-----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, LQqbZjHfMxOIYIX1H0f6CXgSngn2hEkK3nVwrI3mQ0fMGTTKWYgYYcuIxr3PME7V 55+2OCjVVYVIBzq254nEIw== 0000351346-06-000048.txt : 20060628 0000351346-06-000048.hdr.sgml : 20060628 20060628084155 ACCESSION NUMBER: 0000351346-06-000048 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060628 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20060628 DATE AS OF CHANGE: 20060628 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 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15601 FILM NUMBER: 06928411 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 1 f8k0604.htm

          

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC  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): June 28, 2006

              

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 June 28, 2006, Biomet, Inc. issued a press release announcing its earnings for the fourth quarter ended May 31, 2006. 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 issued June 28, 2006.


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: June 28, 2006

EX-99 2 pr0604.htm

Warsaw, IN . . . June 28, 2006 . . .(NASADAQ:BMET)

BIOMET ANNOUNCES FOURTH QUARTER AND FISCAL YEAR-END RESULTS,

AND CASH DIVIDEND

Biomet, Inc. announced today that its Board of Directors declared a cash dividend of $0.30 per share, payable July 21, 2006, to shareholders of record at the close of business on July 14, 2006.  Interim President and Chief Executive Officer Daniel P. Hann stated, “The declaration of this dividend is in response to the Company’s record financial performance during fiscal year 2006 and our anticipated results during fiscal year 2007.”

During the fourth quarter of fiscal year 2006, net sales increased 7% to $539,892,000.  Operating income decreased 5% to $147,601,000 from $155,734,000 and increased 5%, on an adjusted basis, to $166,501,000 from $158,178,000.  Net income decreased 5% to $98,502,000 from $103,200,000 and increased 8%, as adjusted, to $113,002,000 from $104,794,000.  Diluted earnings per share decreased 2% to $0.40 from $0.41 and increased 10%, as adjusted, to $0.46 per share from $0.42.

Biomet, Inc. reported record sales and adjusted earnings results (non-GAAP) today for its fiscal year 2006 and fourth quarter ended May 31, 2006.  Adjusted results for the fourth quarter and fiscal year 2006, which are non-GAAP measures, exclude the following one-time items: $9 million in connection with the separation package payable to former President and CEO Dane A. Miller, Ph.D.; $5.4 million for expenses related to the Company's review and reorganization of its EBI operations; $4.8 million related to the discontinuation of the Acumen Surgical Navigation product line and the Company's investment in Z-KAT, Inc.; and $2.6 million for a cross-licensing and settlement agreement between Biomet Biologics, Inc. and Cytomedix, Inc.  Adjusted results for fiscal year 2005, which are non-GAAP measures, exclude the impact of inventory step-up related to the March 2004 acquisition of Merck KGaA’s interest in the Biomet Merck joint venture and the June 2004 acquisition of Interpore International, Inc. 

Dr. Miller’s retirement was announced in a Biomet press release dated March 27, 2006, and the separation package is detailed in Biomet’s form 8-K filed with the Securities and Exchange Commission on May 10, 2006.  As a result of continued underperformance of the Company’s EBI subsidiary, during the fourth quarter the Company conducted a management review and reorganization, including management changes resulting in severance pay agreements and relocation packages.  Biomet discontinued the Acumen product line and is researching surgical navigation options in order to offer surgeons improved solutions.  The agreement with Cytomedix provides Biomet Biologics with a worldwide license under the “Knighton” patent. 

The one-time items described above negatively impacted fourth quarter and fiscal year 2006 results in the following manner:  $3.8 million charge to cost of goods sold; $15.1 million charge to selling, general and administrative expenses; and $2.9 million charge to other income expense.  A reconciliation to comparable GAAP measures is included in this press release.

Net sales increased 10% worldwide, excluding the impact of foreign currency, which decreased fourth quarter revenues by approximately $11.7 million.  International sales increased 11% on a constant currency basis, while domestic sales increased 9% during the fourth quarter.  Unless otherwise noted, the following growth rates are quoted on a constant currency basis.

Reconstructive device sales increased 11% worldwide to $372,656,000 during the fourth quarter of fiscal year 2006, while domestic reconstructive device sales increased 13%.  Knee sales increased 21% in the United States during the quarter and increased 15% worldwide.  During the fourth quarter, Biomet continued to experience strong demand for new total knee devices, as well as the Company’s unicompartmental systems.

Hip sales increased 10% worldwide and 9% in the United States during the fourth quarter.  Biomet’s broad platform of acetabular options continued to experience excellent surgeon acceptance during the quarter, including metal-on-metal, ceramic-on-ceramic, and second generation highly crosslinked polyethylene components.  The Company’s titanium porous coated hip stems also contributed to the strong hip performance during the quarter.

Extremity sales increased 17% in the United States and 14% worldwide during the fourth quarter.  Dental reconstructive implant sales increased 16% worldwide during the quarter and 9% in the United States.  Sales of bone cements and accessories decreased 8% in the United States and decreased 17% worldwide during the fourth quarter. 

Fixation sales increased 5% worldwide to $64,168,000 during the fourth quarter of fiscal year 2006.  Fixation sales increased 2% in the United States during the quarter.  Lorenz Surgical’s craniomaxillofacial fixation sales increased 18% worldwide and 14% in the United States during the fourth quarter.  Internal fixation sales increased 7% worldwide and in the United States during the fourth quarter.  External fixation sales were flat worldwide during the quarter and decreased 1% in the United States.  During the fourth quarter, electrical stimulation device sales decreased 1% worldwide and in the United States.   

During the fourth quarter of fiscal year 2006, spinal product sales increased 5% worldwide to $57,697,000 and increased 2% in the United States.  Sales of spinal implants and orthobiologics for the spine increased 7% worldwide and 2% in the United States during the fourth quarter, while spinal stimulation sales increased 2% worldwide and in the United States.

Sales of the Company’s “other products” increased 10% worldwide to $45,371,000 and increased 4% in the United States during the fourth quarter.  Arthroscopy sales increased 16% worldwide during the quarter and increased 5% in the United States.  Sales of softgoods and bracing products increased 1% in the United States and decreased 2% worldwide during the fourth quarter. 

Mr. Hann concluded, “Although the Company, as a whole, underperformed our internal expectations during fiscal year 2006, Biomet’s orthopedic reconstructive products and dental reconstructive implants continued to receive strong market demand.  We continue to implement structural and management changes at EBI and we are confident that we will experience operational improvements at EBI throughout fiscal year 2007.  Biomet is in the midst of several major product launches and the Company has an extremely strong product development pipeline.  Additionally, Biomet’s management team has been actively reviewing all operations to ensure the Company is well positioned for continued, profitable growth throughout the organization.  Consequently, we remain comfortable with analysts’ sales and earnings estimates of $513 million to $530 million and $0.43 to $0.45 per share for the first quarter of fiscal year 2007; and $2,150 million to $2,220 million and $1.85 to $1.95 per share for fiscal year 2007.  This guidance does not incorporate the effect of FAS 123R, Share-Based Payment, which the Company estimates to be $0.05 to $0.06 per share for fiscal year 2007.” 

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 products, 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 Barbara 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 and reorganization efforts with respect to its EBI operations, 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, revenue and earnings estimates, 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 result 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.

All trademarks are owned by Biomet, Inc., or one of its subsidiaries.

BIOMET, INC.

     

RESULTS FOR THE  QUARTERS AND YEARS ENDED MAY 31, 2006

(in thousands, except per share data)

     

                                                                   

Three Months Ended

Twelve Months Ended

     

    2006

   2005

      2006

      2005

Net Sales

$539,892

$503,093

$2,025,739

$1,879,950

Cost of Sales

  164,903

  135,497

     582,070

     508,846

Cost of Sales, current period impact of inventory step-up

            -- 

     2,444

              --

       24,250

Gross Profit

  374,989

  365,152

  1,443,669

  1,346,854

     

  

S, G, & A

  205,656

  188,265

     750,428

     694,254

R & D

    21,732

    21,153

       84,914

       79,696

In-process research and development

            --

            --

              --

       26,020

Operating Income

  147,601

  155,734

     608,327

      546,884

     

Other Income (Expense), Net

          299

         659

         2,874

           2,816

Income Before Taxes

   And Minority Interest

   147,900

  156,393

     611,201

     549,700

Income Taxes

     49,398

    54,043

     205,057

     206,508

Income Taxes related to inventory step-up

             --

       (850)

               - --

       (8,424)

Net Income

     98,502

$103,200

  $  406,144

  $ 351,616

     

Earnings per Share

Basic

          .40

          .41

          1.64

           1.39

Diluted

          .40

          .41  

          1.63

           1.38

     

Basic Shares Outstanding

  245,518

  250,566

    247,576

     252,387

Diluted Shares Outstanding

  246,352

  251,825

    248,430

     254,148

     

     

U.S. sales

$349,508

$320,213

$1,325,113

$1,238,727

Foreign sales

  190,384

  182,880

    700,626

    641,223

     

Reconstructive sales

$372,656

$344,147

$1,379,420

$1,254,234

Fixation sales

    64,168

    61,599

     251,360

     246,730

Spinal product sales

    57,697

    55,283

     221,964

     214,039

Other product sales

    45,371

    42,064

     172,995

     164,947

     

 

Consolidated Balance Sheets

May 31, 2006

May 31, 2005

 

Assets

 

  Cash and Investments

$   225,471

$   177,074

 

  Accounts and notes receivable, net

     507,883

     479,745

 

  Inventories

     534,515

     469,791

 

  Other current assets

     109,746

     108,712

 

  Fixed Assets, net

     357,632

     322,887

 

  Goodwill

     441,398

     435,621

 

  Other Assets

      91,336

    102,747

 

   Total Assets

$2,267,981

$2,096,577

 

     

 

Liabilities and Stockholders' Equity

 

  Current Liabilities

    528,274

    501,391

 

  Other Liabilities

      28,432

      31,255

 

  Stockholders' Equity

    1,711,275

    1,563,931

 

    Total Liabilities and Stockholders' Equity

$2,267,981

$2,096,577

 

     

 

Management uses non-GAAP financial measures, such as net sales, excluding the impact of foreign currency, operating income as adjusted, net income as adjusted, and diluted earning per share as adjusted.   The term "as adjusted", a non-GAAP financial measure, refers to financial performance measures that exclude the following charges: (a) the 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 the interest of Merck KGaA in the Biomet Merck joint venture and Interpore International, Inc.; (c) the period impact of the separation package of the Company's CEO and termination and reorganization expenses related to the Company's EBI subsidiary; (d) the period expenses related to the discontinuance of the Acumen Surgical Navigation Product Line and the investment in Z-KAT, Inc.; (e) the cross-licensing and settlement agreement with Cytomedix, Inc. and tax effect of the above items.  Inventory stepped-up to its current fair market value in an acquisition and subsequently sold, results in a higher cost of goods sold during the periods in which the stepped-up inventory is sold, thus increasing cost of goods sold and decreasing gross margins versus historical and future periods in which the inventory sold represents the actual cost of products manufactured.  In-process research and development written off as of the closing date of an acquisition is a one time event that is not indicative of future results.  The separation, termination, reorganization, product termination and licensing expenses incurred this quarter are current period expenses and are not indicative of future results.   The Company's management believes that the presentation of these measures provides useful information to investors.  These measures may assist investors in evaluating the Company's operations, period over period.  Management uses these measures internally for evaluation of the performance of the business, including the allocation of resources and the evaluation of results relative to team member performance compensation targets.  Investors should consider these non-GAAP measures only as a supplement to, not as a substitute for or as superior to, measures of financial performance prepared in accordance with GAAP.

BIOMET, INC.

     Reconciliation of non-GAAP financial information to GAAP financial information

RESULTS FOR THE QUARTER ENDED MAY 31, 2006 and 2005

(in thousands, except per share data)

                     2006

                   2005

     Amount

Percent of Sales

    Amount

Percent of Sales

Operating income, as reported

$147,601

         27.3%

$155,734

             30.9%

  Separation, termination and

     Reorganization expenses

13,400

            2.5

              --

                 - --

  Discontinuance of product line

2,900

            0.5

              --

                 - --

  Licensing agreement

2,600

            0.5

              --

                 - --

  Inventory step-up

               - --

                - --

         2,444

                0.5

Operating income, as adjusted

$166,501

          30.8%

$158,178

            31.4%

  

Net income, as reported

$ 98,502

        18.2%

$103,200

            20.5%

  Separation, termination and

     Reorganization expenses

14,400

            2.6

              --

                  - --

  Discontinuance of product line

4,800

            0.9

              --

                 - --

  Licensing agreement

2,600

            0.5

              --

                 - --

  Inventory step-up

            --

              --

2,444

              0.5

  Tax effect of adjustments

(7,300)

        (  1.3)

(850)

             ( 0.2)

Net income, as adjusted

$113,002

         20.9%

$104,794

              20.8%

  

                  2006

                2005

      Basic

      Diluted

Basic

Diluted

Earnings per share, as reported

    $0.40

       $0.40

     $0.41

          $0.41

  Separation, termination and

     Reorganization expenses

      0.06

         0.06

        --

            --

  Discontinuance of product line

      0.02

         0.02

        --

            --

  Licensing agreement

      0.01

         0.01

        --

            --

  Inventory step-up

        --

            --

       0.01

           0.01

  Tax effect of adjustments

    (0.03)

        (0.03)

            --

               - --

Earnings per share, as adjusted

    $0.46

       $0.46

     $0.42

          $0.42

BIOMET, INC.

     Reconciliation of non-GAAP financial information to GAAP financial information

RESULTS FOR THE YEARS ENDED MAY 31, 2006 and 2005

(in thousands, except per share data)

                     2006

                   2005

   Amount

Percent of Sales

   Amount

Percent of Sales

Operating income, as reported

$608,327

        30.0%

  $546,884

             29.1%

  Separation, termination and

            --

                 - --

     reorganization expenses

13,400

            0.7

            --

                 - --

  Discontinuance of product line

2,900

            0.2

            --

                 - --

  Licensing agreement

2,600

            0.1

            --

                 - --

  Inventory step-up

              --

              --

      24,250

               1.3

  In-process research and development

              - --    

              --

      26,020

                1.4

Operating income, as adjusted

$627,227

         31.0%

  $597,154

            31.8%

  

Net income, as reported

$406,144

        20.0%

  $351,616

            18.7%

  Separation, termination and

            --

                 - --

     reorganization expenses

14,400

            0.7

            --

                 - --

  Discontinuance of product line

4,800

            0.3

             --

                 - --

  Licensing agreement

2,600

            0.1

            --

                 - --

  Inventory step-up

            --

            --

     24,250

              1.3

  In-process research and development

             --

            --

     26,020

              1.4    

  Tax effect of adjustments

(7,300)

        (  0.3)

     (8,424)

             ( 0.5)

Net income, as adjusted

$420,644

         20.8%

  $393,462

              20.9%

  

                   2006

                2005

     Basic

      Diluted

Basic

Diluted

Earnings per share, as reported

    $1.64

       $1.63

    $1.39

        $1.38

  Separation, termination and

     reorganization expenses

      0.06

         0.06

        --

            --

  Discontinuance of product line

      0.02

         0.02

        --

            --

  Licensing agreement

      0.01

         0.01

        --

            --

  Inventory step-up

        --

            --

      0.10

          0.10

  In-process research and development

        --

            --

      0.10

          0.10

  Tax effect of adjustments

    (0.03)

       (0.03)    

     (0.03)

         (0.03)

Earnings per share, as adjusted

    $1.70

        $1.69

    $1.56

        $1.55

  

Current year sales growth as reported and in local currencies is as follows:

Sales

FX

Sales Growth

Sales

FX

Sales Growth

Growth As

Impact

In Local

Growth As

Impact

In Local

Reported

Currencies

Reported

Currencies

Three Months

Twelve Months

U.S. sales

9

%

0

%

9

%

7

%

0

%

7

%

Foreign sales

4

7

11

9

3

12

Total sales 

7

3

10

8

1

9

Reconstructive sales

8

%

3

%

11

%

10

%

1

%

11

%

Fixation sales

4

1

5

2

0

2

Spinal product sales

4

1

5

4

0

4

Other product sales

8

2

10

5

1

6

* * *

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