Equity and Comprehensive Income

Authorized Share Capital

As of June 24, 2016 and September 25, 2015, the Company's authorized share capital amounted to $11,000,000 and €40,000, divided into 1,000,000,000 ordinary shares with a par value of $0.01 per share, 100,000,000 preferred shares with a par value of $0.01 per share and 40,000 ordinary A shares with a par value of €1.00 per share. The authorized share capital includes 40,000 ordinary A shares with a par value of €1.00 per share in order to satisfy statutory requirements for the incorporation of all Irish public limited companies. Tyco Ireland may issue shares subject to the maximum prescribed by its authorized share capital contained in its memorandum of association. In connection with the re-domicile to Ireland, the Company canceled all the outstanding treasury shares, including shares held by subsidiaries, with an offsetting reduction in Additional paid in capital.

Issued Share Capital

The Company issued one authorized ordinary share in exchange for each ordinary share of Tyco International Ltd., the Swiss incorporated predecessor of the Company ("Tyco Switzerland") to the former shareholders of Tyco Switzerland. All ordinary shares issued at the effective time of the re-domicile were issued as fully paid-up and non-assessable. See Note 1.

Dividends

The authority to declare and pay dividends is vested in the Board of Directors. The timing, declaration and payment of future dividends to holders of the Company's ordinary shares will be determined by the Company's Board of Directors and will depend upon many factors, including the Company's financial condition and results of operations, the capital requirements of the Company's businesses, industry practice and any other relevant factors.

Under Irish law, dividends may only be paid (and share repurchases and redemptions must generally be funded) out of “distributable reserves.” The creation of distributable reserves was accomplished by way of a capital reduction, which the Irish High Court approved on December 18, 2014.

On June 8, 2016, the Company declared a quarterly dividend of $0.205 per share, payable on August 17, 2016 to shareholders of record on July 22, 2016. As a result, the Company recorded an accrued dividend of $87 million as of June 24, 2016 in Accrued and other current liabilities within the Company's Consolidated Balance Sheet. On March 14, 2016, the Company declared a quarterly dividend of $0.205 per share, paid on May 18, 2016 to shareholders of record on April 22, 2016. On December 8, 2015, the Company declared a quarterly dividend of $0.205 per share, paid on February 17, 2016 to shareholders of record on January 22, 2016. On September 3, 2015, the Company declared a quarterly dividend of $0.205 per share, paid on November 12, 2015 to shareholders of record on October 23, 2015.

On June 4, 2015, the Company declared a quarterly divided of $0.205 per share paid on August 19, 2015 to shareholders of record on July 24, 2015. On March 4, 2015, the Company declared a quarterly dividend $0.205 per share paid on May 20, 2015 to shareholders of record on April 24, 2015.

As previously disclosed in the 2015 Form 10-K, the Company presented dividends declared of $172 million as a reduction of Additional paid in capital within the Company’s Consolidated Statements of Shareholders’ Equity for the nine months ended June 26, 2015. For the year ended September 25, 2015, the Company corrected this presentation to present dividends declared for the periods subsequent to the re-domicile to Ireland as a reduction of Accumulated Earnings within the Consolidated Statement of Shareholder’s Equity to conform the presentation to its stand-alone statutory financial statements prepared under Irish GAAP. The Irish Companies Act (2014) does not permit dividends to be paid from share capital, including share premium. This reclassification had no effect on net revenue, operating income (loss), net income (loss), cash flows and total equity. Accordingly, the Company has reclassed its presentation of dividends declared for the nine months ended June 26, 2015 included herein.

Share Repurchase Program

The Company's Board of Directors approved $1.75 billion and $1 billion share repurchase programs in March 2014 and September 2014, respectively. No shares were repurchased during the quarters ended June 24, 2016 and June 26, 2015 and the nine months ended June 24, 2016. During the nine months ended June 26, 2015, the Company repurchased a total of approximately 10 million shares for approximately $417 million which completed the $1.75 billion share repurchase program. As of June 24, 2016, a total of approximately $1 billion in share repurchase authority remained outstanding.

Comprehensive Income (Loss)

Comprehensive income (loss) is comprised of the following ($ in millions):



	For the Quarters Ended						For the Nine Months Ended
	June 24, 2016			June 26, 2015			June 24, 2016			June 26, 2015
Net income	$	238		$	156		$	459		$	482
Gain (loss) on foreign currency translation ⁽¹⁾	7			25			(21		)	(349		)
(Loss) gain on liquidation of foreign entities ⁽²⁾	(1		)	3			28			3
Foreign currency translation	6			28			7			(346		)
Amortization of net actuarial losses ⁽³⁾	7			6			20			17
Income tax expense	(2		)	(2		)	(7		)	(4		)
Defined benefit and post retirement plans, net of tax	5			4			13			13
Unrealized gain (loss) on marketable securities and derivative instruments ⁽⁴⁾	4			(6		)	9			(6		)
Income tax (expense) benefit	(1		)	2			(3		)	2
Unrealized gain (loss) on marketable securities and derivative instruments, net of tax	3			(4		)	6			(4		)
Total other comprehensive income (loss), net of tax	14			28			26			(337		)
Comprehensive income	252			184			485			145
Less: comprehensive loss attributable to noncontrolling interests	(1		)	—			(2		)	(3		)
Comprehensive income attributable to Tyco ordinary shareholders	$	253		$	184		$	487		$	148

⁽¹⁾Includes loss of $6 million related to the net investment hedge for both the quarter and nine months ended June 24, 2016. Includes loss of $12 million and gain of $8 million related to the net investment hedge for the quarter and nine months ended June 26, 2015, respectively. See Note 10.

⁽²⁾ During the quarter ended June 24, 2016, $1 million of cumulative translation gains were transferred from currency translation adjustments to Selling, general and administrative expense within the Consolidated Statements of Operations as a result of the sale of a foreign entity. During the quarter ended March 25, 2016, $31 million of cumulative translation losses were transferred from currency translation adjustments as a result of the sale of a foreign entity. Of this amount, $24 million was applied against a provision for cumulative translation losses within the Consolidated Balance Sheets which was established during the first quarter of fiscal 2016 and $7 million was transferred to Selling, general and administrative expense within the Consolidated Statements of Operations. Additionally, during the quarter ended March 25, 2016, $2 million of cumulative translation gains were transferred from currency translation adjustments and are included in Income (loss) from discontinued operations, net of income taxes within the Consolidated Statements of Operations as a result of the sale of another foreign entity. During both the quarter and nine months ended June 26, 2015, $3 million of cumulative translation losses were transferred from foreign currency translation and included in (Loss) income from discontinued operations in the Consolidated Statements of Operations as a result of the sale of foreign entities.

⁽³⁾ Reclassified to net periodic (benefit) cost. See Note 12.

⁽⁴⁾ When sold, the gain (loss) will be reclassified to realized gain (loss) on marketable securities and derivative instruments and be recorded in Other (expense) income, net within the Consolidated Statements of Operations.

A summary of the changes in each component of Accumulated other comprehensive loss, net of tax, for the nine months ended June 24, 2016 and June 26, 2015 are as follows ($ in millions):



	Currency Translation Adjustments			Unrealized (Loss) Gain on Marketable Securities and Derivative Instruments			Retirement Plans			Accumulated Other Comprehensive Loss
Balance as of September 25, 2015	$	(1,233	)	$	(9	)	$	(599	)	$	(1,841	)
Other comprehensive (loss) income, net of tax	(21		)	6			—			(15		)
Amounts reclassified from accumulated other comprehensive income, net of tax	28			—			13			41
Net current period other comprehensive income	$	7		$	6		$	13		$	26
Balance as of June 24, 2016	$	(1,226	)	$	(3	)	$	(586	)	$	(1,815	)



	Currency Translation Adjustments			Unrealized Loss on Marketable Securities and Derivative Instruments			Retirement Plans			Accumulated Other Comprehensive Loss
Balance as of September 26, 2014	$	(693	)	$	—		$	(532	)	$	(1,225	)
Other comprehensive loss, net of tax	(349		)	—			—			(349		)
Amounts reclassified from accumulated other comprehensive income, net of tax	3			(4		)	13			12
Net current period other comprehensive (loss) income	$	(346	)	$	(4	)	$	13		$	(337	)
Balance as of June 26, 2015	$	(1,039	)	$	(4	)	$	(519	)	$	(1,562	)