UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15 (d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of
Report (Date of earliest event reported): February 9, 2006
CONMED
CORPORATION
(Exact
name of registrant as specified in its charter)
|
New
York
|
0-16093
|
16-0977505
|
|
(State
or other jurisdiction of
|
(Commission
|
(I.R.S.
Employer
|
|
incorporation
or organization)
|
File
Number)
|
Identification
No.)
|
525
French Road
Utica,
New York 13502
(Address
of principal executive offices, including zip code)
(315)
797-8375
(Registrant's
telephone number, including area code)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligations of the registrant under any of the following
provisions (See General Instruction A.2 below):
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Section
2 Financial
Information
Item
2.02 Results
of Operations and Financial Condition.
On
February 9, 2006, CONMED Corporation issued a press release announcing financial
results for the fourth quarter 2005. A copy of this press release is attached
hereto as Exhibit 99.1.
The
information in this Current Report on Form 8-K that is furnished under “Item
2.02. Results of Operations and Financial Condition” and Exhibit 99.1 attached
hereto shall not be deemed “filed” for purposes of Section 18 of the Securities
Act of 1934, nor shall they be deemed incorporated by reference in any filing
under the Securities Act of 1933, except as shall be expressly set forth by
specific reference in such filing.
Section
9 Financial
Statements and Exhibits
Item
9.01 Financial
Statements and Exhibits.
|
(c)
|
Exhibits
|
The
following exhibit is included herewith:
| Exhibit No. | Description of Exhibit |
|
99.1
|
Press
Release dated February 9, 2006, issued by CONMED
Corporation.
|
Signature
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant
has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
|
CONMED
CORPORATION
|
||
|
(Registrant)
|
||
|
By: /s/
Robert D. Shallish, Jr.
|
||
|
Vice
President-Finance and
|
||
|
Chief
Financial Officer
|
||
Date: February
9, 2006
EXHIBIT
INDEX
|
Exhibit
|
|
|
Number
|
Exhibit
Description
|
|
Press
Release, dated February 9, 2006, issued by CONMED
Corporation
|
|
NEWS
RELEASE |
CONTACT:
|
|
|
CONMED
Corporation
|
|
|
Robert
Shallish
|
|
|
Chief
Financial Officer
|
|
|
315-624-3206
|
|
|
Financial
Dynamics
|
|
|
Julie
Huang/Theresa Kelleher
|
|
|
212-850-5600
|
FOR
RELEASE: 7:00 AM (Eastern) February 9, 2006
CONMED
Corporation Announces Fourth Quarter and Full Year 2005
Results
Utica,
New York, February 9, 2006 ----- CONMED Corporation (Nasdaq:
CNMD) today
announced financial results for the fourth quarter and twelve months ended
December 31, 2005. Sales for the 2005 fourth quarter were $153.2 million
compared to $161.2 million in the fourth quarter of 2004. Net income equaled
$2.8 million, or $0.10 per diluted share for the quarter, compared to $7.4
million, or $0.25 per diluted share in the fourth quarter of 2004, based
on a
weighted average share count of 29.4 million for the quarter ended December
31,
2005. Total sales for the twelve months ended December 31, 2005 grew 10.5%
to
$617.3 million compared to $558.4 million in 2004. The Endoscopic Technologies
product line acquired from C.R. Bard in September 2004 contributed $44.4
million
to revenue in the first nine months of 2005 prior to its anniversary in
September 2005. Net income for the year was $32.0 million, or $1.08 per diluted
share, compared to $33.5 million, $1.11 per diluted share in 2004, based
on a
weighted average share count of 29.7 million for the 2005.
Excluding
transition charges related to an acquisition and other unusual charges (see
attached reconciliation for additional information), non-GAAP net income
for
2005 was $41.8 million, or $1.41 per non-GAAP diluted share, compared to
2004
non-GAAP net income of $50.5 million, or $1.68 per non-GAAP diluted share.
Fourth quarter non-GAAP net income was $5.3 million, or $0.18 per non-GAAP
diluted share, compared to fourth quarter 2004 non-GAAP net income of $14.7
million, or $0.49 per non-GAAP diluted share.
Mr.
Joseph J. Corasanti, President and Chief Operating Officer, noted, “As we
previously announced, the Company’s revenues in the fourth quarter were impacted
by several market factors including, we believe, lower than anticipated surgical
procedures, extended capital equipment purchasing decision timelines in certain
markets, and foreign currency translation. Further, our profits during the
second half of 2005 were impacted by higher raw material costs related to
petroleum based plastic, higher transportation charges, legal fees related
to
litigation against a competitor, and costs associated with scrap and rework
regarding packaging integrity on certain products of our Powered Surgical
Instrument line.”
|
CONMED
News Release Continued
|
Page
2 of 9
|
February
9, 2006
|
“Most
importantly, CONMED has taken action to address these market challenges.
As
previously announced, in relation to our manufacturing expansion, we are
actively working to increase our investment in research and development as
well
as quality management for enhanced customer satisfaction and regulatory
compliance. These initiatives added $7 million to the Company’s annual cost base
and we believe these changes will over the long run ultimately result in
improved product design and customer appreciation of our medical devices,” said
Mr. Corasanti.
During
2005, the Company repurchased $45 million of its common stock with funds
provided from operations and from proceeds of stock issued under employee
plans.
The Company’s debt to total book capitalization ratio at December 31, 2005 was
40.4%, a slight increase from 39.7% at December 31, 2004 due to the $9.0
million
reduction in the accounts receivable securitization program and the resultant
increase in long-term debt.
Sales
outside the United States continued at a rapid pace in 2005 growing 17.4%
overall, 12.0% excluding the effects of the Endoscopic Technologies acquisition,
and 10.2% on a constant currency basis. In the fourth quarter of 2005,
international sales grew 3.3%, reported, and 5.3% in constant currency due
to
the strengthening of the U.S. dollar in the last three months of the
year.
While
the
second half of 2005 had softer sales than the first half of the year, the
Company’s business showed overall sales improvement in the year. Arthroscopy
product growth of 3.2% year over year was led by its single- use sports medicine
repair products. Powered Surgical Instruments grew 2.6% as a result of the
effects of the new small bone handpiece, PowerPro Max™, introduced to the market
in early 2005. Electrosurgery’s growth of 3.0% year over year was primarily due
to a 16% improvement in sales of generators as the line continues to grow
its
market share. Endosurgery’s growth of 6.8% was due to a 22% increase in sales
outside the U.S. while domestic sales remain flat due to, we believe, the
illegal marketing practices of a competitor. In Patient Care, the improved
sales
of the pulse oximetry line were offset by reductions in the ECG electrode
line
as a result of the loss of a GPO contract for electrodes. The Endoscopic
Technologies business, acquired on September 30, 2004 generally met the
Company’s expectations, although pricing pressures in the second half of 2005
inhibited the line’s growth.
Following
is a summary of the Company’s sales by product line for the three months and
year ended December, 2005 (in millions):
|
Three
Months Ended
|
Year
Ended
|
||||||||||||||||||||
|
December
|
Growth
|
December
|
Growth
|
||||||||||||||||||
|
2004
|
2005
|
2004
|
2005
|
||||||||||||||||||
|
Arthroscopy
|
$
|
54.8
|
$
|
52.4
|
-4.4%
|
|
$
|
204.9
|
$
|
211.4
|
3.2%
|
|
|||||||||
|
Powered
Surgical Instruments
|
33.5
|
32.1
|
-4.2%
|
|
128.6
|
132.0
|
2.6%
|
|
|||||||||||||
|
Electrosurgery
|
23.9
|
22.6
|
-5.4%
|
|
85.9
|
88.5
|
3.0%
|
|
|||||||||||||
|
Endosurgery
|
12.5
|
12.5
|
0.0%
|
|
47.4
|
50.6
|
6.8%
|
|
|||||||||||||
|
Patient
Care
|
20.8
|
19.1
|
-8.2%
|
|
75.9
|
75.9
|
0.0%
|
|
|||||||||||||
|
145.5
|
138.7
|
-4.7%
|
|
542.7
|
558.4
|
2.9%
|
|
||||||||||||||
|
Endoscopic
Technologies
|
15.7
|
14.5
|
-7.6%
|
|
15.7
|
58.9
|
|||||||||||||||
|
$
|
161.2
|
$
|
153.2
|
-5.0%
|
|
$
|
558.4
|
$
|
617.3
|
10.5%
|
|
||||||||||
|
CONMED
News Release Continued
|
Page 3
of 9
|
February
9, 2006
|
Outlook
In
2006,
CONMED believes that a number of factors will have a positive impact on the
Company’s sales growth rate, including the anticipated new product pipeline and
the return to normal elective procedure rates. With these underlying factors,
the Company expects to achieve top-line organic growth of approximately 5%
in
2006, an improvement from the 2% organic growth in 2005. The Company expects
continued higher levels of raw material costs, unfavorable foreign exchange
when
compared to 2005, and higher costs related to product quality management
and
legal matters will impact the full year of 2006 causing operating profit
margins
to decline approximately $12 million compared to 2005 amounts.
The
Company believes that non-GAAP diluted earnings per share in 2006 will
approximate $1.00 - $1.05. GAAP diluted earnings per share is anticipated
to be
$0.88 - $0.93 per share in 2006 and reflects charges for previously disclosed
higher costs of products for the Endoscopic Technology line while the Company
completes the transition to self-manufacturing of this line, product recall
costs and surgical light replacement costs. In addition, the Company will
adopt
FAS123R for stock option expensing in 2006 which is expected to reduce the
above
earnings per share estimates by $.10 - $.15.
Mr.
Corasanti concluded, ”With 2005 behind us, 2006 forecasts to be a rebuilding
year. We believe that the business is poised for continued long-term growth,
our
product franchise remains top-notch, and our management and employees are
dedicated to improvement. Looking beyond 2006, we expect our operating margin
in
2007 will improve to approximately 14% as a percentage of sales due to revenue
growth leveraging the Company’s cost base as well as implementation of profit
improvement actions.”
The
Company anticipates that the second half of 2006 should show greater improvement
over the first half of 2006 when compared to respective 2005 amounts as profit
improvement programs continue to be implemented. Further, comparison to 2005
amounts will be more favorable in the second half of the 2006 year due to
the
relative softness of the last six months of 2005. For the first quarter of
2006,
the Company expects revenues in the range of $153 - $158 million and diluted
earnings per share on a non-GAAP basis of $0.18 - $0.22.
CONMED
Profile
CONMED
is
a medical technology company with an emphasis on surgical devices and equipment
for minimally invasive procedures and monitoring. The Company’s products serve
the clinical areas of arthroscopy, powered surgical instruments, electrosurgery,
cardiac monitoring disposables, endosurgery and endoscopic technologies.
They
are used by surgeons and physicians in a variety of specialties including
orthopedics, general surgery, gynecology, neurosurgery, and gastroenterology.
Headquartered in Utica, New York, the Company’s 3,100 employees distribute its
products worldwide from eleven manufacturing locations.
Forward
Looking Information
This
press release contains forward-looking statements based on certain assumptions
and contingencies that involve risks and uncertainties. The forward-looking
statements are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995 and relate to the Company’s performance
on a going-forward basis. The forward-looking statements in this press release
involve risks and uncertainties which could cause actual results, performance
or
trends, including the above mentioned anticipated revenues and earnings,
to
differ materially from those expressed in the forward-looking statements
herein
or in previous disclosures. The Company believes that all forward-looking
statements made by it have a reasonable basis, but there can be no assurance
that management’s expectations, beliefs or projections as expressed in the
forward-looking statements will actually occur or prove to be correct. In
addition to general industry and economic conditions, factors that could
cause
actual results to differ materially from those discussed in the forward-looking
statements in this press release include, but are not limited to: (i) the
failure of any one or more of the assumptions stated above, to prove to be
correct; (ii) the risks relating to forward-looking statements discussed
in the
Company’s Annual Report on Form 10-K for the fiscal year ended December 31,
2004; (iii) cyclical purchasing patterns from customers, end-users and dealers;
(iv) timely release of new products, and acceptance of such new products
by the
market; (v) the introduction of new products by competitors and other
competitive responses; (vi) the possibility that any acquisition (and its
integration) or other transaction may require the Company to reconsider its
financial assumptions and goals/targets; (vii) increasing costs for raw
material, transportation, or litigation; and/or (viii) the Company’s ability to
devise and execute strategies to respond to market conditions.
|
CONMED
News Release Continued
|
Page 4
of 9
|
February
9, 2006
|
CONMED
CORPORATION
CONSOLIDATED
STATEMENTS OF INCOME
(in
thousands except per share amounts)
(unaudited)
|
Three
months ended
|
Twelve
months ended
|
||||||||||||
|
December
31,
|
December
31,
|
||||||||||||
|
2004
|
2005
|
2004
|
2005
|
||||||||||
|
Net
sales
|
$
|
161,223
|
$
|
153,200
|
$
|
558,388
|
$
|
617,305
|
|||||
|
Cost
of sales
|
76,462
|
76,862
|
267,067
|
296,438
|
|||||||||
|
Cost
of sales, nonrecurring-Note A
|
4,429
|
1,870
|
4,429
|
7,846
|
|||||||||
|
Gross
profit
|
80,332
|
74,468
|
286,892
|
313,021
|
|||||||||
|
Selling
and administrative
|
54,262
|
57,945
|
183,183
|
216,685
|
|||||||||
|
Research
and development
|
5,924
|
6,836
|
20,205
|
25,469
|
|||||||||
|
Write-off
of purchased in-process
|
|||||||||||||
|
research
and development assets - Note B
|
2,700
|
-
|
16,400
|
-
|
|||||||||
|
Other
expense - Note C
|
3,076
|
1,864
|
3,943
|
7,119
|
|||||||||
|
|
|||||||||||||
|
65,962
|
66,645
|
223,731
|
249,273
|
||||||||||
|
Income
from operations
|
14,370
|
7,823
|
63,161
|
63,748
|
|||||||||
|
Loss
on early extinguishment
|
|||||||||||||
|
of
debt - Note D
|
825
|
-
|
825
|
-
|
|||||||||
|
Interest
expense - Note E
|
3,721
|
4,214
|
12,774
|
15,578
|
|||||||||
|
Income
before income taxes
|
9,824
|
3,609
|
49,562
|
48,170
|
|||||||||
|
Provision
for income taxes
|
2,389
|
802
|
16,097
|
16,176
|
|||||||||
|
Net
income
|
$
|
7,435
|
$
|
2,807
|
$
|
33,465
|
$
|
31,994
|
|||||
|
Per
share data:
|
|||||||||||||
|
Net
Income
|
|||||||||||||
|
Basic
|
$
|
.25
|
$
|
.10
|
$
|
1.13
|
$
|
1.09
|
|||||
|
Diluted
|
.25
|
.10
|
1.11
|
1.08
|
|||||||||
|
Weighted
average common shares
|
|||||||||||||
|
Basic
|
29,234
|
29,127
|
29,523
|
29,300
|
|||||||||
|
Diluted
|
29,900
|
29,407
|
30,105
|
29,737
|
|||||||||
|
CONMED
News Release Continued
|
Page 5
of 9
|
February
9, 2006
|
Note
A
-
Included in cost of sales in the three and twelve months ended December 31,
2004
are $4.4 million in acquisition related costs. Included in cost of sales
in the
three and twelve months ended December 31, 2005 are $1.9 million and $7.8
million, respectively, in acquisition related costs.
Note
B
- During
the three and twelve months ended December 31, 2004, we wrote off the
tax-deductible purchased in-process research and development assets related
to
the Bard Endoscopic Technologies acquisition amounting to $2.7 million and
$16.4
million, respectively.
Note
C
-
Included in other expense in the three months ended December 31, 2004 are
$.7
million in acquisition related costs and $2.4 million of expense related
to the
termination of a product offering; Included in other expense in the twelve
months ended December 31, 2004 are $1.5 million in acquisition related costs
and
$2.4 million of expense related to the termination of a product offering.
Included in other expense in the three months ended December 31, 2005 are
$.6
million in acquisition related costs, $.5 million of expense related to the
termination of a product offering and $0.8 million related to a loss on an
equity investment; Included in other expense for the twelve months ended
December 31, 2005 are $4.1 million in acquisition related costs, $1.5 million
of
expense related to the termination of a product offering, $.7 million in
environmental settlement costs and $.8 million related to the loss on an
equity
investment.
Note
D
- In the
three months and twelve months ended December 31, 2004, we recorded $.8 million
in losses on the early extinguishment of debt.
Note
E
-
Interest expense for the twelve months ended December 31, 2004 includes $.3
million of financing costs related to the Bard Endoscopic Technologies
acquisition.
|
CONMED
News Release Continued
|
Page 6
of 9
|
February
9, 2006
|
CONMED
CORPORATION
CONSOLIDATED
CONDENSED BALANCE SHEETS
(in
thousands)
(unaudited)
ASSETS
|
December
31,
|
|||||||
|
2004
|
2005
|
||||||
|
Current
assets:
|
|||||||
|
Cash
and cash equivalents
|
$
|
4,189
|
$
|
3,454
|
|||
|
Accounts
receivable, net
|
74,593
|
83,327
|
|||||
|
Inventories
|
127,935
|
152,428
|
|||||
|
Deferred
income taxes
|
13,733
|
8,334
|
|||||
|
Other
current assets
|
2,492
|
3,419
|
|||||
|
Total
current assets
|
222,942
|
250,962
|
|||||
|
Property,
plant and equipment, net
|
101,465
|
104,224
|
|||||
|
Goodwill
and other assets, net
|
529,717
|
527,053
|
|||||
|
Other
assets
|
18,701
|
16,991
|
|||||
|
Total
assets
|
$
|
872,825
|
$
|
899,230
|
|||
|
LIABILITIES
AND SHAREHOLDERS' EQUITY
|
|||||||
|
Current
liabilities:
|
|||||||
|
Current
portion of long-term debt
|
$
|
4,037
|
$
|
4,208
|
|||
|
Other
current liabilities
|
59,024
|
57,924
|
|||||
|
Total
current liabilities
|
63,061
|
62,132
|
|||||
|
Long-term
debt
|
290,485
|
302,643
|
|||||
|
Deferred
income taxes
|
51,433
|
58,001
|
|||||
|
Other
long-term liabilities
|
19,863
|
23,448
|
|||||
|
Total
liabilities
|
424,842
|
446,224
|
|||||
|
Shareholders'
equity:
|
|||||||
|
Capital
accounts
|
226,444
|
202,810
|
|||||
|
Retained
earnings
|
227,938
|
259,932
|
|||||
|
Accumulated
other comprehensive income (loss)
|
(6,399
|
)
|
(9,736
|
)
|
|||
|
Total
shareholders’ equity
|
447,983
|
453,006
|
|||||
|
Total
liabilities and shareholders' equity
|
$
|
872,825
|
$
|
899,230
|
|||
|
CONMED
News Release Continued
|
Page 7
of 9
|
February
9, 2006
|
CONMED
CORPORATION
CONDENSED
STATEMENT OF CASH FLOWS
(in
thousands)
(unaudited)
|
Twelve
months ended
|
|||||||
|
December
31,
|
|||||||
|
2004
|
2005
|
||||||
|
Cash
flows from operating activities:
|
|||||||
|
Net
income
|
$
|
33,465
|
$
|
31,994
|
|||
|
Adjustments
to
reconcile net income
|
|||||||
|
to
net
cash provided by operating activities:
|
|||||||
|
Depreciation
and amortization
|
26,868
|
30,786
|
|||||
|
Deferred
income
taxes
|
4,301
|
10,128
|
|||||
|
Write-off
of
purchased in-process research and
development asset
|
16,400
|
-
|
|||||
|
Write-off
of
deferred financing costs
|
825
|
-
|
|||||
|
Loss
on
equity investment
|
-
|
794
|
|||||
|
Sale
of
accounts receivable
|
5,000
|
(9,000
|
)
|
||||
|
Other,
net
|
(12,019
|
)
|
(22,268
|
)
|
|||
|
Net
cash provided by operating activities
|
74,840
|
42,434
|
|||||
|
Cash
flow from investing activities:
|
|||||||
|
Payments
related to business acquisitions,
|
|||||||
|
net of cash acquired
|
(81,645
|
)
|
(372
|
)
|
|||
|
Purchases
of
property, plant, and equipment, net
|
(12,419
|
)
|
(16,242
|
)
|
|||
|
Other
investing activities
|
-
|
-
|
|||||
|
Net
cash used in investing activities
|
(94,064
|
)
|
(16,614
|
)
|
|||
|
Cash
flow from financing activities:
|
|||||||
|
Payments
on
debt
|
(120,069
|
)
|
(30,671
|
)
|
|||
|
Proceeds
of
debt
|
150,000
|
43,000
|
|||||
|
Net
proceeds from common stock issued under employee plans
|
15,200
|
16,998
|
|||||
|
Repurchase
of
common stock
|
(29,989
|
)
|
(45,374
|
)
|
|||
|
Other,
net
|
361
|
(6,287
|
)
|
||||
|
Net
cash provided by financing activities
|
15,503
|
(22,334
|
)
|
||||
|
Effect
of exchange rate change
|
|||||||
|
on
cash
and cash equivalents
|
1,924
|
(4,221
|
)
|
||||
|
Net
decrease in cash and cash equivalents
|
(1,797
|
)
|
(735
|
)
|
|||
|
Cash
and cash equivalents at beginning of period
|
5,986
|
4,189
|
|||||
|
Cash
and cash equivalents at end of period
|
$
|
4,189
|
$
|
3,454
|
|||
|
CONMED
News Release Continued
|
Page 8
of 9
|
February
9, 2006
|
CONMED
CORPORATION
RECONCILIATION
OF REPORTED NET INCOME TO NET INCOME
BEFORE
UNUSUAL ITEMS
(In
thousands except per share amounts)
(unaudited)
|
Three
months ended
|
|||||||
|
December
31,
|
|||||||
|
2004
|
2005
|
||||||
|
Reported
net income
|
$
|
7,435
|
$
|
2,807
|
|||
|
Acquisition-transition
related costs included
|
|||||||
|
in
cost of sales
|
4,429
|
1,870
|
|||||
|
Write-off
of purchased in-process research and
|
|||||||
|
development
assets
|
2,700
|
-
|
|||||
|
Termination
of product offering
|
2,396
|
450
|
|||||
|
Loss
on equity investment
|
-
|
794
|
|||||
|
Other
acquisition related costs
|
680
|
620
|
|||||
|
Total
other expense
|
3,076
|
1,864
|
|||||
|
|
|||||||
|
Loss
on early extinguishment of debt
|
825
|
-
|
|||||
|
Unusual
expense before income taxes
|
11,030
|
3,734
|
|||||
|
Provision
(benefit) for income taxes on unusual expense
|
(3,805
|
)
|
(1,288
|
)
|
|||
|
Net
income before unusual items.
|
$
|
14,660
|
$
|
5,253
|
|||
|
Per
share data:
|
|||||||
|
Reported
net income
|
|||||||
|
Basic
|
$
|
.25
|
$
|
.10
|
|||
|
Diluted
|
.25
|
.10
|
|||||
|
Net
income before unusual items
|
|||||||
|
Basic
|
$
|
.50
|
$
|
.18
|
|||
|
Diluted
|
.49
|
.18
|
|||||
Management
has provided the above reconciliation of net income before unusual items
as an
additional measure that investors can use to compare operating performance
between reporting periods. Management believes this reconciliation provides
a
useful presentation of operating performance.
|
CONMED
News Release Continued
|
Page 9
of 9
|
February
9, 2006
|
CONMED
CORPORATION
RECONCILIATION
OF REPORTED NET INCOME TO NET INCOME
BEFORE
UNUSUAL ITEMS
(In
thousands except per share amounts)
(unaudited)
|
Twelve
months ended
|
|||||||
|
December
31,
|
|||||||
|
2004
|
2005
|
||||||
|
Reported
net income
|
$
|
33,465
|
$
|
31,994
|
|||
|
Acquisition-transition
related costs included
|
|||||||
|
in
cost
of sales
|
4,429
|
7,846
|
|||||
|
|
|||||||
|
Write-off
of purchased in-process research and
|
|||||||
|
development
assets
|
16,400
|
-
|
|||||
|
Termination
of product offering
|
2,396
|
1,519
|
|||||
|
Environmental
settlement
|
-
|
698
|
|||||
|
Loss
on equity investment
|
-
|
794
|
|||||
|
Other
acquisition related costs
|
1,547
|
4,108
|
|||||
|
|
|||||||
|
Total
other expense
|
3,943
|
7,119
|
|||||
|
Acquisition-related
interest expense
|
360
|
-
|
|||||
|
Loss
on early extinguishment of debt
|
825
|
-
|
|||||
|
|
|||||||
|
Unusual
expense before income taxes
|
25,957
|
14,965
|
|||||
|
Provision
(benefit) for income taxes on unusual expense
|
(8,955
|
)
|
(5,163
|
)
|
|||
|
Net
income before unusual items.
|
$
|
50,467
|
$
|
41,796
|
|||
|
Per
share data:
|
|||||||
|
Reported
net income
|
|||||||
|
Basic
|
$
|
1.13
|
$
|
1.09
|
|||
|
Diluted
|
1.11
|
1.08
|
|||||
|
Net
income before unusual items
|
|||||||
|
Basic
|
$
|
1.71
|
$
|
1.43
|
|||
|
Diluted
|
1.68
|
1.41
|
|||||
Management
has provided the above reconciliation of net income before unusual items
as an
additional measure that investors can use to compare operating performance
between reporting periods. Management believes this reconciliation provides
a
useful presentation of operating performance.