-----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, NFpStAJh1yCVyyOQd2bTMcFaxJKS46OoeIC8Y1N4Qw7JcVDp3+HYnvyMUp7gHplW M9ND6/3kBnOB6K5STAyb8A== 0000351346-04-000067.txt : 20040921 0000351346-04-000067.hdr.sgml : 20040921 20040920180806 ACCESSION NUMBER: 0000351346-04-000067 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040917 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20040921 DATE AS OF CHANGE: 20040920 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIOMET INC CENTRAL INDEX KEY: 0000351346 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 351418342 STATE OF INCORPORATION: IN FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-15601 FILM NUMBER: 041038173 BUSINESS ADDRESS: STREET 1: 56 EAST BELL DR CITY: WARSAW STATE: IN ZIP: 46582 BUSINESS PHONE: 5742676639 MAIL ADDRESS: STREET 1: 56 E BELL DRIVE STREET 2: P O BOX 587 CITY: WARSAW STATE: IN ZIP: 46581-0587 8-K/A 1 a8k0501.htm SEC Form 8-K Filed 7/7/2003

          

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC  20549

          

          

          

          

FORM 8-K/A

          

CURRENT REPORT

          

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

          

Date of report (Date of earliest event reported): September 17, 2004

              

BIOMET, INC.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

              

              

              

Indiana

0-12515

35-1418342

(State or other jurisdiction of incorporation)

 (Commission File Number) 

 (IRS Employer Identification No.) 

              

              

              

56 East Bell Drive
Warsaw, Indiana 46582

(Address of Principal Executive Offices, including  Zip Code)

          

          

          

(574) 267-6639

(Registrant’s Telephone Number, Including Area Code)

          

          

          

Not Applicable

(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:

  

[  ]  Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

   

[  ]  Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Item 2.02. Results of Operations and Financial Condition.

On September 21, 2004, Biomet, Inc. issued a press release announcing its corrected earnings for the first quarter ended August 31, 2004. The Company is reporting these corrected first quarter results to eliminate the tax effect on the purchased in-process research and development in relation to its Interpore International, Inc. acquisition. In the previous press release dated August 17, 2004, the Company tax effected the write off of in-process research and development.  According to EITF 96-7, in-process research and development is written off prior to the measurement of deferred taxes in a purchase business combination.  The effect of this change is to increase book tax expense for the quarter, which reduces net income by $9,055,000 and reduces goodwill recorded in connection with this transaction for the same amount.  The "As Adjusted" quarterly results disclosed in the previous press release have not changed.

A copy of the press release is being furnished as Exhibit 99.1 to this report and is incorporated herein by reference.

The information, including Exhibit 99.1, in this Form 8-K is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section.  The information in this Form 8-K shall not be incorporated by reference into any filing under the Securities Act of 1933, except as shall otherwise be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statement and Exhibits.

Exhibit 99.1            Press Release announcing Biomet Inc.'s corrected earnings for the first quarter ended August 31, 2004.


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.

BIOMET, INC.


  /s/ Gregory D. Hartman                                                    
By: Gregory D. Hartman
Its:  Senior Vice President - Finance
       (Principal Financial Officer)

Date: September 20, 2004

EX-99 2 pr1tsqtr.htm 9/11/00 8:41 AM

Warsaw, IN . . . September 21, 2004 . . . (NASDAQ:BMET)

BIOMET ANNOUNCES RECORD FIRST QUARTER RESULTS, corrected

The Company is reporting these corrected first quarter results to eliminate the tax effect on the purchased in-process research and development in relation to its Interpore International, Inc. acquisition. In the previous press release dated August 17, 2004, the Company tax effected the write off of in-process research and development.  According to EITF 96-7, in-process research and development is written off prior to the measurement of deferred taxes in a purchase business combination.  The effect of this change is to increase book tax expense for the quarter, which reduces net income by $9,055,000 and reduces goodwill recorded in connection with this transaction by the same amount.  The "As Adjusted" quarterly results disclosed in the previous press release have not changed.

Biomet, Inc. and its subsidiaries design, manufacture and market products used primarily by musculoskeletal medical specialists in both surgical and non-surgical therapy.  The Company's product portfolio encompasses reconstructive products, including orthopedic joint replacement devices, bone cements and accessories, and dental reconstructive implants; fixation devices, including electrical bone growth stimulators, internal and external orthopedic fixation devices, craniomaxillofacial implants and bone substitute materials; spinal products, including spinal stimulation devices, spinal hardware and orthobiologics; and other products, such as arthroscopy products and softgoods and bracing products.  Headquartered in Warsaw, Indiana, Biomet and its subsidiaries currently distribute products in more than 100 countries.

For further information contact Greg W. Sasso, Vice President, Corporate Development and Communications at (574) 372-1528 or Barb Goslee, Manager, Corporate Communications at (574) 372-1514.

This press release contains certain statements that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended.  Although the Company believes that the assumptions, on which the forward-looking statements contained herein are based, are reasonable, any of those assumptions could prove to be inaccurate given the inherent uncertainties as to the occurrence or non-occurrence of future events.  There can be no assurance that the forward-looking statements contained in this press release will prove to be accurate.  Some of the factors that could cause actual results to differ from those contained in forward-looking statements made in this press release include the success of the Company's principal product lines, the Company's ability to develop and market new products and technologies in a timely manner, government regulation, currency exchange rate fluctuations, reimbursements from third party payors, litigation, and other risk factors as set forth from time to time in the Company's filings with the SEC.  The inclusion of a forward-looking statement herein should not be regarded as a representation by the Company that the Company’s objectives will be achieved.  The Company undertakes no obligation to publicly update forward-looking statements, whether as a results of new information, future events or otherwise.

All of Biomet’s financial information may be obtained on our website at www.biomet.com or you may contact us by e-mail at investor.relations@biometmail.com.



BIOMET, INC. - - QUARTERLY RESULTS

FOR THE QUARTERS ENDED AUGUST 31

(in thousands, except per share data)

                                                                                                                                                       

2004

Adjustments*
As Adjusted*

2003

Net Sales

$  438,160

$         -

$  438,160

$  370,319

Cost of Sales

    125,972

   (7,002) (a)

    118,970

    105,618

Gross Profit

    312,188

    7,002

    319,190

   264,701

  

S, G, & A

    160,460

    160,460

    132,397

R & D

      44,496

  (26,020)(b)

      18,476

      14,748

Operating Income

    107,232

   33,022

    140,254

    117,556

  

Other Income (Expense), Net

        (728)

              -

        (728)

       3,021

Income Before Taxes And Minority Interest

    106,504

     33,022

     139,526

    120,577

   

Income Taxes

      46,071

      2,432(c)

       48,503

      41,979

Income Before Minority Interest

      60,433

     30,590

       91,023

      78,598

   

Minority Interest

              -

              -

                - -

        2,120

Net Income

  $   60,433

$   30,590

  $     91,023

$     76,478

  

Earnings per Share

Basic

           .24

           .12

            .36

           .30

Diluted

           .24

           .12

             .36

           .30

Basic Shares Outstanding

    253,856

     253,856

     256,847

Diluted Shares Outstanding

    255,950

     255,950

     258,282

  

   

U.S. sales

$  296,304

$  252,095

Foreign sales

    141,856

    118,224

  

Reconstructive sales

$  282,482

$  233,439

Fixation sales

     62,713

     62,133

Spinal products

     52,909

     37,967

Other product sales

     40,056

     36,780

(a)   Current period impact of inventory step-up related to the acquisition of the interest of Merck KGaA in the Biomet Merck joint venture and Interpore International, Inc.

(b)   In-process research and development written off as of the closing date related to the acquisition of Interpore International, Inc.

(c)   Tax effect of item a above.

*Adjusted results, which are non-GAAP financial measures, exclude acquisition costs, including inventory step-up and write off of in-process research and development.  We have included these adjusted measures to provide management and investors with a better understanding of our results, because expenses related to these acquisitions in the current quarter and the remainder of fiscal year 2005 are not indicative of our future operating results.

Consolidated Balance Sheets

August 31, 2004

May 31, 2004

Assets

  Cash and Investments

$  158,618

$  235,612

  Accounts and notes receivable, net

    449,436

    465,949

  Inventories

    424,997

    389,391

  Other current assets

    116,055

       91,256

  Fixed Assets, net

    283,573

    268,826

  Goodwill

    444,124

    266,860

  Other Assets

    108,042

      69,803

   Total Assets

$1,984,845

$1,787,697

Liabilities and Stockholders' Equity

  Current Liabilities

$   537,995

$  313,402

  Other Liabilities

      38,188

      26,085

  Stockholders' Equity

  1,408,662 

  1,448,210

    Total Liabilities and Stockholders' Equity

$1,984,845

$1,787,697

The above balance sheet includes the preliminary purchase price allocation in connection with the Interpore acquisition.  The Company believes that changes, if any, when the purchase price allocation is finalized, will not be material.

* * *

-----END PRIVACY-ENHANCED MESSAGE-----