoming a strategic supplier in bioscience research markets, leading our industry in product quality and manufacturing effectiveness, and becoming a magnet for talent. The financial impact of certain elements of these activities, particularly acquisitions, are often large relative to our overall financial performance and most of the related charges are recorded in one or two fiscal quarters but not in other fiscal quarters, which can adversely affect the comparability of our results from period to period. Our global supply chain initiatives will significantly reduce our cost structure and improve operational efficiency primarily through the consolidation of manufacturing locations. Non-cash interest expense on convertible debt is the incremental interest expense as a result of a change in accounting principles. This interest expense is non-cash and we can not control the amount of this expense without modifying our capital structure. We believe free cash flow is a useful measure to evaluate our business as it indicates the amount of cash generated after additions to property, plant, and equipment that is available for, among other things, strategic acquisitions, investments in our business, and repayment of debt.

We regularly use non-GAAP financial measures internally to understand, manage, and evaluate our business results and make operating decisions. We also measure our employees and compensate them, in part, based on such non-GAAP measures. For the same reasons, we also use this information for our forecasting activities. The non-GAAP financial measures presented herein also facilitate comparisons to our historical operating results, which have consistently been presented in this manner.

Non-GAAP financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. They are limited in value because they exclude charges that have a material effect on our reported results and, therefore, should not be relied upon as the sole financial measures to evaluate our financial results. The non-GAAP financial measures are meant to supplement, and to be viewed in conjunction with, GAAP financial measures. Investors are encouraged to review the reconciliation of the financial measures to their most directly comparable GAAP financial measures as provided in the tables accompanying this press release. Our earnings guidance, however, is only provided on a non-GAAP basis. It is not feasible to provide GAAP diluted earnings per share guidance because the items excluded, other than amortization expense and non-cash interest expense, are difficult to predict and estimate and are primarily dependent on future events.

Forward Looking Statements: The matters discussed herein, as well as in future oral and written statements by management of Millipore Corporation that are forward-looking statements, are based on current management expectations that involve substantial risks and uncertainties which could cause actual results to differ materially from the results expressed in, or implied by, these forward-looking statements.

Potential risks and uncertainties that could affect Millipore's future operating results include, without limitation, failure to achieve design wins into our pharmaceutical and biotechnology customers' manufacturing design phase for a particular drug; delay, suspension or termination of a customer's volume production; lack of availability of raw materials or component products on a timely basis; regulatory delay in the approval of customers' therapeutics; limitations on cash flow available for operations and investment due to increased debt service obligations; the inability to establish and maintain necessary product and process quality levels; reduced demand for animal-derived cell culture products; the inability to realize the expected benefits of development, marketing, licensing and other alliances; competitive factors such as new membrane or chromatography technology; the inability to achieve anticipated cost benefits of our supply chain initiatives; risks relating to our concentration of principal manufacturing operations; the inability to utilize technology in current or planned products due to overriding rights by third parties; potential environmental liabilities; conditions in the economy in general and in the bioscience and bioprocess markets in particular; foreign exchange fluctuations; reduced private and government research funding; exposure to product liability claims; and difficulties inherent in transferring or outsourcing of manufacturing operations. Please refer to our filings with the SEC (News - Alert), including our most recent Annual Report on Form 10-K, for more information on these and other risks that could cause actual results to differ.

Millipore Corporation Condensed Consolidated Statements of Operations (In thousands, except per share data) (Unaudited) Three Months Ended Nine Months Ended October 3, September 27, October 3, September 27, 2009 2008 2009 2008 (As Adjusted) (a) (As Adjusted) (a) Revenues $ 411,865 $ 395,005 $ 1,228,396 $ 1,205,385 Cost of revenues 188,223 185,835 552,537 557,915 Gross profit 223,642 209,170 675,859 647,470 Selling, general and administrative expenses 131,153 123,974 388,690 383,960 Research and development expenses 29,349 25,421 83,675 76,602 Operating profit 63,140 59,775 203,494 186,908 Gain on business acquisition - - 8,542 - Interest income 171 213 589 594 Interest expense (14,549 ) (17,359 ) (43,635 ) (53,825 ) Income before provision for income taxes 48,762 42,629 168,990 133,677 Provision for income taxes 8,562 4,123 33,630 24,344 Net income 40,200 38,506 135,360 109,333 Less: Net income attributable to noncontrolling interest 538 706 2,279 2,836 Net income attributable to Millipore $ 39,662 $ 37,800 $ 133,081 $ 106,497 Diluted earnings per share $ 0.71 $ 0.68 $ 2.38 $ 1.91 Diluted weighted average shares outstanding 56,197 55,844 56,033 55,719 (a) On January 1, 2009, the Company adopted new accounting standards concerning convertible debt and reporting and disclosure of noncontrolling interest in consolidated subsidiaries. These new standards require adjustments to prior period financial statements to conform with current accounting treatment.

Millipore Corporation Condensed Consolidated Balance Sheets (In thousands) (Unaudited) October 3, December 31, 2009 2008 (As Adjusted) (a) ASSETS Current assets: Cash and cash equivalents $ 189,775 $ 115,462 Accounts receivable, net 300,629 274,529 Inventories 268,059 259,360 Deferred income taxes and other current assets 92,741 103,092 Total current assets 851,204 752,443 Property, plant and equipment, net 599,901 577,410 Deferred income taxes 18,615 10,926 Intangible assets, net 351,269 369,473 Goodwill 1,018,968 1,004,694 Other assets 17,209 18,155 Total assets $ 2,857,166 $ 2,733,101 LIABILITIES AND EQUITY Current liabilities: Short-term debt $ 58,571 $ 4,391 Accounts payable 84,106 70,037 Income taxes payable 8,424 9,966 Accrued expenses and other current liabilities 204,266 162,969 Total current liabilities 355,367 247,363 Deferred income taxes 8,122 7,263 Long-term debt 906,711 1,082,058 Other liabilities 94,440 84,122 Equity 1,492,526 1,312,295 Total liabilities and equity $ 2,857,166 $ 2,733,101 (a) On January 1, 2009, the Company adopted new accounting standards concerning convertible debt and reporting and disclosure of noncontrolling interest in consolidated subsidiaries. These new standards require adjustments to prior period financial statements to conform with current accounting treatment.

Millipore Corporation Condensed Consolidated Statements of Cash Flows (In thousands) (Unaudited) Nine Months Ended October 3, September 27, 2009 2008 (As Adjusted) (a) Cash flows from operating activities: Net income $ 135,360 $ 109,333 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 93,722 98,725 Stock-based compensation 19,881 16,916 Amortization of deferred financing costs 2,544 2,597 Amortization of debt discount 11,285 10,559 Deferred income tax provision 6,420 5,764 Gain on business acquisition (8,542 ) - Business acquisition inventory fair value adjustment 1,057 - Other 8,392 (3,974 ) Changes in operating assets and liabilities, net of effects of business acquisitions: Accounts receivable (15,208 ) (12,137 ) Inventories 2,150 (7,419 ) Other assets 7,356 934 Accounts payable 10,370 (18,958 ) Accrued expenses and other current liabilities 13,224 (3,390 ) Other liabilities (1,126 ) (10,107 ) Net cash provided by operating activities 286,885 188,843 Cash flows from investing activities: Additions to property, plant and equipment (53,314 ) (52,691 ) Acquisition of businesses, net of cash acquired (29,940 ) - Settlement of derivative transactions - (32,332 ) Other (3,291 ) (4,638 ) Net cash (used for) investing activities (86,545 ) (89,661 ) Cash flows from financing activities: Proceeds from issuance of common stock under stock plans 9,557 16,364 Net repayments under the revolving credit facility (194,174 ) (127,722 ) Net borrowings of short-term debt 49,119 540 Dividends paid to noncontrolling interest (2,104 ) (1,738 ) Net cash (used for) financing activities (137,602 ) (112,556 ) Effect of foreign exchange rates on cash and cash equivalents 11,575 320 Net increase (decrease) in cash and cash equivalents 74,313 (13,054 ) Cash and cash equivalents at beginning of year 115,462 36,177 Cash and cash equivalents at end of period $ 189,775 $ 23,123 (a) On January 1, 2009, the Company adopted new accounting standards concerning convertible debt and reporting and disclosure of noncontrolling interest in consolidated subsidiaries. These new standards require adjustments to prior period financial statements to conform with current accounting treatment.

Millipore Corporation Reconciliation of GAAP to Non-GAAP Financial Measures * Three Months Ended October 3, 2009 (dollars in thousands, except EPS data) GrossProfit GrossProfitMargin OperatingProfit OperatingMargin Pre-taxIncome Net incomeattributable toMillipore Diluted EPS GAAP results, three months ended October 3, 2009 $ 223,642 54.3 % $ 63,140 15.3 % $ 48,762 $ 39,662 $ 0.71 Non-GAAP adjustments: Costs related to global supply chain initiatives 2,199 0.5 % 2,311 0.6 % 2,311 1,502 0.03 Acquisition and related integration expenses 10 - 237 0.1 % 237 154 - Purchased intangibles amortization 2,092 0.5 % 14,455 3.5 % 14,455 9,391 0.17 Non-cash interest expense on convertible debt - - - - 3,711 2,411 0.04 Total non-GAAP adjustments 4,301 1.0 % 17,003 4.2 % 20,714 13,458 0.24 Non-GAAP results, three months ended October 3, 2009 $ 227,943 55.3 % $ 80,143 19.5 % $ 69,476 $ 53,120 $ 0.95 * Please refer to our press release for a full explanation for the use of non-GAAP measures.

Millipore Corporation Reconciliation of GAAP to Non-GAAP Financial Measures * Nine Months Ended October 3, 2009 (dollars in thousands, except EPS data) GrossProfit GrossProfitMargin OperatingProfit OperatingMargin Pre-taxIncome Net incomeattributable toMillipore Diluted EPS GAAP results, nine months ended October 3, 2009 $ 675,859 55.0 % $ 203,494 16.6 % $ 168,990 $ 133,081 $ 2.38 Non-GAAP adjustments: Costs related to global supply chain initiatives 10,492 0.9 % 11,134 0.9 % 11,134 7,181 0.13 Business acquisition inventory fair value adjustment 1,057 0.1 % 1,057 0.1 % 1,057 679 0.01 Acquisition and related integration expenses 19 - 1,718 0.1 % 1,718 1,107 0.02 Purchased intangibles amortization 6,051 0.5 % 42,676 3.5 % 42,676 27,549 0.48 Gain on business acquisition - - - - (8,542 ) (8,542 ) (0.15 ) Non-cash interest expense on convertible debt - - - - 10,921 7,050 0.13 Total non-GAAP adjustments 17,619 1.5 % 56,585 4.6 % 58,964 35,024 0.62 Non-GAAP results, nine months ended October 3, 2009 $ 693,478 56.5 % $ 260,079 21.2 % $ 227,954 $ 168,105 $ 3.00 * Please refer to our press release for a full explanation for the use of non-GAAP measures.

Millipore Corporation Reconciliation of GAAP to Non-GAAP Financial Measures * Three Months Ended September 27, 2008 (dollars in thousands, except EPS data) GrossProfit GrossProfitMargin OperatingProfit OperatingMargin Pre-taxIncome Net incomeattributable toMillipore Diluted EPS GAAP results, three months ended September 27, 2008 (As adjusted) $ 209,170 53.0% $ 59,775 15.1% $ 42,629 $ 37,800 $ 0.68 Non-GAAP adjustments: Costs related to global supply chain initiatives 5,809 1.4% 6,349 1.6% 6,349 3,947 0.07 Purchased intangibles amortization 2,363 0.6% 15,822 4.0% 15,822 9,833 0.17 Curtailment of post retirement plan - - (2,733) (0.6%) (2,733) (1,699) (0.03) Non-cash interest expense on convertible debt - - - - 3,460 2,150 0.04 Total non-GAAP adjustments 8,172 2.0% 19,438 5.0% 22,898 14,231 0.25 Non-GAAP results, three months ended September 27, 2008 (As adjusted) $ 217,342 55.0% $ 79,213 20.1% $ 65,527 $ 52,031 $ 0.93 * Please refer to our press release for a full explanation for the use of non-GAAP measures.

Millipore Corporation Reconciliation of GAAP to Non-GAAP Financial Measures * Nine Months Ended September 27, 2008 (dollars in thousands, except EPS data) GrossProfit GrossProfitMargin OperatingProfit OperatingMargin Pre-taxIncome Net incomeattributable toMillipore Diluted EPS GAAP results, nine months ended September 27, 2008 (As adjusted) $ 647,470 53.7 % $ 186,908 15.5 % $ 133,677 $ 106,497 $ 1.91 Non-GAAP adjustments: Costs related to global supply chain initiatives 9,728 0.8 % 10,268 0.9 % 10,268 6,419 0.12 Purchased intangibles amortization 7,109 0.6 % 47,512 3.9 % 47,512 29,748 0.53 Curtailment of post retirement plan - - (2,733 ) (0.2 %) (2,733 ) (1,699 ) (0.03 ) Non-cash interest expense on convertible debt - - - - 10,183 6,374 0.11 Total non-GAAP adjustments 16,837 1.4 % 55,047 4.6 % 65,230 40,842 0.73 Non-GAAP results, nine months ended September 27, 2008 (As adjusted) $ 664,307 55.1 % $ 241,955 20.1 % $ 198,907 $ 147,339 $ 2.64 * Please refer to our press release for a full explanation for the use of non-GAAP measures.

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