-----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, DPKlVdZu1zGjsJ8XN/U8T3xTmiPNATN9r40OcoGh3KClS82EU8cTITwYZ7Hqghl1 eiiCdGItl8CPVSC3WY/biw== 0000891618-03-001948.txt : 20030421 0000891618-03-001948.hdr.sgml : 20030421 20030421163209 ACCESSION NUMBER: 0000891618-03-001948 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030421 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030421 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DIONEX CORP /DE CENTRAL INDEX KEY: 0000708850 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 942647429 STATE OF INCORPORATION: CA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-11250 FILM NUMBER: 03657072 BUSINESS ADDRESS: STREET 1: 1228 TITAN WAY STREET 2: P O BOX 3603 CITY: SUNNYVALE STATE: CA ZIP: 94086-3603 BUSINESS PHONE: 4087370700 MAIL ADDRESS: STREET 1: 1228 TITAN WAY CITY: SUNNYVALE STATE: CA ZIP: 94088-3603 8-K 1 f89379e8vk.htm FORM 8-K Dionex Corporation Form 8-K
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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

APRIL 21, 2003

Date of Report (Date of earliest event reported)

DIONEX CORPORATION

(Exact name of registrant as specified in its charter)
         
Delaware   000-11250   94-2647429

 
 
(State or other jurisdiction of   (Commission File Number)   (IRS Employer
incorporation or organization)       Identification Number)

1228 Titan Way,
Sunnyvale, CA 94088


(Address of principal executive offices, including zip code)

(408) 737-0700


(Registrant’s telephone number, including area code)

 


 


Item 7. Financial Statements and Exhibits.
Item 9. Regulation FD Disclosure.
SIGNATURE
INDEX TO EXHIBITS
EXHIBIT 99.1


Table of Contents

Item 7. Financial Statements and Exhibits.

(c)   Exhibits.

     
Exhibit
Number
  Description

 
99.1   Press Release of Dionex Corporation (“Dionex”) dated April 21, 2003.

Item 9. Regulation FD Disclosure.

     In accordance with Release 33-8216, the information contained herein and in the accompanying exhibit is being furnished under both Item 9 and Item 12. This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

     On April 21, 2003, Dionex issued a press release announcing the financial results for the quarter ended March 31, 2003. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

     In this press release, Dionex presents pro forma diluted earnings per share information that excludes the effects of a write-off of an investment in an unaffiliated entity. Management believes that this pro forma information is useful for analyzing the Company’s financial performance because it removes the effect of a non-recurring expense recognition. A table that provides a reconciliation of the pro forma diluted earnings per share calculation to a calculation under generally accepted accounting principles is included below the Condensed Consolidated Statements of Income table in the press release.

 


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SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

     
  DIONEX CORPORATION
 
 
Dated: April 21, 2003 By:   /s/ Craig A. McCollam
   
    Craig A. McCollam
Vice President, Finance and
Administration and
Chief Financial Officer

 


Table of Contents

INDEX TO EXHIBITS

     
Exhibit Number   Description

 
99.1   Press Release of Dionex Corporation dated April 21, 2003.

  EX-99.1 3 f89379exv99w1.txt EXHIBIT 99.1 Exhibit 99.1 April 21, 2003 Contact: Craig McCollam Dionex Corporation 408-481-4107 DIONEX REPORTS RECORD SALES FOR THIRD QUARTER FOR RELEASE MONDAY, APRIL 21, 2003, 1:05 P.M. PDT Sunnyvale, California - Dionex Corporation (NASDAQ: DNEX) today announced record sales and strong earnings growth for its third quarter and first nine months of fiscal 2003. For the third quarter ended March 31, 2003, sales were $56.1 million, an increase of 24%, compared with the $45.1 million reported for the same period last year. Sales were positively affected by currency fluctuations, which increased sales by 10 percentage points for the quarter. Diluted earnings per share before the write-off of an investment in an unaffiliated entity were $.42 for the third quarter, showing an increase of 27% over the $.33 reported in the third quarter last year, above consensus estimates. Cash flow from operations was also strong with $9 million being generated in the quarter. After the write-off of a non-affiliate investment of $2.1 million, diluted earnings per share were $0.35 for the third quarter, compared to $.33 reported in the same quarter last year. For the first nine months of fiscal 2003, sales totaled $157.8 million, an increase of 18%, compared with the $133.9 million reported for the first nine months of fiscal 2002. Currency fluctuations for the first nine months increased sales by 6 percentage points. Diluted earnings per share before the write-off of a non-affiliate investment were $1.12 for the nine months ended March 31, 2003, an increase of 24%, compared with the $.90 per share reported in the first nine months of last year. Cash flow for the first nine months was very strong and totaled approximately $28 million. Including the write-off of a non-affiliate investment of $2.1 million, diluted earnings per share for the nine months ended March 31, 2003 were $1.06, an increase of 18%. During the third quarter, the Company repurchased 234,500 shares of its common stock, bringing the total shares repurchased to 526,400 for the first nine months of this fiscal year. A. Blaine Bowman, Chairman of the Board, commenting on the results, said, "We are very pleased with the strong results reported for this quarter. We achieved the highest quarterly sales in our history, along with very strong earnings growth. This demonstrates strong momentum in our sales and earnings, despite a continuing difficult economic and geopolitical environment. In addition, I am excited about the number of new products we introduced at the Pittsburgh Conference in March and the "Gold Award" that was bestowed upon our ICS-2000 as the best new product introduction. These products reflect our continued commitment to innovation and will help to drive our future success." Lukas Braunschweiler, President and Chief Executive Officer of Dionex, said, "We are very pleased with our strong performance. Driven by strong growth in sales and gross profits, operating income grew over 30%, improving to 23.6% of sales in the quarter. We continued to see strong sales in all of our major geographies and in all of our product lines compared to a year ago. North America continued its growth, reporting a high single digit increase in sales. Sales in Europe remained strong, growing over 30% in reported dollars and in the low double digits in local currency. Sales in Japan also grew strongly this quarter, at over 20% compared with a year ago. We are very encouraged by the significant growth in China, as revenues more than doubled again this quarter. "We continued to report strong progress in our key life sciences and environmental markets. In our other markets, we experienced solid results overall, with each of the individual markets showing growth this quarter. "Looking at the full fiscal year 2003, we believe that the solid performance we have experienced will continue. Therefore, we are raising our sales estimates for the fourth quarter to be in the range of $53 million to $55 million and we estimate earnings per share to be in the range of $0.38 to $0.40. "We will also make changes in our executive management team, effective May 1, 2003. Nebojsa Avdalovic will take over the Chief Science & Technology Officer role, managing all of our corporate chemistry development functions. To run our global business unit for IC and ASE, we have hired Kevin Chance. Kevin joins Dionex after three years as CEO of Aptus Pharmaceuticals and after 12 years with Moore Products as business unit leader. Lastly, at the end of the fiscal year, Bart Evans will be stepping down as Chief Operating Officer and will assume another role on my staff in a part-time capacity." Dionex Corporation is a leading manufacturer and marketer of chromatography systems for chemical analysis. The Company's systems are used in environmental analysis and by the life sciences, food and beverage, chemicals, petrochemicals, power generation and electronics industries in a variety of applications. The company will discuss third quarter results in a conference call on Monday, April 21, 2003 at 1:30 p.m. Pacific Time (PT). To listen to the call live, please tune into the webcast via www.Dionex.com. A playback of the conference call will be available from 8:00 a.m. PT, Tuesday, April 22, 2003 until 5:00 p.m. PT, Monday, May 5, 2003. Certain statements regarding sales and earnings contained herein that are not purely historical are forward-looking statements. Factors that may affect sales and earnings causing actual results to differ from these statements are foreign currency fluctuations, competition from other products, economic conditions in the areas in which the company sells its products, and existing product obsolescence. These factors and other risk and uncertainties are discussed in greater detail in the Company's Reports on Form 10-K and 10-Q filed with the Securities and Exchange Commission. DIONEX CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF INCOME (In thousands, except per share amounts) (Unaudited)
Three Months Ended Nine Months Ended March 31, March 31, ------------------- --------------------- 2003 2002 2003 2002 -------- ------- --------- -------- Net sales $ 56,069 $45,060 $ 157,819 $133,855 Cost of sales 18,810 15,388 54,082 46,775 -------- ------- --------- -------- Gross profit 37,259 29,672 103,737 87,080 -------- ------- --------- -------- Operating expenses: Selling, general and administrative 19,844 15,878 56,067 47,657 Research and product development 4,176 3,775 12,416 11,358 -------- ------- --------- -------- Total operating expenses 24,020 19,653 68,483 59,015 -------- ------- --------- -------- Operating income 13,239 10,019 35,254 28,065 Interest income, net 69 6 195 145 Write-off of a non-affiliate investment (2,067) -- (2,067) -- Other income 36 570 426 1,569 -------- ------- --------- -------- Income before taxes on income 11,277 10,595 33,808 29,779 Taxes on income 3,665 3,447 10,988 9,678 -------- ------- --------- -------- Net income $ 7,612 $ 7,148 $ 22,820 $ 20,101 ======== ======= ========= ======== Basic earnings per share $ 0.36 $ 0.33 $ 1.08 $ 0.92 ======== ======= ========= ======== Diluted earnings per share $ 0.35 $ 0.33 $ 1.06 $ 0.90 ======== ======= ========= ======== Shares used in computing per share amounts: Basic 21,028 21,491 21,100 21,851 ======== ======= ========= ======== Diluted 21,619 21,944 21,625 22,355 ======== ======= ========= ======== RECONCILIATION OF DILUTED EARNINGS PER SHARE BEFORE WRITE-OFF OF A NON-AFFILIATE INVESTMENT: Net income, as reported 7,612 7,148 22,820 20,101 Write-off of non-affiliate investment 2,067 -- 2,067 -- Tax effect (672) -- (672) -- -------- ------- --------- -------- Adjusted net income 9,007 7,148 24,215 20,101 ======== ======= ========= ======== Adjusted diluted earnings per share $ 0.42 $ 0.33 $ 1.12 $ 0.90 ======== ======= ========= ======== Shares used to compute adjusted diluted earnings per share 21,619 21,944 21,625 22,355 ======== ======= ========= ========
DIONEX CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS AT MARCH 31, 2003 AND JUNE 30, 2002 (In thousands)
March 31, June 30, 2003 2002 -------- -------- (Unaudited) ASSETS Current assets: Cash and equivalents $ 36,192 $ 22,169 Marketable equity securities 1,067 2,281 Accounts receivable, net 46,774 45,139 Inventories 26,099 22,410 Other current assets 13,417 10,390 -------- -------- Total current assets 123,549 102,389 Property, plant and equipment, net 45,366 44,895 Goodwill and other intangible assets 28,646 25,055 Other assets 6,750 8,379 -------- -------- $204,311 $180,718 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Notes payable $ 2,204 $ 2,503 Accounts payable 6,188 5,227 Accrued liabilities 26,876 24,770 Income taxes payable 6,326 4,902 Accrued product warranty 3,114 2,912 -------- -------- Total current liabilities 44,708 40,314 Deferred income taxes and other 7,891 7,695 Long term debt 636 1,002 Stockholders' equity 151,076 131,707 -------- -------- $204,311 $180,718 ======== ========
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