Avery Dennison Announces Third Quarter 2009 Results

October 27, 2009 8:33 AM EDT

PASADENA, Calif.--(BUSINESS WIRE)-- Avery Dennison Corporation (NYSE: AVY) today announced preliminary third quarter 2009 results.

All non-GAAP terms are reconciled to GAAP in the attached tables.


Third Quarter Financial Summary - Preliminary

($ millions, except per share amounts)

                      3Q           3Q           % Change vs. P/Y

                        2009         2008       Reported  Organic (a)

Net sales, by
segment:

  Pressure-sensitive  $ 851.0      $ 936.2      -9     %  -3   %
  Materials

  Retail Information    325.2        379.1      -14    %  -11  %
  Services

  Office and            242.8        260.4      -7     %  -4   %
  Consumer Products

  Other specialty
  converting            130.3        149.1      -13    %  -10  %
  businesses

Total net sales       $ 1,549.3    $ 1,724.8    -10    %  -6   %

                      As Reported (GAAP)                                  Adjusted Non-GAAP (b)

                                                          % of Sales                                      % of Sales

                        2009         2008       %         2009    2008      2009       2008     %         2009    2008
                                                Change                                          Change

Operating income
(loss) before

interest and taxes,
by segment:

  Pressure-sensitive  $ 75.7       $ 62.8       21     %  8.9  %  6.7  %  $ 84.0     $ 68.5     23     %  9.9  %  7.3  %
  Materials

  Retail Information    (29.1   )    0.5        -5920  %  -8.9 %  0.1  %    (6.8  )    7.1      -196   %  -2.1 %  1.9  %
  Services

  Office and            41.0         41.5       -1     %  16.9 %  15.9 %    40.8       45.4     -10    %  16.8 %  17.4 %
  Consumer Products

  Other specialty
  converting            0.9          1.2        -25    %  0.7  %  0.8  %    6.0        2.7      122    %  4.6  %  1.8  %
  businesses

  Corporate expense     (11.1   )    (9.7    )                              (11.1 )    (9.7  )

Total operating
income before

interest and taxes    $ 77.4       $ 96.3       -20    %  5.0  %  5.6  %  $ 112.9    $ 114.0    -1     %  7.3  %  6.6  %

Interest expense        19.1         29.0                                   19.1       29.0

Income from
operations

before taxes          $ 58.3       $ 67.3       -13    %  3.8  %  3.9  %  $ 93.8     $ 85.0     10     %  6.1  %  4.9  %

(Benefit from)
Provision for income    ($4.2   )  $ 4.6                                  $ 7.0      $ 4.6
taxes

Net income            $ 62.5       $ 62.7       0      %  4.0  %  3.6  %  $ 86.8     $ 80.4     8      %  5.6  %  4.7  %

Net income per
common share,
assuming dilution

                      $ 0.59       $ 0.63       -6     %                  $ 0.82     $ 0.81     1      %

                                                                            2009       2008

YTD Free Cash Flow                                                        $ 250.1    $ 251.5
(c)



a) Percentage change in sales before the impact of acquisitions and foreign currency translation

b) Excludes restructuring and asset impairment charges, transition costs associated with acquisition integrations, and other items (see accompanying schedules A-3 and A-4 for reconciliation to GAAP measures).

c) Free Cash Flow (a non-GAAP measure) as used herein is defined as net cash provided by operating activities (as reported), less purchase of property, plant, equipment, software, and other deferred charges, plus proceeds from sale of investments, net (see accompanying schedule A-3 for reconciliation to GAAP measure).

"In the face of continuing tough market conditions we increased operating margin, reflecting the strength of our franchise businesses and the effectiveness of our operating model," said Dean A. Scarborough, president and chief executive officer of Avery Dennison. "The combination of fixed-cost reductions and increasing variable margins positions the Company for strong profit growth when markets improve."

"While the rate of volume decline in the third quarter improved compared with the first half of the year, this was largely due to a slowdown in inventory reductions," Scarborough said. "Our end-markets remain soft, and we continue to be cautious about the pace of their recovery."

"I want to note the excellent performance of our employees in such uncertain times," Scarborough said. "They have maintained their focus on serving our customers, operating our businesses, and laying the groundwork for the future. This has been hard work, and they've done a tremendous job."

For more details on the Company's results for the quarter, see the Company's supplemental presentation materials, "Third Quarter 2009 Financial Review and Analysis," posted at the Company's Web site at www.investors.averydennison.com, and furnished under Form 8-K with the SEC.

Third Quarter, 2009 Results by Segment

All references to sales reflect comparisons on an organic basis, which exclude the impact of acquisitions and foreign currency translation. All references to operating margin exclude the impact of restructuring, asset impairment charges, lease cancellation costs, and other items.

Pressure-sensitive Materials (PSM)

    --  Roll Materials sales declined, reflecting weakness in end-markets. Sales
        continued to decline in the more economically sensitive Graphics and
        Reflective Products division.
    --  Operating margin increased as productivity offset the impact of reduced
        fixed-cost leverage, while the effects of pricing and raw material
        trends continued to cover the cumulative impact of 2008 inflation.

Retail Information Services (RIS)

    --  The decline in sales primarily reflected reduced demand for apparel in
        the U.S. and in Europe, and caution on the part of retailers.
    --  The decline in operating margin reflected reduced fixed-cost leverage,
        pricing, and other factors that more than offset the benefit of
        restructuring and productivity actions.
    --  The Company is continuing initiatives to reduce fixed costs in light of
        current market conditions, while introducing new products and improving
        value-added services to increase its share of this large market.

Office and Consumer Products (OCP)

    --  The decline in sales reflected weak end-market demand, led by slower
        corporate purchase activity. The sales decline was partially offset by
        strong back-to-school sales, due in part to expanded distribution and
        consumer trade-up to more durable binders.
    --  Operating margin declined as the benefit of productivity actions was
        more than offset by the impact of reduced fixed-cost leverage.

Other specialty converting businesses

    --  The decline in sales is primarily attributable to lower volume of
        products sold to the housing and construction industries.
    --  The increase in operating margin reflected restructuring and
        productivity improvements that more than offset reduced fixed-cost
        leverage.

Consolidated Items and Actions

    --  In the fourth quarter of 2008, the Company began a restructuring program
        expected to reduce costs across all segments of the business. The
        Company is targeting $160 million in annualized savings by mid-2010
        (estimating $75 million benefit, net of transition costs, in 2009). The
        Company estimates that it will incur approximately $130 million of total
        restructuring charges associated with these actions, with approximately
        $110 million to be incurred in 2009. In addition to the savings from
        these new actions, the Company expects approximately $40 million of
        carryover savings in the year from previously implemented actions.

        At the end of the third quarter of 2009, the Company achieved run-rate
        savings representing approximately 70 percent of its restructuring
        target.

    --  The effective tax rate in the third quarter was negative 7 percent,
        while the adjusted tax rate was positive 7.5 percent. The effective and
        adjusted tax rates for the full year are expected to be in the low
        single-digits and low double-digits, respectively. The ongoing annual
        tax rate is expected to be in the low 20 percent range, varying
        significantly from quarter to quarter.

Avery Dennison is a recognized industry leader that develops innovative identification and decorative solutions for businesses and consumers worldwide. The Company's products include pressure-sensitive labeling materials; graphics imaging media; retail apparel ticketing and branding systems; RFID inlays and tags; office products; specialty tapes; and a variety of specialized labels for automotive, industrial and durable goods applications. A FORTUNE 500 Company with sales of $6.7 billion in 2008, Avery Dennison is based in Pasadena, California and has employees in over 60 countries. For more information, visit www.averydennison.com.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995:

Certain statements contained in this document are "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Such forward-looking statements and financial or other business targets are subject to certain risks and uncertainties. Actual results and trends may differ materially from historical or anticipated results depending on a variety of factors, including but not limited to risks and uncertainties relating to investment in development activities and new production facilities; fluctuations in cost and availability of raw materials; ability of the Company to achieve and sustain targeted cost reductions; ability of the Company to generate sustained productivity improvement; successful integration of acquisitions; successful implementation of new manufacturing technologies and installation of manufacturing equipment; the financial condition and inventory strategies of customers; customer and supplier concentrations; changes in customer order patterns; loss of significant contract(s) or customer(s); timely development and market acceptance of new products; fluctuations in demand affecting sales to customers; impact of competitive products and pricing; selling prices; business mix shift; volatility of capital and credit markets; impairment of capitalized assets, including goodwill and other intangibles; credit risks; ability of the Company to obtain adequate financing arrangements and to maintain access to capital; fluctuations in interest and tax rates; fluctuations in pension, insurance and employee benefit costs; impact of legal proceedings, including a previous government investigation into industry competitive practices, and any related proceedings or lawsuits pertaining thereto or to the subject matter thereof related to the concluded investigation by the U.S. Department of Justice ("DOJ") (including purported class actions seeking treble damages for alleged unlawful competitive practices, which were filed after the announcement of the DOJ investigation), as well as the impact of potential violations of the U.S. Foreign Corrupt Practices Act; changes in tax laws and regulations; changes in governmental regulations; changes in political conditions; fluctuations in foreign currency exchange rates and other risks associated with foreign operations; worldwide and local economic conditions; impact of epidemiological events on the economy and the Company's customers and suppliers; acts of war, terrorism, and natural disasters; and other factors.

The Company believes that the most significant risk factors that could affect its financial performance in the near-term include (1) the impact of economic conditions on underlying demand for the Company's products and on the carrying value of its assets; (2) the impact of competitors' actions, including pricing, expansion in key markets, and product offerings; (3) the degree to which higher costs can be offset with productivity measures and/or passed on to customers through selling price increases, without a significant loss of volume; (4) the impact of an increase in costs associated with the Company's debt; and (5) the ability of the Company to achieve and sustain targeted cost reductions.

For a more detailed discussion of these and other factors, see "Risk Factors" and "Management's Discussion and Analysis of Results of Operations and Financial Condition" in the Company's most recent Form 10-K, filed on February 25, 2009, with the Securities and Exchange Commission. The forward-looking statements included in this document are made only as of the date of this document, and the Company undertakes no obligation to update the forward-looking statements to reflect subsequent events or circumstances.

For more information and to listen to a live broadcast or an audio replay of the Third Quarter conference call with analysts, visit the Avery Dennison Web site at www.investors.averydennison.com.


                                                                      A-1

AVERY DENNISON

PRELIMINARY
CONSOLIDATED
STATEMENT OF
INCOME

(In millions,
except per share
amounts)

                     (UNAUDITED)

                     Three Months Ended              Nine Months Ended

                     Oct. 3, 2009     Sep. 27,       Oct. 3, 2009     Sep. 27,
                                      2008                            2008

                     (13 Weeks)       (13 Weeks)     (40 Weeks)       (39 Weeks)

Net sales          $ 1,549.3        $ 1,724.8      $ 4,430.9        $ 5,198.9

Cost of products     1,113.3          1,290.5        3,259.5          3,850.3
sold

Gross profit         436.0            434.3          1,171.4          1,348.6

Marketing,
general &            323.1            325.5          927.4            994.5
administrative
expense

Goodwill and
indefinite-lived
intangible asset     ---              ---            832.0            ---
impairment
charges

Interest expense     19.1             29.0           67.0             87.8

Other expense,       35.5             12.5           162.4            23.9
net (1)

Income (loss)
from operations      58.3             67.3           (817.4  )        242.4
before taxes

(Benefit from)
provision for        (4.2    )        4.6            (20.8   )        18.9
income taxes

Net income         $ 62.5           $ 62.7         $ (796.6  )      $ 223.5
(loss)

Per share
amounts:

Net income
(loss) per
common share,      $ 0.59           $ 0.63         $ (7.73   )      $ 2.26
assuming
dilution

Average common
shares
outstanding,         106.0            98.9           103.1            98.9
assuming
dilution

Common shares
outstanding at       105.2            98.3           105.2            98.3
period end




     Other expense for the third quarter of 2009 includes $33.5 of restructuring
(1)  costs, asset impairment and lease cancellation charges and legal settlement
     costs of $2.

     Other expense for the third quarter of 2008 includes $12.5 of restructuring
     costs, asset impairment and lease cancellation charges.

     Other expense for 2009 YTD includes $102.2 of restructuring costs, asset
     impairment and lease cancellation charges, legal settlement costs of $39
     and a loss of $21.2 from debt extinguishment.

     Other expense, net, for 2008 YTD includes $28.4 of restructuring costs,
     asset impairment and lease cancellation charges, partially offset by ($4.5)
     related to a gain on sale of investments.




A-2

Reconciliation of Non-GAAP Financial Measures in Accordance with SEC Regulations
G and S-K

Avery Dennison reports financial results in accordance with U.S. GAAP, and
herein provides some non-GAAP financial measures. These non-GAAP financial
measures are not in accordance with, nor are they a substitute for, GAAP
financial measures. These non-GAAP financial measures are intended to supplement
the Company's presentation of its financial results that are prepared in
accordance with GAAP.

The Company's non-GAAP financial measures exclude the impact of certain events,
activities or strategic decisions. The accounting effects of these events,
activities or decisions, which are included in the GAAP measures, may make it
difficult to assess the underlying performance of the Company in a single
period. By excluding certain accounting effects, both positive and negative
(e.g. restructuring charges, asset impairments, legal settlement costs, certain
effects of acquisitions and related integration costs, loss from debt
extinguishment, gains on sales of assets, etc.), from certain of the Company's
GAAP measures, the Company believes that it is providing meaningful supplemental
information to facilitate an understanding of the Company's "core" or
"underlying" operating results. These non-GAAP measures are used internally to
evaluate trends in the Company's underlying business, as well as to facilitate
comparison to the results of competitors for a single period. The Company
adjusts the estimated full-year GAAP tax rate to exclude the tax rate effect of
charges for goodwill and indefinite-lived intangible asset impairments to
determine its anticipated adjusted non-GAAP tax rate to derive non-GAAP net
income.

Limitations associated with the use of the Company's non-GAAP measures include
(1) the exclusion of items that recur from time to time (e.g. restructuring,
asset impairment charges, discontinued operations, etc.) and items that occur
infrequently (e.g. legal settlement costs, loss from debt extinguishment) from
calculations of the Company's earnings and operating margin; (2) the exclusion
of certain effects of acquisitions, including integration costs and certain
financing costs; (3) the exclusion of interest expense from the calculation of
the Company's operating margin; and (4) the exclusion of any mandatory debt
service requirements, as well as the exclusion of other uses of the cash
generated by operating activities that do not directly or immediately support
the underlying business (such as discretionary debt reductions, dividends, share
repurchase, acquisitions, etc.) for calculation of free cash flow. While certain
items that the Company excludes from GAAP measures recur, these items tend to be
disparate in amount and timing. Based upon feedback from investors and financial
analysts, the Company believes that supplemental non-GAAP measures provide
information that is useful to the assessment of the Company's performance and
operating trends.

The reconciliation set forth below is provided in accordance with Regulations G
and S-K and reconciles the non-GAAP financial measures with the most directly
comparable GAAP financial measures.




                                                                 A-3

AVERY DENNISON

PRELIMINARY RECONCILIATION OF
GAAP TO NON-GAAP MEASURES

(In millions,
except per
share amounts)

                  (UNAUDITED)

                  Three Months Ended             Nine Months Ended

                  Oct. 3, 2009    Sep. 27,       Oct. 3, 2009    Sep. 27, 2008
                                  2008

                  (13 Weeks)      (13 Weeks)     (40 Weeks)      (39 Weeks)

Reconciliation
of GAAP to
Non-GAAP
Operating
Margin:

Net sales       $ 1,549.3       $ 1,724.8      $ 4,430.9       $ 5,198.9

Income (loss)
from            $ 58.3          $ 67.3         $ (817.4  )     $ 242.4
operations
before taxes

GAAP Operating    3.8     %       3.9     %      (18.4   %)      4.7     %
Margin

Income (loss)
from            $ 58.3          $ 67.3         $ (817.4  )     $ 242.4
operations
before taxes

Non-GAAP
adjustments:

Restructuring     27.0            8.7            69.9            19.2
costs

Asset
impairment and
lease             6.5             3.8            32.3            9.2
cancellation
charges

Loss from debt    ---             ---            21.2            ---
extinguishment

Legal
settlement        2.0             ---            39.0            ---
costs

Goodwill and
indefinite-lived
intangible asset  ---             ---            832.0           ---
impairment
charges

Transition
costs
associated
with              ---             5.2            ---             17.9
acquisition
integrations
(1)

Other(2)          ---             ---            ---             (4.5    )

Interest          19.1            29.0           67.0            87.8
expense

Adjusted
non-GAAP
operating
income before   $ 112.9         $ 114.0        $ 244.0         $ 372.0
taxes and
interest
expense

Adjusted
Non-GAAP          7.3     %       6.6     %      5.5     %       7.2     %
Operating
Margin

Reconciliation
of GAAP to
Non-GAAP Net
Income:

As reported
net income      $ 62.5          $ 62.7         $ (796.6  )     $ 223.5
(loss)

Non-GAAP
adjustments,
net of taxes:
(4)

Goodwill and
indefinite-lived
intangible asset  ---             ---            812.6           ---
impairment
charges

All other (3)     24.3            17.7           141.5           37.9

Adjusted
Non-GAAP Net    $ 86.8          $ 80.4         $ 157.5         $ 261.4
Income




                                                                  A-3

                                                                  (continued)

AVERY DENNISON

PRELIMINARY RECONCILIATION OF GAAP TO NON-GAAP MEASURES

(In millions,
except per share
amounts)

                    (UNAUDITED)

                    Three Months Ended            Nine Months Ended

                    Oct. 3, 2009    Sep. 27,      Oct. 3, 2009    Sep. 27, 2008
                                    2008

                    (13 Weeks)      (13 Weeks)    (40 Weeks)      (39 Weeks)

Reconciliation
of GAAP to
Non-GAAP
Earnings Per
Share:

As reported
income (loss)
per common        $ 0.59          $ 0.63        $ (7.73 )       $ 2.26
share, assuming
dilution

Non-GAAP
adjustments per
share, net of
taxes:

Goodwill and
indefinite-lived
intangible asset    ---             ---           7.88            ---
impairment
charges

All other (3)       0.23            0.18          1.38            0.38

Adjusted
Non-GAAP income
per common        $ 0.82          $ 0.81        $ 1.53          $ 2.64
share, assuming
dilution

Average common
shares
outstanding,        106.0           98.9          103.1           98.9
assuming
dilution




      2008 QTD and YTD includes transition costs associated with acquisition
(1)   integrations and change-in-control costs reported in marketing, general &
      administrative expense.

(2)   2008 YTD includes a gain on sale of investments.

      Reflects after-tax effect on restructuring costs, asset impairment and
(3)   lease cancellation charges, legal settlement costs, loss from debt
      extinguishment, transition costs associated with acquisition integrations
      and gain on sale of investments.

      The Company adjusts the estimated full-year GAAP tax rate to exclude the
(4)   tax rate effect of charges for goodwill and indefinite-lived intangible
      asset impairments to determine its anticipated adjusted non-GAAP tax rate
      to derive non-GAAP net income.




                                                   (UNAUDITED)

                                                   Nine Months Ended

                                                   Oct. 3, 2009    Sep. 27, 2008

                                                   (40 Weeks)      (39 Weeks)

Reconciliation of GAAP to Non-GAAP Cash Flow:

Net cash provided by operating activities        $ 316.9         $ 382.3

Purchase of property, plant and equipment          (46.7 )         (97.8 )

Purchase of software and other deferred charges    (20.4 )         (49.2 )

Proceeds from sale of investments, net             0.3             16.2

Free Cash Flow                                   $ 250.1         $ 251.5




                                                                          A-4

AVERY DENNISON

PRELIMINARY SUPPLEMENTARY INFORMATION

(In millions)

                    (UNAUDITED)

                    Third Quarter Ended

                    NET SALES             OPERATING INCOME       OPERATING
                                          (LOSS)                 MARGINS

                      2009       2008       2009       2008      2009     2008
                                            1          2

                    (13        (13        (13        (13 weeks)  (13      (13
                    weeks)     weeks)     weeks)                 weeks)   weeks)

Pressure-sensitive  $ 851.0    $ 936.2    $ 75.7     $ 62.8      8.9  %   6.7  %
Materials

Retail Information    325.2      379.1      (29.1 )    0.5       (8.9 %)  0.1  %
Services

Office and            242.8      260.4      41.0       41.5      16.9 %   15.9 %
Consumer Products

Other specialty
converting            130.3      149.1      0.9        1.2       0.7  %   0.8  %
businesses

Corporate Expense     N/A        N/A        (11.1 )    (9.7  )   N/A      N/A

Interest Expense      N/A        N/A        (19.1 )    (29.0 )   N/A      N/A

TOTAL FROM          $ 1,549.3  $ 1,724.8  $ 58.3     $ 67.3      3.8  %   3.9  %
OPERATIONS

(1) Operating income for the third quarter of 2009 includes $33.5 of
restructuring costs, asset impairment and lease cancellation charges and legal
settlement costs of $2; of the total $35.5, the Pressure-sensitive Materials
segment recorded $8.3, the Retail Information Services segment recorded $22.3,
the Office and Consumer Products segment recorded ($.2) and the other
specialty converting businesses recorded $5.1.

(2) Operating income for the third quarter of 2008 includes $12.5 of
restructuring costs, asset impairment and lease cancellation charges and $5.2
of transition costs associated with acquisition integrations; of the total
$17.7, the Pressure-sensitive Materials segment recorded $5.7, the Retail
Information Services segment recorded $6.6, the Office and Consumer Products
segment recorded $3.9 and the other specialty converting businesses recorded
$1.5.

Beginning in 2009, the Company modified its approach to allocating Corporate
costs to its operating segments to better reflect the costs required to
support operations within segment results. Prior year amounts have been
restated to conform with the new methodology.




RECONCILIATION OF GAAP TO NON-GAAP SUPPLEMENTARY INFORMATION

                                     Third Quarter Ended

                                     OPERATING INCOME (LOSS)  OPERATING MARGINS

                                       2009       2008        2009     2008

Pressure-sensitive
Materials

Operating income, as                 $ 75.7     $ 62.8        8.9  %   6.7  %
reported

Non-GAAP adjustments:

Restructuring costs                    3.9        2.5         0.5  %   0.3  %

Asset impairment and
lease cancellation                     2.4        3.2         0.3  %   0.3  %
charges

Legal settlement costs                 2.0        ---         0.2  %   ---

Adjusted non-GAAP                    $ 84.0     $ 68.5        9.9  %   7.3  %
operating income

Retail Information
Services

Operating (loss) income,             $ (29.1 )  $ 0.5         (8.9 %)  0.1  %
as reported

Non-GAAP adjustments:

Restructuring costs                    21.0       1.4         6.4  %   0.4  %

Asset impairment and
lease cancellation                     1.3        ---         0.4  %   ---
charges

Transition costs associated with       ---        5.2         ---      1.4  %
acquisition integrations

Adjusted non-GAAP                    $ (6.8  )  $ 7.1         (2.1 %)  1.9  %
operating (loss) income

Office and Consumer
Products

Operating income, as                 $ 41.0     $ 41.5        16.9 %   15.9 %
reported

Non-GAAP adjustments:

Restructuring costs                    (0.2  )    3.3         (0.1 %)  1.3  %

Asset impairment charges               ---        0.6         ---      0.2  %

Adjusted non-GAAP                    $ 40.8     $ 45.4        16.8 %   17.4 %
operating income

Other specialty
converting businesses

Operating income, as                 $ 0.9      $ 1.2         0.7  %   0.8  %
reported

Non-GAAP adjustments:

Restructuring costs                    2.3        1.5         1.8  %   1.0  %

Asset impairment charges               2.8        ---         2.1  %   ---

Adjusted non-GAAP                    $ 6.0      $ 2.7         4.6  %   1.8  %
operating income




                                                                           A-5

AVERY DENNISON

PRELIMINARY SUPPLEMENTARY INFORMATION

(In millions)

                    (UNAUDITED)

                    Nine Months Year-to-Date

                    NET SALES             OPERATING INCOME       OPERATING
                                          (LOSS)                 MARGINS

                      2009       2008       2009 1      2008     2009      2008
                                                        2

                    (40        (39        (40 weeks)  (39        (40       (39
                    weeks)     weeks)                 weeks)     weeks)    weeks)

Pressure-sensitive  $ 2,453.4  $ 2,835.7  $ 126.1     $ 217.0    5.1   %   7.7  %
Materials

Retail Information    972.7      1,189.3    (888.4 )    17.1     (91.3 %)  1.4  %
Services

Office and            644.1      710.2      98.9        104.1    15.4  %   14.7 %
Consumer Products

Other specialty
converting            360.7      463.7      (37.0  )    16.5     (10.3 %)  3.6  %
businesses

Corporate Expense     N/A        N/A        (50.0  )    (24.5 )  N/A       N/A

Interest Expense      N/A        N/A        (67.0  )    (87.8 )  N/A       N/A

TOTAL FROM          $ 4,430.9  $ 5,198.9  $ (817.4 )  $ 242.4    (18.4 %)  4.7  %
OPERATIONS

(1) Operating loss for 2009 includes $832 of goodwill and indefinite-lived
intangible asset impairment charges, $102.2 of restructuring costs, asset
impairment and lease cancellation charges, legal settlement costs of $39 and a
loss of $21.2 from debt extinguishment; of the total $994.4, the
Pressure-sensitive Materials segment recorded $70.2, the Retail Information
Services segment recorded $869, the Office and Consumer Products segment recorded
$5.5, the other specialty converting businesses recorded $28.5 and Corporate
recorded $21.2.

(2) Operating income for 2008 includes $28.4 of restructuring costs, asset
impairment and lease cancellation charges and $17.9 of transition costs
associated with acquisition integrations, partially offset by ($4.5) related to a
gain on sale of investments; of the total $41.8, the Pressure-sensitive Materials
segment recorded $10, the Retail Information Services segment recorded $26.4, the
Office and Consumer Products segment recorded $8.2, the other specialty
converting businesses recorded $1.7 and Corporate recorded ($4.5).

Beginning in 2009, the Company modified its approach to allocating Corporate
costs to its operating segments to better reflect the costs required to support
operations within segment results. Prior year amounts have been restated to
conform with the new methodology.




RECONCILIATION OF GAAP TO NON-GAAP SUPPLEMENTARY INFORMATION

                                    Nine Months Year-to-Date

                                    OPERATING INCOME (LOSS)   OPERATING MARGINS

                                      2009        2008        2009      2008

Pressure-sensitive Materials

Operating income, as reported       $ 126.1     $ 217.0       5.1   %   7.7  %

Non-GAAP adjustments:

Restructuring costs                   24.9        4.2         1.0   %   0.1  %

Asset impairment and lease            6.3         5.8         0.3   %   0.2  %
cancellation charges

Legal settlement costs                39.0        ---         1.6   %   ---

Adjusted non-GAAP operating         $ 196.3     $ 227.0       8.0   %   8.0  %
income

Retail Information Services

Operating (loss) income, as         $ (888.4 )  $ 17.1        (91.3 %)  1.4  %
reported

Non-GAAP adjustments:

Restructuring costs                   31.4        5.7         3.2   %   0.5  %

Asset impairment and lease            5.6         2.8         0.6   %   0.3  %
cancellation charges

Transition costs associated with      ---         17.9        ---       1.5  %
acquisition integrations

Goodwill and indefinite-lived
intangible asset impairment           832.0       ---         85.5  %   ---
charges

Adjusted non-GAAP operating         $ (19.4  )  $ 43.5        (2.0  %)  3.7  %
(loss) income

Office and Consumer Products

Operating income, as reported       $ 98.9      $ 104.1       15.4  %   14.7 %

Non-GAAP adjustments:

Restructuring costs                   1.0         7.6         0.1   %   1.1  %

Asset impairment charges              4.5         0.6         0.7   %   ---

Adjusted non-GAAP operating         $ 104.4     $ 112.3       16.2  %   15.8 %
income

Other specialty converting
businesses

Operating (loss) income, as         $ (37.0  )  $ 16.5        (10.3 %)  3.6  %
reported

Non-GAAP adjustments:

Restructuring costs                   12.6        1.7         3.5   %   0.3  %

Asset impairment charges              15.9        ---         4.4   %   ---

Adjusted non-GAAP operating         $ (8.5   )  $ 18.2        (2.4  %)  3.9  %
(loss) income




                                                                    A-6

AVERY DENNISON

PRELIMINARY CONDENSED CONSOLIDATED BALANCE SHEET

(In millions)

                                                  (UNAUDITED)

ASSETS                                            Oct. 3, 2009   Sep. 27, 2008

Current assets:

Cash and cash equivalents                          $ 91.9         $ 81.3

Trade accounts receivable, net                       1,008.6        1,120.7

Inventories, net                                     511.8          648.7

Other current assets                                 212.0          286.2

Total current assets                                 1,824.3        2,136.9

Property, plant and equipment, net                   1,393.3        1,543.3

Goodwill                                             962.2          1,775.0

Other intangibles resulting from business            271.3          298.0
acquisitions, net

Non-current deferred and refundable income taxes     216.8          80.1

Other assets                                         426.7          551.7

                                                   $ 5,094.6      $ 6,385.0

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:

Short-term and current portion of long-term debt   $ 669.4        $ 721.6

Accounts payable                                     650.5          730.6

Other current liabilities                            668.4          673.2

Total current liabilities                            1,988.3        2,125.4

Long-term debt                                       1,115.7        1,545.2

Other long-term liabilities                          690.6          615.8

Shareholders' equity:

Common stock                                         124.1          124.1

Capital in excess of par value                       698.4          747.4

Retained earnings                                    1,472.4        2,382.3

Accumulated other comprehensive (loss) income        (170.8  )      75.0

Cost of unallocated ESOP shares                      ---            (3.8    )

Employee stock benefit trusts                        (253.3  )      (358.7  )

Treasury stock at cost                               (570.8  )      (867.7  )

Total shareholders' equity                           1,300.0        2,098.6

                                                   $ 5,094.6      $ 6,385.0




                                                                 A-7

AVERY DENNISON

PRELIMINARY CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(In millions)

                                             (UNAUDITED)

                                             Nine Months Ended

                                               Oct. 3, 2009      Sep. 27, 2008

                                               (40 Weeks)        (39 Weeks)

Operating
Activities:

Net (loss) income                            $ (796.6 )        $ 223.5

Adjustments to reconcile net income to net
cash provided by operating activities:

Depreciation                                   139.8             154.8

Amortization                                   55.8              55.7

Provision for doubtful accounts                16.3              13.1

Goodwill and indefinite-lived intangible       832.0             ---
asset impairment charges

Asset impairments and net loss on sale and     39.3              16.4
disposal of assets

Loss from debt extinguishment                  21.2              ---

Stock-based compensation                       19.8              24.0

Other non-cash expense and loss                16.2              3.2

Other non-cash income and gain                 (7.2   )          (14.9  )

                                               336.6             475.8

Changes in assets and liabilities and other
adjustments, net of the effect of business     (19.7  )          (93.5  )
acquisitions

Net cash provided by operating                 316.9             382.3
activities

Investing
Activities:

Purchase of property, plant and                (46.7  )          (97.8  )
equipment

Purchase of software and other                 (20.4  )          (49.2  )
deferred charges

Payments for                                   ---               (130.6 )
acquisitions

Proceeds from sale of                          0.3               16.2
investments, net

Other                                          (4.0   )          7.0

Net cash used in                               (70.8  )          (254.4 )
investing activities

Financing
Activities:

Net decrease in borrowings (maturities of      (58.1  )          (386.3 )
90 days or less)

Additional borrowings (maturities longer       ---               400.1
than 90 days)

Payments of debt (maturities                   (93.2  )          (0.7   )
longer than 90 days)

Dividends                                      (112.3 )          (131.4 )
paid

Purchase of                                    ---               (9.8   )
treasury stock

Proceeds from exercise of stock                ---               2.3
options, net

Other                                          2.0               8.2

Net cash used in                               (261.6 )          (117.6 )
financing activities

Effect of foreign currency translation on      1.9               (0.5   )
cash balances

(Decrease) increase in cash and                (13.6  )          9.8
cash equivalents

Cash and cash equivalents,                     105.5             71.5
beginning of year

Cash and cash equivalents, end of period     $ 91.9            $ 81.3




    Source: Avery Dennison Corporation


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