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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 11-K
[X] Annual Report Pursuant To Section 15(d) Of
The Securities Exchange Act of 1934
For the fiscal year ended December 31, 2003
OR
[ ] Transition Report Pursuant To Section 15(d) Of
The Securities Exchange Act of 1934
For the transition period from ________ to _________
Commission File Number 0-16093
(A) Full title of the plan and the address
of the plan, if different from that of
the issuer named below:
CONMED CORPORATION
Retirement Savings Plan
(B) Name of issuer of the securities held
pursuant to the plan and the address
of its principal executive office:
CONMED CORPORATION
525 French Road
Utica, New York 13502
CONMED Corporation
Retirement Savings Plan
Index to Financial Statements
December 31, 2003 and 2002
Page
Reports of Independent Registered Public Accounting Firms ................. 1-2
Financial Statements:
Statements of Net Assets Available for
Benefits at December 31, 2003 and 2002 ............................... 3
Statement of Changes in Net Assets Available for
Benefits for the Years Ended December 31, 2003 and 2002 .............. 4
Notes to Financial Statements .......................................... 5-8
Supplemental Schedule: *
Schedule of Assets (Held at End of Year) at December 31, 2003 .......... 9-20
Signatures................................................................. 21
Exhibit Index.............................................................. 22
* All other schedules required by 29 CFR 2520.103-10 of the Department of
Labor's Rules and Regulations for Reporting and Disclosure under ERISA have
been omitted because they are not applicable.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
-------------------------------------------------------
To the Participants and Administrator of
CONMED Corporation Retirement Savings Plan
We have audited the Statement of Net Assets Available for Benefits of CONMED
Corporation Retirement Savings Plan as of December 31, 2003, and the related
Statement of Changes in Net Assets Available for Benefits for the year ended
December 31, 2003. These financial statements are the responsibility of the
Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States) and auditing standards generally
accepted in the United States of America. Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the CONMED
Corporation Retirement Savings Plan as of December 31, 2003, and the changes in
net assets available for benefits for the year ended December 31, 2003, in
conformity with accounting principles generally accepted in the United States of
America.
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental Schedule of Assets (Held
at End of Year) as of December 31, 2003 is presented for the purpose of
additional analysis and is not a required part of the basic financial
statements, but is supplementary information required by the United States
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The supplemental schedule
is the responsibility of the Plan's management. The supplemental schedule has
been subjected to the auditing procedures applied in the audit of the basic
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
Respectfully Submitted,
/s/ Insero, Kasperski, Ciaccia & Co., P.C.
Certified Public Accountants
Rochester, New York
May 6, 2004
1
Report of Independent Registered Public Accounting Firm
-------------------------------------------------------
To the Participants and Administrator of
CONMED Corporation Retirement Savings Plan
In our opinion, the accompanying Statement of Net Assets Available for Benefits
and the related Statement of Changes in Net Assets Available for Benefits
present fairly, in all material respects, the net assets available for benefits
of CONMED Corporation Retirement Savings Plan (the "Plan") at December 31, 2002,
and the changes in net assets available for benefits for the year ended December
31, 2002 in conformity with accounting principles generally accepted in the
United States of America. These financial statements are the responsibility of
the Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audits. We conducted our audit of these
statements in accordance with the standards of the Public Company Accounting
Oversight Board (United States) and auditing standards generally accepted in the
United States of America. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by
management, and evaluating the overall financial statement presentation. We
believe that our audit provides a reasonable basis for our opinion.
/s/ PricewaterhouseCoopers LLP
Syracuse, New York
June 25, 2003
2
CONMED Corporation
Retirement Savings Plan
Statements of Net Assets Available for Benefits
December 31, 2003 and 2002
- --------------------------------------------------------------------------------
Assets 2003 2002
Investments, at fair value
Non-interest bearing cash $ 1,138 $ 5,491
Mutual Funds 41,229,980 30,531,232
Common Collective Trust 11,330,119 11,074,553
Common Stock 5,829,954 4,439,497
Corporate Bonds 91,655 86,716
Money Market Funds 6,192,658 6,995,982
Participant Loans 1,787,040 1,693,992
------------ ------------
Total assets 66,462,544 54,827,463
------------ ------------
Liabilities
Due to broker for securities purchased 1,290 17,406
------------ ------------
Total liabilities 1,290 17,406
------------ ------------
Net Assets Available for Benefits $ 66,461,254 $ 54,810,057
============ ============
The accompanying notes are an integral part of the financial statements.
3
CONMED Corporation
Retirement Savings Plan
Statement of Changes in Net Assets Available for Benefits
Years Ended December 31, 2003 and 2002
- --------------------------------------------------------------------------------
2003 2002
Additions to net assets attributed to:
Investment income:
Interest and dividends $ 1,584,269 $ 1,362,169
Net appreciation (depreciation) in fair
value of investments 8,920,274 (8,336,581)
Contributions:
Participants 5,650,937 6,290,801
Employer 1,772,240 1,892,836
------------ ------------
Total additions 17,927,720 1,209,225
------------ ------------
Deductions from net assets attributed to:
Administrative expenses 39,497 30,977
Distributions to participants 6,237,026 5,535,777
------------- ------------
Total deductions 6,276,523 5,566,754
------------ ------------
Net increase (decrease) 11,651,197 (4,357,529)
Net assets at beginning of year 54,810,057 59,167,586
------------ ------------
Net Assets at End of Year $ 66,461,254 $ 54,810,057
============ ============
The accompanying notes are an integral part of the financial statements.
4
CONMED Corporation
Retirement Savings Plan
Notes to Financial Statements
December 31, 2003 and 2002
- --------------------------------------------------------------------------------
1. Establishment and Description of Plan
Effective January 1992, CONMED Corporation (the "Company") established the
CONMED Corporation Retirement Savings Plan (the "Plan"). The Plan is a
defined contribution plan covering all full-time employees of the Company
and its subsidiaries who meet the service requirements set forth in the
Plan document. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974 ("ERISA"). The following brief
description of the Plan is provided for general information purposes only.
Participants should refer to the Plan agreement for more complete
information.
Administration of the Plan
The Company serves as Plan Administrator with full power, authority and
responsibility to control and manage the operation and administration of
the Plan.
Contributions
A participant could contribute 1 to 50 percent of his or her annual
compensation, as defined, up to the maximum annual limitations as provided
by the Internal Revenue Code. The Company matches 50 percent of each
participant's contribution up to a maximum of 6 percent of participant
compensation. Forfeitures of terminated participants' non-vested accounts
reduce employer contributions. Forfeitures reduced employer contributions
by approximately $120,000 and $79,000 in 2003 and 2002, respectively.
Participant Accounts
Each participant's account is credited with the participant's contribution
and allocation of (a) the Company's contribution, (b) Plan earnings and (c)
administrative expenses. Allocations are based on participant earnings or
account balances, as defined. The benefit to which a participant is
entitled is the benefit that can be provided from the participant's vested
account.
Vesting
Each participant is immediately vested in his or her voluntary
contributions plus earnings thereon. A participant becomes fully vested in
the remainder of his or her account upon the completion of five years of
service.
Investment Options
Participants are allowed to invest in a variety of investment choices as
more fully described in the Plan literature. Participants may change their
investment options on a daily basis.
Loans
A participant may obtain a loan between $500 and $50,000, limited to fifty
percent of his or her vested account balance. Each loan bears interest at
prime plus 1 percent and is secured by a lien on the borrowing
participant's plan account. Repayment is required over a period not to
exceed five years or up to 15 years where the loan is for the purchase of a
primary residence. Loan repayments are allocated among the investment
options consistent with the participant's contribution investment election.
5
CONMED Corporation
Retirement Savings Plan
Notes to Financial Statements
December 31, 2003 and 2002
- --------------------------------------------------------------------------------
1. Establishment and Description of Plan (Continued)
Payment of Benefits
Participants or their beneficiaries are eligible to receive benefits under
the Plan upon normal retirement, death, total and permanent disability or
termination for any reason other than those previously mentioned. Benefits
are payable in accordance with the Plan agreement.
Plan Termination
While the Company anticipates and believes that the Plan will continue, it
reserves the right to discontinue the Plan subject to the provisions of
ERISA. In the event of Plan termination, participants will become 100
percent vested in their accounts.
Reclassification
To conform with financial statement groupings in 2003, certain items
reported in 2002 have been reclassified for comparative purposes. This
reclassification has no effect on net assets or changes in net assets for
2002.
2. Significant Accounting Policies
Basis of Accounting
The accounts of the Plan are maintained on the accrual basis of accounting
in accordance with accounting principles generally accepted in the United
States of America.
Investment Valuation and Income Recognition
Investments in common stock, debt securities and mutual funds are valued
based upon quoted market prices in active markets. Investments in common
collective trust funds are valued at the net asset value of securities held
by the trust as determined by the investment manager. Cash, money market
funds and participant loans are carried at cost which approximates market
value.
The Plan presents in the Statement of Changes in Net Assets Available for
Benefits the net appreciation or depreciation in the fair value of its
investments which consists of the realized gains and losses and the
unrealized appreciation or depreciation on those investments. Purchases and
sales of securities are recorded on the trade-date basis. Interest income
is recorded on the accrual basis and dividends are recorded as of the
ex-dividend date.
Contributions
Participant contributions and matching employer contributions are recorded
in the period during which the Company makes payroll deductions from the
participants' earnings.
Administrative Expenses
The Plan's administrative expenses are paid by either the Plan or the
Plan's Sponsor as defined in the Plan document.
6
CONMED Corporation
Retirement Savings Plan
Notes to Financial Statements
December 31, 2003 and 2002
- --------------------------------------------------------------------------------
2. Significant Accounting Policies (Continued)
Payment of Benefits
Benefit payments to participants are recorded upon distribution.
Use of Estimates
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported
amounts of net assets available for plan benefits and disclosure of
contingent assets and liabilities at the date of the financial statements
and the reported amounts of additions to and deductions from net assets
during the reporting period. Actual results could differ from those
estimates.
Risks and Uncertainties
The Plan provides for various investment options. Investments are exposed
to various risks, such as interest rate, market and credit. Due to the
level of risk associated with certain investments and the level of
uncertainty related to changes in the value of investments, it is at least
reasonably possible that changes in risks in the near term would materially
affect participants' account balances and the amounts reported in the
statement of net assets available for benefits and the statement of changes
in net assets available for benefits.
3. Income Tax Status
The trust established under the Plan to hold the Plan's assets is qualified
pursuant to the appropriate section of the Internal Revenue Code ("IRC"),
and, accordingly, the trust's net investment income is exempt from income
taxes. The Plan has obtained a favorable tax determination letter, dated
July 21, 2003, from the Internal Revenue Service. The Plan has been amended
since receiving the determination letter. However, the Plan administrator
and the Plan's tax counsel believe that the Plan, as amended, is designed
and is currently being operated in compliance with the applicable
requirements of the IRC.
4. Investments
Fidelity Management Trust Company ("Fidelity") is the trustee of the Plan.
As trustee, Fidelity holds the Plan's investment assets and executes
investment transactions.
Investments representing 5 percent or more of the net assets available for
plan benefits at December 31, 2003 and 2002 consist of the following:
7
CONMED Corporation
Retirement Savings Plan
Notes to Financial Statements
December 31, 2003 and 2002
- --------------------------------------------------------------------------------
4. Investments (Continued)
2003 2002
---- ----
Current Current
Units Value Units Value
CONMED Corp. Common Stock 150,913 $3,591,729 145,702 $2,854,302
Fidelity Equity Income Fund 131,846 6,559,316 122,777 4,870,549
Fidelity Aggressive Growth Fund 482,021 7,196,574 476,360 5,330,468
Fidelity Retirement Money
Market Fund 4,311,247 4,311,247 4,656,346 4,656,346
Fidelity Managed Income
Portfolio Fund 11,330,119 11,330,119 11,074,553 11,074,553
Spartan U.S. Equity Index Fund 170,803 6,731,350 176,135 5,486,628
Fidelity Investment Grade
Bond Fund 572,230 4,320,340 596,928 4,518,747
Fidelity Puritan Fund 243,712 4,501,365 196,599 3,104,297
Fidelity Low Priced Stock Fund 140,868 4,927,564 132,324 3,330,595
Net appreciation (depreciation) in the fair value of investments for the
years ended December 31, 2003 and 2002 was as follows:
2003 2002
Mutual funds $ 7,594,350 $ (8,312,146)
Common stocks 1,325,924 (24,435)
----------- -------------
$ 8,920,274 $ (8,336,581)
=========== =============
5. Transactions with Parties-in-Interest
As of December 31, 2003 and 2002, the Plan held certain securities issued
by the Company as follows:
December 31, 2003 December 31, 2002
----------------- -----------------
Number Fair Number Fair
of Shares Value of Shares Value
CONMED Corp.
Common Stock 150,913 $ 3,591,729 145,702 $ 2,854,302
In addition, certain assets of the Plan are invested in funds managed by
Fidelity. Fidelity is the trustee of the Plan and, therefore, is considered
to be a party-in-interest.
8
CONMED Corporation
Retirement Savings Plan
Schedule of Assets (Held at End of Year)
December 31, 2003
- --------------------------------------------------------------------------------
Fair
Identity of Issue/Description of Investment Units Value
FAM Value Fund** 42,096 $ 1,732,269
Fidelity Puritan Fund** 243,712 4,501,365
Fidelity Equity Income Fund** 131,846 6,559,316
Fidelity Investment Grade Bond Fund** 572,230 4,320,340
Fidelity Low-Priced Stock Fund** 140,868 4,927,564
Fidelity Aggressive Growth Fund** 482,021 7,196,574
Fidelity Capital Appreciation Fund** 3,853 94,446
Fidelity Diversified International Fund** 80,344 1,937,891
Legg Mason Value Trust Fund 1,012 63,068
Spartan U.S. Equity Index Fund** 170,803 6,731,350
Fidelity Managed Income Portfolio Fund** 11,330,119 11,330,119
CONMED Corporation Common Stock ** 150,913 3,591,729
Held in Brokerage Link Account * * 5,702,131
Fidelity Retirement Money Market Fund** 4,311,247 4,311,247
Fidelity Freedom Funds** 53,535 641,644
Needham Growth 25,987 762,719
Interest Bearing Cash Accounts 270,594 270,594
Participant loans, interest rates from 5.25% to
10.50% and maturities from 2004 to 2012 1,787,040
-----------
$66,461,406
===========
* See pages 10-20 for detail of assets held in the brokerage link account.
** Denotes party-in-interest
9
CONMED Corporation
Retirement Savings Plan
Schedule of Assets (Held at End of Year)
Brokerage Link Account
December 31, 2003
Security Description Shares Fair Value
- -------------------- ------ ----------
ADC TELECOMMUNICATIONS INC 250 $ 743
ADE CORP 605 11,205
AT&T CORP NEW 10 203
AT&T WIRELESS SVCS INC 17 136
ACCLAIM ENTMT INC COM 201 131
ADOLOR CORP 750 14,993
AGERE SYS INC CL A 6 18
AGERE SYS INC CL B 104 302
AGILENT TECH INC 276 8,070
ALCON INC COM SHS 100 6,054
ALIGN TECHNOLOGY INC 794 13,109
ALPINE REALTY INCOME & GROWTH Y 2,674 46,781
ALTRIA GROUP INC NFS LLC 40 2,177
AMERICAN BONANZA GOLD MING CORP CL A 21,000 5,670
AMER INTL GROUP INC 250 16,570
AMGEN INC 100 6,179
AMYLIN PHARM INC 100 2,222
ANADARKO PETE CORP 200 10,202
APEX SILVER MINES LIMITED 200 4,180
APPLIED DIGITAL SOLUTIONS INC 699 329
APPLIED MATERIALS INC 20 449
ARBITRAGE FUND 2,864 36,375
ARTISAN INTERNAT'L 1,136 21,485
10
CONMED Corporation
Retirement Savings Plan
Schedule of Assets (Held at End of Year)
Brokerage Link Account
December 31, 2003
Security Description Shares Fair Value
- -------------------- ------ ----------
ASK JEEVES INC 50 906
ASM INTL N V 770 15,585
AT HOME CORP SER A 41 0
ATMEL CORP NFS LLC 1,000 6,010
AUTOMATIC DATA PROCESSING INC 200 7,922
AVAYA INC NFS LLC 32 414
BANK ONE CORP 5 228
BARON SMALL CAP FD 2,784 51,666
BAXTER INTL INC 50 1,526
BERKSHIRE HATHAWAY INC DEL CL B 2 5,630
BEVERLY HILLS FILM STUDIOS NEW 1,000 450
BEYOND CORP COM NEW 86 0
BIOMIRA INC 100 148
BOSTON SCIENTIFIC 150 5,514
BRISTOL MYERS SQUIBB NFS LLC 15,023 429,658
BROADVISION INC COM NEW NFS LLC 341 1,453
CMGI INC FRMLY CMG 9,040 16,091
CALAMOS MARKET NEUTRAL CLASS A 16,497 234,251
CALEDONIA MINING CORP 4,000 1,240
CALPINE CORP NFS LLC 10,000 48,100
CAMBRIDGE HEART INC 9,500 7,790
CAPITAL ONE BK MTN BE 50,000 51,374
CARDINAL HEALTH INC 335 20,489
11
CONMED Corporation
Retirement Savings Plan
Schedule of Assets (Held at End of Year)
Brokerage Link Account
December 31, 2003
Security Description Shares Fair Value
- -------------------- ------ ----------
CATALINA MKTG CORP 150 3,024
CENTERPULSE LTD SPON ADR 30 1,065
CHARIOT RES LTD 3,000 831
CHECK POINT SOFTWARE TECH LTD 100 1,686
CHEVRONTEXACO CORP 77 6,652
CHILMARK ENTMT GROUP INC 2,000 720
CISCO SYS INC NFS LLC 3,418 82,818
CITIGROUP INC 266 12,912
CLIPPER 303 26,642
COMCAST CORP NEW CL A 17 557
COMMERCE ONE INC DEL COM NEW 218 277
CORNING INC 300 3,129
COSTCO WHOLESALE CORP 50 1,859
CRYO-CELL INTL INC 725 537
CUSAC GOLD LTD FRMLY CUSAC GOLD 20,800 6,240
DELL INC 560 19,029
DIAMOND OFFSHORE DRILLING INC 300 6,153
DIAMONDCLUSTER INTL INC CL A 1,542 15,728
DIGITAL LIGHTWAVE IN C 2,225 1,802
DODGE & COX STOCK 1,116 126,993
DOUBLECLICK INC NFS LLC 158 1,627
DOVER DOWNS GAMING & ENTMT INC 70 662
DOVER MOTORSPORTS INC 100 350
12
CONMED Corporation
Retirement Savings Plan
Schedule of Assets (Held at End of Year)
Brokerage Link Account
December 31, 2003
Security Description Shares Fair Value
- -------------------- ------ ----------
DREYFUS EMERGING LEADERS FUND 1,368 52,963
DREYFUS EMERGING MARKETS 643 10,803
EAGLE BROADBAND INC 400 520
EDULINK INC 30,000 240
ELAN CORP PLC ADR 400 2,753
ENRON CORP 2,300 60
ESPERION THERAPEUTICS INC 150 5,190
ETOYS INC 200 0
EXODUS COMMUNICATIONS INC 400 0
FIDELITY INTERNTL SMALL CAP 2,962 55,293
FIDELITY CONVERTIBLE SECURITIES 2,666 53,776
FIDELITY FREEDOM 2010 1,041 13,551
FIDELITY FREEDOM 2020 496 6,455
FIDELITY GROWTH COMPANY 99 4,945
FIDELITY AGGRESSIVE GROWTH 350 5,217
FIDELITY BLUE CHIP GROWTH 81 3,212
FIDELITY DIVIDEND GROWTH 2,120 57,863
FIDELITY SELECT ENERGY 66 1,647
FIDELITY SELECT TECHNOLOGY 458 27,535
FIDELITY SELECT ENERGY SERVICE 33 1,056
FIDELITY SELECT BIOTECHNOLOGY 305 15,721
FIDELITY SELECT GOLD 48 1,420
FIDELITY SELECT BROKERAGE & INVS MGT 482 23,920
13
CONMED Corporation
Retirement Savings Plan
Schedule of Assets (Held at End of Year)
Brokerage Link Account
December 31, 2003
Security Description Shares Fair Value
- -------------------- ------ ----------
FIDELITY CASH RESERVES 1,610,817 1,610,817
FLEXTRONICS INTL INC ISIN 200 2,960
FORLINK SOFTWARE CRP INC 2,000 560
GABELLI GOLD 1,504 27,337
GEMSTAR TV GUIDE INTL INC 300 1,522
GENETECH INC 400 37,428
GENERAL ELECTRIC CO 1,280 39,654
GENUITY INC CL A NEW 5 0
GLOBAL IMAGING SYSTEMS INC 504 16,002
GOLDCORP INC NEW 200 3,190
HARBOR CAPITAL APPRECIATION 2,908 76,533
HARMAN INTL INDS INC NEW 300 22,194
HARVARD SCIENTIFIC CO 100 0
HEWLETT-PACKARD CO DE 800 18,376
HOME DEPOT INC 290 10,292
HONEYWELL INTL INC 500 16,715
IBIS TECHNOLOGY CORP 866 9,743
IBISES INTL INC NEW 1,000 620
ICICI BK LTD ADR 200 3,436
INFOSPACE INC COM NEW 10 231
INTEGRA LIFESCIENCES HOLDINGS CORP 81 2,321
INTEL CORP 2,001 64,132
INTERIORS INC CL A 5,000 0
14
CONMED Corporation
Retirement Savings Plan
Schedule of Assets (Held at End of Year)
Brokerage Link Account
December 31, 2003
Security Description Shares Fair Value
- -------------------- ------ ----------
INTL BUSINESS MACH 1,055 97,777
INTL SPEEDWAY CL A 100 4,444
INTERNET CAP GROUP INC 330 114
INTERNET PICTURES CORP COM NEW 300 528
INVESCO TECHNOLOGY CLASS II 156 3,845
IPVOICE COM INC NEW 2,000 780
JDS UNIPHASE CORP NFS LLC 520 1,893
JABIL CIRCUIT INC 1,452 41,092
JANUS OLYMPUS 93 2,450
JOHNSON & JOHNSON 1,300 67,158
JUNIPER NETWORKS INC 175 3,269
KEITHLEY INSTRUMENTS INC 100 1,830
LAMSON & SESSIONS CO 300 1,731
LARGE SCALE BIOLOGY CORP 2,500 4,605
LAWSON SOFTWARE INC 1,729 14,351
LEAR CORP 100 6,133
LEVEL 3 COMMUNICATIONS INC 100 570
LILLY ELI & CO 40 2,813
LOCKHEED MARTIN CORP 11 565
LOOMIS SAYLES BOND INSTL 3,510 46,757
LUCENT TECH INC 19,550 55,522
MBNA CORP 300 7,455
MARIMBA INC 100 550
15
CONMED Corporation
Retirement Savings Plan
Schedule of Assets (Held at End of Year)
Brokerage Link Account
December 31, 2003
Security Description Shares Fair Value
- -------------------- ------ ----------
MATTHEWS ASIAN GROWTH & INCOME FUND 2,186 30,209
MEDCO HEALTH SOLUTIONS INC 24 816
MEDTRONIC INC 350 17,014
MERCK & CO INC 300 13,860
MERIDIAN BIOSCIENCE INC 150 1,566
MERIDIAN FUND 1,716 56,665
MERRILL LYNCH NTS 25,000 28,788
METROLOGIC INSTRUMENTS INC 530 14,310
MICROSOFT CORP 874 23,921
MIRACLE ENTERTAINMENT INC 16,625 17
MIRAVANT MEDICAL TECHNOLOGY 536 643
MOTOROLA INC 618 8,652
MOTOROLA INC NOTES 10,000 11,493
NQL INC 1,000 0
NABORS INDUSTRIES LTD (BERMUDA) 400 16,600
NANOPHASE TECH CORP 10 81
NASDAQ 100 TR UNIT SER 1 550 20,053
NEW PLAN EXCEL REALTY TR INC 300 7,401
NOKIA CORP ADR 877 14,909
NORTEL NETWORKS CORP NEW (HOLDING CO) 362 1,531
NORTHEAST INVESTORS TRUST 19,741 146,284
OAKMARK SELECT 5,867 179,646
OMNIVISION TECHNOLOGIES INC 300 16,575
16
CONMED Corporation
Retirement Savings Plan
Schedule of Assets (Held at End of Year)
Brokerage Link Account
December 31, 2003
Security Description Shares Fair Value
- -------------------- ------ ----------
ONEIDA LTD 200 1,178
OPENWAVE SYS INC COM NEW 200 2,200
ORACLE CORPORATION NFS LLC 1,510 19,977
OUTBACK STEAKHOUSE INC 40 1,768
PLX TECHNOLOGY INC 100 885
PMC-SIERRA INC NFS LLC 300 6,030
PACKETEER INC 719 12,209
PAINCARE HLDGS INC 6,350 20,320
PALMONE INC 19 223
PALMSOURCE INC 3 65
PARADYNE NETWORKS INC 2,300 7,912
PARNASSUS EQUITY INCOME PORTFOLIO 1,776 42,621
PATINA OIL & GAS CRP 300 14,697
PCCW LTD NEW ISIN 100 55
PETROLEUM GEO SVCS ASA NEW SPON ADR 3 117
PFIZER INC 1,400 49,462
PFSWEB INC 1,000 1,600
PIMCO COMMODITY REAL RETURN INST 2,030 27,750
PIMCO REAL RETURN ADMINISTRATIVE CLASS 3,880 43,651
PIMCO REAL RETURN CLASS A 11 118
PLANTRONICS INC NEW 175 5,714
PRIMUS TELECOMMS GP 5 51
PUMATECH INC FORMERLY PUMA 1,000 3,980
17
CONMED Corporation
Retirement Savings Plan
Schedule of Assets (Held at End of Year)
Brokerage Link Account
December 31, 2003
Security Description Shares Fair Value
- -------------------- ------ ----------
PUTNAM GLOBAL NATURAL RESOURCES A 51 1,050
QLOGIC CORP NFS LLC 790 40,740
QUALCOMM INC NFS LLC 722 38,937
R H DONNELLEY CORP NEW 200 7,968
RAINDANCE COMMUNICATIONS INC 500 1,375
RAMBUS INC NFS LLC 240 7,368
RAYTHEON CO COM NEW 100 3,004
REALNETWORKS INC NFS LLC 600 3,426
RYDEX VENTURE 100 851 22,626
SPSS INC 33 590
SAP AG SPON ADR 100 4,156
SATYAM COMPUTER SVCS LTD AMERN DEPOSITORY 130 3,813
SCHLUMBERGER LIMITED 100 5,472
SCHNITZER STL INDS 300 18,150
SCHWAB CHARLES CORP NEW 750 8,880
SELECTED AMERICAN SHARES 1,298 43,056
SELECTED SPECIAL SHARES 2,418 28,287
SHAMAN PHARMACEUTICALS INC 44,070 88
SHES GOT NETWORK INC 700 0
SIGMATRON INTL INC 100 2,613
SILICON VALLEY RESEARCH INC 2,000 6
SIRIUS SATELLITE RADIO INC 1,000 3,160
SOMERA COMM INC 1,000 1,600
18
CONMED Corporation
Retirement Savings Plan
Schedule of Assets (Held at End of Year)
Brokerage Link Account
December 31, 2003
Security Description Shares Fair Value
- -------------------- ------ ----------
SPRINT CORP (FON GROUP) 25 411
SPRINT CORP (PCS GROUP) 300 1,686
SUN MICROSYSTEMS INC NFS LLC 1,646 7,358
SUPERCONDUCTOR TECHNOLOGIES INC 90 500
SYCAMORE NETWORKS INC 100 522
TVI CORP NEW 500 1,405
TEXAS INSTRUMENTS INC 800 23,504
3DFX INTERACTIVE INC 200 2
3COM CORP NFS LLC 2,997 24,485
3M COMPANY 6 510
TIME WARNER INC 646 11,622
TRANSOCEAN SEDCO FOREX INC 19 456
TRAVELERS PPTY CAS CORP NEW CL A 5 84
TRAVELERS PPTY CAS CORP NEW CL B 22 373
TWEEDY BROWN GLOBAL VALUE FUND 2,647 51,750
TYCO INTL LTD NEW 1,440 38,160
UNITED PARCEL SVC INC 145 10,810
UNIVISION COMM INC CL A 300 11,907
VA LINUX SYS INC 150 587
VERIZON COMMUNICATIONS 200 7,016
VERTICAL COMPUTER SYSTEM INC 1,000 3
VIRAGEN INC 3,000 720
VIROLOGIC INC OC COM 200 752
19
CONMED Corporation
Retirement Savings Plan
Schedule of Assets (Held at End of Year)
Brokerage Link Account
December 31, 2003
Security Description Shares Fair Value
- -------------------- ------ ----------
WAL-MART STORES INC 90 4,775
WANNIGAN CAP CORP 14 2
WASHINGTON MUTUAL INC 300 12,036
WAVE SYSTEMS CORP CL A 139 228
WEITZ VALUE 1,432 51,229
WELLS FARGO & CO NEW 200 11,778
WHEATON RIVER MINERALS LTD 11,250 33,638
WIND RIV SYS INC NFS LLC 100 876
WORLDCOM INC GA NEW WORLDCOM GROUP COM 20,690 207
WORLDCOM INC GA (MCI GROUP) 84 3
WRIGHT MED GROUP INC 2,000 60,800
XO COMMUNICATIONS IN C CL-A 5,000 0
XCEL ENERGY INC COM 150 2,547
XCELERA.COM INC ISIN 100 208
XYDERNAUT CORP 200 316
YDI WIRELESS INC 37 191
YAHOO INC NFS LLC 48 2,161
YUMI BRANDS INC 300 10,320
Z TEL TECHNOLOGIES INC 500 1,010
ZIMMER HLDGS INC 1,189 83,706
ZORAN CORP 100 1,739
----------
TOTAL ACCOUNT MARKET VALUE $5,702,131
=========
20
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Plan Administrator has duly caused this Annual Report to be signed by the
undersigned hereunto duly authorized.
CONMED CORPORATION
Retirement Savings Plan
By: Robert D. Shallish, Jr.
--------------------------
Robert D. Shallish, Jr.
Vice President Finance and
Chief Financial Officer
CONMED Corporation
Date: June 25, 2004
21
Exhibit Index
Exhibit
- -------
23.1 Consent of Independent Registered Public Accounting Firm
23.2 Consent of Independent Registered Public Accounting Firm
22
Exhibit 23.1
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
--------------------------------------------------------
We consent to the incorporation by reference in the Registration Statement of
CONMED Corporation on Form S-8 (Nos. 33-58119, 333-48693, 333-74497, 333-78987
and 333-90444) of our report, dated May 6, 2004, relating to the financial
statements of CONMED Corporation Retirement Savings Plan, which appears in this
Annual Report on Form 11-K.
Respectfully Submitted,
/s/ Insero, Kasperski, Ciaccia & Co., P.C.
Certified Public Accountants
Rochester, New York
June 25, 2004
23
Exhibit 23.2
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
--------------------------------------------------------
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (Nos. 33-58119, 333-48693, 333-74497, 333-78987 and
333-90444) of CONMED Corporation of our report dated June 25, 2003 relating to
the financial statements of CONMED Corporation Retirement Savings Plan, which
appears in this Form 11-K.
/s/ PricewaterhouseCoopers LLP
Syracuse, New York
June 23, 2004
24