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Private Securities Litigation Reform Act of We have no intention and are under no obligation to update or alter and expressly disclaim any such intention or obligation to do so our forward-looking statements whether as a result of new information, future events or otherwise, except to the extent required by law. The forward-looking statements in this presentation include statements addressing our future financial condition and operating results. Examples of factors that could cause actual results to differ materially from those described in the forward-looking statements include, among others, business, economic, competitive and regulatory risks, such as td0 affecting demand for products, particularly in the automotive industry and the telecommunications networks and consumer devices industries; competition and pricing pressure; fluctuations in foreign currency exchange rates and commodity prices; natural disasters and political, economic and military instability in countries in which we operate; developments in the credit markets; future goodwill impairment; compliance with current and dejtsch environmental and other laws and regulations; and the possible effects on us of changes in tax laws, tax treaties and other legislation.

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More detailed deutsfh about these and other factors is set forth in TE Connectivity Ltd. Securities and Exchange Commission. The difference between reported net sales growth the most comparable GAAP measure and Organic Sales Growth the non-GAAP measure consists of the impact from foreign currency exchange rates and acquisitions and divestitures, if any.

Organic Sales Growth is a useful measure of our performance because it excludes items that: The limitation of this measure is that it excludes items deusch have an impact on our sales. This limitation is best addressed by using organic sales growth in combination with the GAAP results. We present Adjusted Gross Margin and Adjusted Gross Margin Percentage before special items to give investors a perspective on the underlying business results.

These measures should be considered in conjunction with gross margin calculated using our GAAP results in order to understand the amounts, character and impact of adjustments to gross margin. We utilize Adjusted Operating Income to assess segment level core operating performance and to provide insight to management in evaluating segment operating plan execution and underlying market conditions.

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It also is a significant component in our incentive compensation plans. Adjusted Operating Income is a useful measure for investors because it provides insight into our underlying operating results, trends, and the comparability of these results between periods. The limitation of this measure is that it excludes the financial impact of items that would otherwise either increase or decrease our reported operating income. This limitation is best addressed by using Adjusted Operating Income in combination with operating income the most comparable GAAP measure in order to better understand the amounts, character and impact of any increase or decrease on reported results.

We present Adjusted Operating Margin before special items to give investors a perspective on the underlying business results. This measure should be considered in conjunction with operating margin calculated using our GAAP results in order to understand the amounts, character and impact of adjustments to operating margin. We present Adjusted Other Income, Net as we believe that it is appropriate for investors to consider results excluding these items in addition to results in accordance with GAAP.

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The difference between Adjusted Other Income, Net and other income, net the most comparable GAAP measure consists of tax sharing income related to certain proposed adjustments to prior period tax returns and other tax items, if any.

The limitation of this measure is that it excludes the financial impact of items that would otherwise either increase or decrease other income, net.

This limitation is best deutscy by using Adjusted Other Income, Net in combination with other income, net the most comparable GAAP measure in order to better understand the amounts, character and impact of any increase or decrease in reported amounts. We present Adjusted Income Tax Expense to provide investors further information regarding the tax effects of adjustments used in determining the non-GAAP financial measure Adjusted Income from Continuing Operations as defined below.

The difference between Adjusted Income Tax Expense and income tax expense the most comparable GAAP measure is the tax effect of adjusting items and certain significant special tax items, if any.

The limitation of this measure is that it excludes the financial impact of items that would otherwise either increase or decrease income tax expense. This limitation is best addressed by using Adjusted Income Tax Expense in combination with income tax expense the most comparable GAAP measure in order to better understand the amounts, character and impact of any increase or decrease in reported amounts.

We present Adjusted Effective Tax Rate — provide investors further information regarding the tax rate effects of adjustments used in determining the non-GAAP financial measure Adjusted Income from Continuing Operations as defined below. The difference between Adjusted Effective Tax Rate and effective income tax rate the most comparable GAAP measure is the tax rate effect of the adjusting items and certain significant special tax items, if any.

The limitation of this measure is that it excludes the financial impact of items that would otherwise either increase or decrease the effective income tax rate. This limitation is best addressed by using Adjusted Effective Tax Rate in combination with effective income tax rate the most comparable GAAP measure in order to better understand the amounts, character and impact of any increase or decrease in reported amounts.

We present income from continuing operations attributable to TE Connectivity Ltd. We present Adjusted Income from Continuing Operations as we believe that it is appropriate for investors to consider results excluding these items in addition to results in accordance with GAAP.

Adjusted Income from Continuing Operations provides additional information regarding our underlying operating results, trends and the comparability of these results between periods. The limitation of this measure is that it excludes the financial impact of items that would otherwise either increase or decrease our reported results.

This limitation is best addressed by using Adjusted Income from Continuing Operations in combination with income from continuing operations attributable to TE Connectivity Ltd. We present diluted earnings per share from continuing operations attributable to TE Connectivity Ltd.

We present Adjusted Earnings Per Share because we believe that it is appropriate for investors to consider results excluding these items in addition to results in accordance with GAAP. We believe such a measure provides a picture of our results that is more comparable among periods since it excludes the impact of special items, which may recur, but tend to be irregular as to timing, thereby making comparisons between periods more difficult.

This limitation is best addressed by using Adjusted Earnings Per Share in combination with diluted earnings per share from continuing operations attributable to TE Connectivity Ltd. The difference between net cash provided by continuing operating activities the most comparable GAAP measure and FCF the non-GAAP measure consists mainly of significant cash outflows and inflows that we believe are useful to identify.

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We believe free cash flow provides useful information to investors as it provides insight into the primary cash flow metric used by management to monitor and evaluate cash flows generated from our operations. FCF is defined as net cash provided by continuing operating activities excluding voluntary pension contributions and the cash impact of special items, if any, minus net capital expenditures. Net capital expenditures consist of capital expenditures less proceeds from the sale of property, plant, and equipment.

They are subtracted because they represent long-term commitments. Voluntary pension contributions are excluded from the GAAP measure because this activity is driven by economic financing decisions rather than operating activity.

Certain special items, including net payments related to pre-separation tax matters, also are considered by management in evaluating free cash flow.

We believe investors should also consider these items in evaluating our free cash flow. We forecast our cash flow results excluding any voluntary pension contributions because we have not yet made a determination about the amount and timing of any such future contributions.

In addition, our forecast excludes the cash impact of special items because we cannot predict the amount and timing of such items. FCF as presented herein may not be comparable to similarly-titled measures reported by other companies.

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The primary limitation of this measure is that it excludes items that have an impact on 2 GAAP cash flow. It deutwch not be inferred that the entire free cash flow amount is available for future discretionary expenditures, as our definition of free cash flow does not consider certain non-discretionary expenditures, such as debt payments.

In addition, we may have other discretionary expenditures, such as dutsch dividends, share repurchases, and business acquisitions, that are ddutsch considered in the calculation of free cash flow. Because we do not predict the amount and timing of special items that might occur in the future, and our forecasts are developed at a level of detail different than that duetsch to prepare GAAP-based financial measures, we do not provide reconciliations to GAAP of our forward-looking financial measures.

Telecom Networks 29 2. Consumer Devices 86 7. Organic net sales growth is a non-GAAP measure. See description of non-GAAP measures contained in this appendix. Telecom Networks 7. Consumer Devices 75 6. The impact of the additional week was estimated using an average weekly sales figure for the last month of the fiscal year. Also includes income tax expense related to adjustments to prior year income tax returns, income tax benefits recognized in connection with a reduction in the valuation allowance associated with certain tax 2d carryforwards, and income tax benefits recognized in connection with the lapse of statutes of limitations for examinations of prior year income tax returns.

In addition, the other income adjustment includes amounts related to reimbursements by Tyco International and Covidien in connection with pre-separation tax matters. Income tax expense adjustments include income tax benefits recognized in connection with a reduction in the valuation allowance associated with certain tax loss carryforwards and income tax expense associated with certain non-U.

Also includes the related impact to other income pursuant to the Tax Sharing Agreement with Tyco International and Covidien.