-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, I/hOCjZ9qKtYLX/uEzWjx3gHyGPx2q3oRWjRzh0XQEW4HZleik9DA+YtISK4cD5I 05zHV4ge0XTjfCx3W9JDLg== 0000950123-10-032889.txt : 20100407 0000950123-10-032889.hdr.sgml : 20100407 20100407172030 ACCESSION NUMBER: 0000950123-10-032889 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100401 ITEM INFORMATION: Cost Associated with Exit or Disposal Activities ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100407 DATE AS OF CHANGE: 20100407 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HAEMONETICS CORP CENTRAL INDEX KEY: 0000313143 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 042882273 STATE OF INCORPORATION: MA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14041 FILM NUMBER: 10737737 BUSINESS ADDRESS: STREET 1: 400 WOOD RD CITY: BRAINTREE STATE: MA ZIP: 02184 BUSINESS PHONE: 7818487100 MAIL ADDRESS: STREET 1: 400 WOOD ROAD CITY: BRAINTREE STATE: MA ZIP: 02184 8-K 1 b80430e8vk.htm FORM 8-K e8vk
 
 
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) April 1, 2010
HAEMONETICS CORPORATION
(Exact name of registrant as specified in its charter)
         
Massachusetts   1-14041   04-2882273
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)
     
400 Wood Road   02184
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code 781-848-7100
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 2.05 COSTS ASSOCIATED WITH EXIT OR DISPOSAL ACTIVITIES
On April 1, 2010, our Board of Directors approved transformation and restructuring plans, which include the integration of Global Med Technologies, Inc. Under the terms of a definitive agreement, on March 31, 2010 we concluded a tender offer to purchase the outstanding shares of Global Med’s common stock at $1.22 per share and preferred stock at approximately $1,694 per share. At the closure of the tender period 34.4 million shares of common stock representing 90% of the outstanding common stock and 100% of the outstanding preferred shares were tendered. Haemonetics funded the $58 million required for the acquisition of the shares and outstanding warrants from available cash. Haemonetics anticipates completing the merger with Global Med during the first fiscal quarter of 2011 with a final cash payment of $3 million.
The approved cash transformation costs are expected to total approximately $15 million and the non-cash write off of certain capitalized software assets totals approximately $16 million.
The cash transformation costs include two components. We expect to incur costs related to the separation of employees totaling approximately $14 million during the fourth quarter of our fiscal year 2010 and through the first six months of fiscal year 2011. We also expect to incur costs of approximately $1 million related to the closure of facilities during FY 2011.
The non-cash write off has two components. The first relates to our Symphony blood bank donation management software, totaling approximately $4 million, which we have abandoned as a result of our combination with Global Med. In addition, based on a recent review of ongoing development plans for our next generation platelet apheresis products we have adopted a plan to abandon and write off $12 million associated with previously capitalized software development costs.
The information in this current report on Form 8-K and the exhibit attached hereto shall not be deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c)   Exhibits
99.1: Press Release of Haemonetics Corporation dated April 6, 2010 announcing the definitive agreement with Global Med Technologies, Inc.

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SIGNATURES
          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 hereunto duly authorized.
         
  HAEMONETICS CORPORATION
(Registrant)
 
 
Date: April 7, 2010  /s/ Christopher Lindop    
  Christopher Lindop, Chief Financial Officer   
  and VP Business Development   

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EXHIBIT INDEX
     
99.1
  Press Release issued by Haemonetics Corporation announcing conclusion of tender offer for Global Med Technologies, Inc. and related restructuring plans on April 6, 2010.

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EX-99.1 2 b80430exv99w1.htm EX-99.1 exv99w1
Exhibit 99.1
     
HAEMONETICS®   News Release
THE Blood Management Company    
     
FOR RELEASE:
  CONTACT:
Date  April 6, 2010
  Bryanne Salmon
Time  8:00 am Eastern
  Tel. (781) 356-9613
Haemonetics concludes successful tender for Global Med Technologies, Inc.
Braintree, MA, April 6, 2010-Haemonetics Corporation (NYSE: HAE) today announced integration and transformation plans in connection with the successful completion of its tender offer to acquire Global Med Technologies, Inc. (OTCBB: GLOB).
Company Announces:
    Cash transformation expenses of $15 million with ongoing annual savings of $14 million
 
    Non-cash charges related to the write off of certain capitalized software assets totaling $16 million
 
    FY10 preliminary un-audited results: approximately 8% revenue growth and $2.83-$2.85 earnings per share excluding the impact of approximately $25 million of one time net charges
 
    FY11 preliminary guidance: 9-12% revenue growth and 12-15% earning per share growth excluding the impact of transformation expenses
 
    Board approves $50M stock buy back in FY11
Under the terms of a definitive agreement, on March 31, 2010 Haemonetics concluded a tender offer to purchase the outstanding shares of Global Med’s common stock at $1.22 per share and preferred stock at approximately $1,694 per share. The tender offer was conditioned on the tender of a majority of the outstanding shares of Global Med’s common and preferred stock, and was subject to other customary closing conditions. At the closure of the tender period 34.4 million shares of common stock representing 90% of the outstanding common stock and 100% of the outstanding preferred shares were tendered. Haemonetics funded the $58 million required for the acquisition of the shares and outstanding warrants from available cash. Haemonetics anticipates completing the merger with Global Med during the first fiscal quarter of 2011 with a final cash payment of $3 million.
In connection with both the acquisition and our ongoing Blood Management Solutions vision, the Haemonetics Board of Directors approved cash transformation expenses totaling approximately $15 million and the non-cash write off of certain capitalized software assets totaling approximately $16 million at a meeting on April 1, 2010. The transformation expenses are related to severance and facility closures anticipated to drive annual cash expense savings of approximately $14 million in the combined companies. The non-cash write off has two components. The first is for the Symphony blood bank donation management software under development by Haemonetics totaling approximately $4 million. While current installations of Symphony will still be supported for the foreseeable future, ongoing development of this product will be stopped. In addition, based on a recent review of ongoing development plans for our next generation platelet apheresis products, management recommended and the board approved a plan to abandon and write off $12 million associated with previously capitalized software development costs.
The Company incurred cash costs to consummate the acquisition of Global Med of approximately $2.0 million in FY10 and expects to incur cash costs to complete the integration totaling approximately $1.5 million in FY11. The Company expects these FY11 integration costs to be incurred through the first half of the fiscal year.
Haemonetics Corporation 400 Wood Road Braintree, MA 02184 USA

 


 

     
HAEMONETICS®   News Release
THE Blood Management Company    
Guidance:
FY10 guidance excludes the impact of one time costs and income totaling approximately $25 million (which include non-cash charges of approximately $16 million, $2 million of expenses related to the consummation of the acquisition, approximately $9 million of severance costs and income totaling $2 million related to the reduction of contingent consideration estimated in connection with the Neoteric acquisition). Haemonetics preliminarily announces un-audited annual revenue growth of approximately 8% and earnings per share for FY10 at the high end of its previously announced guidance range at $2.83-$2.85. FY11 revenue guidance is 9-12% growth and earning per share guidance is $3.15-$3.25, excluding the impact of one time costs totaling approximately $7 million related to the Global Med integration and other transformation activities. The Company will review further details on its fourth quarter FY10 earnings and its 2011 guidance scenarios at its web cast scheduled for May 4th, 2010 at 10:00 am Eastern time.
Haemonetics reports cash on hand of $130 million after completion of the Global Med transaction. In addition the company’s plans for FY11 include generating over $70 million in free cash flow after funding the transformation costs disclosed above. The Board of Directors recently authorized a share buy back of $50 million to be completed during FY11.
As a global leader in blood management solutions, Haemonetics helps plasma fractionators, hospitals and blood collectors to improve clinical care and lower costs by optimizing the collection, processing, and use of scarce blood resources. Haemonetics’ broad product offering includes blood collection and separation technologies, surgical blood salvage systems, and diagnostic products for enhanced blood management in the surgical setting. Haemonetics also markets information technology platforms and consulting services to help manage the blood supply chain and improve blood management practices.
Global Med is an international healthcare information technology company which markets a breadth of software solutions and services that span the blood supply continuum, from blood collection to the hospital transfusion center to the patient care environment.
Brian Concannon, President and CEO of Haemonetics, said “We are excited about the acquisition of Global Med Technologies. This substantially completes our information technology platform and strengthens our leadership position in blood management. We will now focus on the integration of Global Med and the implementation of necessary business transformation activities to deliver blood management solutions to our customers that improve clinical outcomes and reduce costs”.
Haemonetics has posted frequently asked questions on its website at http://www.haemonetics.com/site/content/km/factSheet.asp.
CONFERENCE CALL
Haemonetics will host a webcast on Tuesday, April 6th at 10:00am Eastern to discuss the transformation. Interested parties can participate at http://phx.corporate-ir.net/playerlink.zhtml?c=72118&s=wm&e=2997433
About Haemonetics Corporation
Haemonetics (NYSE: HAE) is a global healthcare company dedicated to providing innovative blood management solutions for our customers. Together, our devices and consumables, information technology platforms, and consulting services deliver a suite of business solutions to help our customers improve clinical outcomes and reduce the cost of healthcare for blood collectors, hospitals, and patients around the world. Our technologies address important medical markets: blood and plasma component collection, the surgical suite, and hospital transfusion services. To learn more about Haemonetics, visit our web site at http://www.haemonetics.com.
About Global Med Technologies, Inc.
Haemonetics Corporation 400 Wood Road Braintree, MA 02184 USA

 


 

     
HAEMONETICS®   News Release
THE Blood Management Company    
Global Med Technologies, Inc. (OTCBB: GLOB) is an international healthcare information technology company which develops regulated and non-regulated products and services for the healthcare industry. As a leading provider of blood and laboratory systems and services, Global Med’s products are deployed in 20 countries and serve over 2,100 transfusion centers, blood banks and laboratory sites.
Haemonetics Corporation 400 Wood Road Braintree, MA 02184 USA

 

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