Press Release

Revenues for the second quarter declined 1 percent from the previous year, totaling $409 million. Excluding a 6 percent unfavorable impact from changes in foreign currency, revenues in the quarter grew 5 percent. On a divisional basis, excluding changes in foreign currency, Millipore's Bioscience Division grew 4 percent, while the Company's Bioprocess Division grew 7 percent from the previous year.

Millipore's second quarter earnings per share were $0.72 per share, compared to $0.69 per share in the second quarter of 2008. Non-GAAP earnings per share grew 9 percent to $1.00 per share, from $0.92 per share in the second quarter of 2008. A reconciliation of GAAP to non-GAAP financial measures is provided in the Company's financial tables accompanying this press release.

Through the first six months of 2009, Millipore's revenues grew 1 percent totaling $817 million. Excluding a 7 percent unfavorable impact from changes in foreign currency, revenues grew 8 percent. On a divisional basis, excluding changes in foreign currency, Millipore's Bioscience Division grew 5 percent, while the Company's Bioprocess Division grew 10 percent from the previous year. GAAP net income attributable to Millipore was $93 million, or $1.67 per share. Non-GAAP net income attributable to Millipore was $115 million, or $2.06 per share, resulting in approximately 20 percent earnings per share growth over the first six months of 2008.

"We continued to deliver solid operating results in the second quarter, as our Bioprocess Division sustained the recovery that it began earlier this year," said Martin Madaus, Chairman & CEO of Millipore. "The growth of the division was driven by higher spending on our downstream bioprocessing products from biotechnology customers in North America and Asia. Our Bioscience Division performance was highlighted by strength in our flow cytometry business and by accelerating growth in Life Science product categories such as stem cell research and multiplex immunoassays. This growth is being offset by slower sales of our laboratory water instruments and weak demand from large pharmaceutical customers due to a challenging market environment.

"The Company's overall revenue performance remains strong and is enabling us to generate attractive operating leverage and cash flow. On a year-to-date basis, we have expanded our non-GAAP operating margin by 190 basis points and increased our free cash flow by 69 percent. As we look to the second half of the year, we expect our revenue and earnings growth will be lower than the first half of 2009 as we make strategic investments to accelerate innovation and as we face five fewer selling days in our fourth quarter. Overall, we expect our financial performance will be very strong this year and we are increasing our guidance to reflect our exceptional performance in the first half of the year."

For the full year 2009, Millipore anticipates that its reported revenues will grow between 2 and 3 percent over 2008, compared to its previous estimate for revenues to range between a 1 percent decline and 1 percent growth. Excluding a 3 percent unfavorable impact from changes in foreign currency, the Company anticipates revenues will grow between 5 and 6 percent, compared to its previous guidance of 3 to 5 percent growth. Millipore is raising its outlook for non-GAAP earnings per share and expects non-GAAP EPS to be in a range between $3.85 and $3.95 per share in 2009, compared to its previous guidance of $3.75 to $3.90 per share. The Company is also raising its guidance for free cash flow, which it expects will total approximately $245 million for the full year, compared to its previous guidance of $220 million.

Q2 2009 Highlights

• Bioprocess Division generated 7 percent revenue growth, excluding changes in foreign currency. The division saw strong demand for its downstream bioprocessing products used in the production of biologics. The division also saw significant growth for several of its new products, including disposable manufacturing and virus filtration.
• Bioscience Division generated 4 percent revenue growth, excluding changes in foreign currency. The performance was highlighted by solid performance in stem cell research, flow cytometry, multiplex immunoassays, and biopharmaceutical services.
• Millipore's innovation strategy produced the following key product launches: the guava easyCyte(TM) 8HT flow cytometry system, a compact, affordable, six-color flow cytometry system; Mobius CellReady 3L Bioreactor, the first disposable bioreactor for process development; and ESGRO Complete(TM) PLUS, a new serum free stem cell media for studying embryonic stem cells.
• Increased non-GAAP operating margin to 21.8%, an 80 basis point improvement from the previous year led by a substantial improvement in non-GAAP gross margin.
• Generated approximately $53 million of free cash flow, representing 18 percent growth over the second quarter of 2008.
• Signed agreements with Proteome Sciences to develop research tools for Alzheimer's research; with BioTime to distribute human embryonic progenitor (hEP) cell lines; and with Boston University to access state-of-the art stem cell technology.

Revenue Growth by Geography ($ millions):

Revenue Growth by Division ($ millions):

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 Daylight 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) 475-6701 or (320) 365-3844 and entering confirmation code: 106822. The telephonic replay will be available beginning at 6:45 p.m. Eastern Daylight Time on August 6, 2009 until 11:59 p.m. Eastern Daylight Time on August 10, 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(TM)

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, 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 under FSP APB 14-1. 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, 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.

(a) On January 1, 2009, the Company adopted FASB Staff Position No. APB 14-1 concerning convertible debt
accounting and Statement of Financial Accounting Standards No. 160 concerning reporting and disclosure
of noncontrolling interest in consolidated subsidiaries. These rules require adjustments to prior period
financial statements to conform with current accounting treatment.

(a) On January 1, 2009, the Company adopted FASB Staff Position No. APB 14-1 concerning convertible debt
accounting and Statement of Financial Accounting Standards No. 160 concerning reporting and disclosure
of noncontrolling interest in consolidated subsidiaries. These rules require adjustments to prior period
financial statements to conform with current accounting treatment.

(a) On January 1, 2009, the Company adopted FASB Staff Position No. APB 14-1 concerning convertible debt
accounting and Statement of Financial Accounting Standards No. 160 concerning reporting and disclosure
of noncontrolling interest in consolidated subsidiaries. These rules require adjustments to prior period
financial statements to conform with current accounting treatment.

Non-GAAP Gross Profit and Gross Profit Margin

The calculation of non-GAAP gross profit and gross profit margin is displayed in the above tables. Non-GAAP gross profit and gross profit margin exclude the costs related to our global supply chain initiatives for the reasons described above in the introductory paragraphs of the "Use of Non-GAAP Financial Measures" section of this press release. Non-GAAP gross profit and gross profit margin exclude the amortization of acquired intangible assets and inventory fair value adjustments from business acquisitions because (1) the amounts are non-cash, (2) we can not influence the timing and amount of future expense recognition, and (3) excluding such expenses provides investors and management better visibility into the components of operating expenses. Non-GAAP gross profit and gross profit margin exclude acquisition and related integration expenses in connection with the acquisition of Guava Technologies.

Non-GAAP Operating Profit and Operating Margin

The calculation of non-GAAP operating profit and operating margin is displayed in the above tables. Non-GAAP operating profit and operating margin exclude the amortization of acquired intangible assets and inventory fair value adjustments related to business acquisitions because (1) the amounts are non-cash, (2) we can not influence the timing and amount of future expense recognition, and (3) excluding such expenses provides investors and management better visibility into the components of operating expenses. Non-GAAP operating profit and operating margin exclude acquisition and related integration expenses in connection with the acquisition of Guava Technologies. The calculation of non-GAAP operating profit and operating margin also excludes the costs related to our global supply chain initiatives described above in the introductory paragraphs of the "Use of Non-GAAP Financial Measures" section of this press release.

Non-GAAP Pre-tax Income

The calculation of non-GAAP pre-tax income is displayed in the above tables. The calculation of non-GAAP pre-tax income also excludes costs related to our global supply chain initiatives; acquisition and related integration expenses in connection with business acquisition; and amortization of acquired intangible assets and inventory fair value adjustments related to business acquisitions for the reasons described for non-GAAP operating profit and operating margin above. We have excluded the gain on business acquisition because this gain is significant and non-recurring for Millipore. In addition, we have also excluded the incremental non-cash interest expense on our convertible debt for the reasons described above in the introductory paragraphs of the "Use of Non-GAAP Financial Measures" section of this press release.

Non-GAAP Net Income Attributable to Millipore

The calculation of non-GAAP net income attributable to Millipore is displayed in the above tables. Because pre-tax income is included in determining net income attributable to Millipore, the calculation of non-GAAP net income attributable to Millipore also excludes costs related to our global supply chain initiatives; acquisition and related integration expenses; gain on business acquisition; non-cash interest expense on convertible debt; and amortization of acquired intangible assets and inventory fair value adjustments related to business acquisitions for the reasons described for non-GAAP pre-tax income above.

Non-GAAP Diluted Earnings per Share

The calculation of non-GAAP diluted earnings per share is displayed in the above tables. Because net income attributable to Millipore is included in the diluted earnings per share calculation, the non-GAAP diluted earnings per share calculation excludes costs related to our global supply chain initiatives; acquisition and related integration expenses; gain on business acquisition; non-cash interest expense on convertible debt; and amortization of acquired intangible assets and inventory fair value adjustments related to business acquisitions for the reasons described for non-GAAP net income attributable to Millipore above.

SOURCE: Millipore Corporation

Millipore Corporation
Joshua Young, 978-715-1527 or 800-225-3384
Director, Investor Relations
joshua_young@millipore.com
or
Millipore Corporation
Karen Hall, 978-715-1567
Director, Corporate Communications
karen_hall@millipore.com