8-K

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 20, 2004

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 incorporation or organization)	(Commission File Number)	(IRS Employer 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)

TABLE OF CONTENTS

	Item 12. Results of Operations and Financial Condition.
SIGNATURE
INDEX TO EXHIBITS
EXHIBIT 99.1

Item 12. Results of Operations and Financial Condition.

     On April 20, 2004, Dionex issued a press release announcing the financial results for the quarter ended March 31, 2004. 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.

     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, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

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 20, 2004	By:	/s/ Craig A. McCollam
		Craig A. McCollam
		Vice President, Finance and
		Administration and
		Chief Financial Officer

INDEX TO EXHIBITS

Exhibit Number	Description
99.1	Press Release of Dionex Corporation dated April 20, 2004.

EX-99.1

Exhibit 99.1

April 20, 2004 Contact: Craig McCollam
Dionex Corporation
408-481-4107

DIONEX REPORTS RECORD SALES AND EARNINGS FOR THIRD QUARTER

FOR RELEASE TUESDAY, APRIL 20, 2004, 1:05 P.M. PDT

Sunnyvale, California – Dionex Corporation (NASDAQ: DNEX) today announced record sales and earnings for its third quarter and first nine months of fiscal 2004.

For the third quarter ended March 31, 2004, sales were $70.7 million, an increase of 26%, compared with the $56.1 million reported for the same period last year. Excluding the favorable effects of foreign currency fluctuations, sales growth would have been 15% for the quarter. Diluted earnings per share were $.56 for the third quarter, an increase of 60%, compared with the $.35 reported in the third quarter last year. In the third quarter last year, the Company reported the write-off of an investment in an unaffiliated entity. Excluding this write-off, earnings per share growth was 33%. Cash flow from operations was $13 million in the third quarter.

For the first nine months of fiscal 2004, Dionex sales were $189.6 million, an increase of 20% over the $157.8 million reported in the first nine months of fiscal 2003. Favorable currency fluctuations increased sales by 8 percentage points for the first nine months. Diluted earnings per share for the first nine months of fiscal 2004 were $1.40, an increase of 33% compared with the same period last year. Excluding the write-off of an investment in an unaffiliated entity, earnings per share increased by 25%. Cash flow from operations for the first nine months was $36 million, 19% of sales.

During the third quarter of fiscal 2004, the Company repurchased 316,700 shares of its common stock, bringing the total shares repurchased to 652,700 for the first nine months of fiscal 2004.

A. Blaine Bowman, Chairman of the Board, commenting on the results, said, “We are very pleased with our results for the third quarter. Our sales and earnings per share were both records for the Company. We again experienced good growth in both our ion chromatography (IC) and HPLC businesses. Our IC business grew approximately 30% as we benefited from our Reagent- Free IC (RFIC) technology introduced last year and new drinking water regulations in Japan. We also introduced new products during the quarter that further expand our RFIC offerings. In addition, we continued to drive our HPLC innovation strategy by introducing a number of new products, including an autopurification system and the latest version of our Chromeleon data management system.”

Lukas Braunschweiler, President and Chief Executive Officer, commenting on the results, said, “We again reported very strong results for the quarter and for the nine months. We saw solid sales growth in all major geographic regions and in both IC and HPLC. In North America, we grew in the high-single digits for the quarter. These results continue the good growth we have experienced in North America so far this fiscal year. Sales growth in Europe was in the high-teens in reported dollars. In local currency, sales growth was in the mid-single digits. This growth was in spite of the fact that economic conditions in Europe, particularly Germany, continue to be weak. In our Asia/Pacific region, we experienced very strong growth this quarter as sales grew over 60% in reported dollars and over 50% in local currency. Sales related to the new drinking water regulations in Japan added an estimated $5 million in incremental revenues for the quarter. We anticipate that we will continue to benefit from this positive effect in the fourth quarter also, but not to the same level as in the third quarter.

“We had good market growth in our key markets of life sciences and environmental this quarter. In our other markets, we saw good growth except for the electronics market.

“Looking ahead to the fourth quarter, we believe that we will continue the positive results experienced in the first nine months of this year. We estimate that our sales will be in the range of $65-$67 million and earnings per share will be in the range of $.47-$.49. These estimates result in full year sales in the range of $254-$256 million and earnings per share in the range of $1.87-$1.89. These estimates reflect the expectations that we will again see some benefits from the new drinking water regulations in Japan, that currency exchange rates will not change significantly from current levels, and that there will be some further improvements in the economic conditions in the U.S. and Europe.”

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 Tuesday, April 20th, 2004 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 5:00 p.m. PT, Tuesday, April 20, 2004 until 5:00 p.m. PT, Tuesday, June 1, 2004.

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,
	2004		2003			2004			2003
Net sales	$	70,746	$	56,069		$	189,561		$	157,819
Cost of sales		24,629		18,810			64,474			54,082
Gross profit		46,117		37,259			125,087			103,737
Operating expenses:
Selling, general and administrative		23,367		19,844			65,429			56,067
Research and product development		4,606		4,176			14,204			12,416
Total operating expenses		27,973		24,020			79,633			68,483
Operating income		18,144		13,239			45,454			35,254
Interest income, net		148		69			360			195
Write-off of a non-affiliate investment		—		(2,067	)		—			(2,067	)
Other income		60		36			(268	)		426
Income before taxes on income		18,352		11,277			45,546			33,808
Taxes on income		5,965		3,665			14,803			10,988
Net income	$	12,387	$	7,612		$	30,743		$	22,820
Basic earnings per share	$	0.58	$	0.36		$	1.46		$	1.08
Diluted earnings per share	$	0.56	$	0.35		$	1.40		$	1.06
Shares used in computing per share amounts:
Basic		21,180		21,028			21,099			21,100
Diluted		22,177		21,619			21,983			21,625
RECONCILIATION OF DILUTED EARNINGS PER SHARE BEFORE WRITE-OFF OF A NON-AFFILIATE INVESTMENT:
Net income, as reported		12,387		7,612			30,743			22,820
Write-off of non-affiliate investment		—		2,067			—			2,067
Tax effect		—		(672	)		—			(672	)
Adjusted net income	$	12,387	$	9,007		$	30,743		$	24,215
Adjusted diluted earnings per share	$	0.56	$	0.42		$	1.40		$	1.12
Shares used to compute adjusted diluted earnings per share		22,177		21,619			21,983			21,625

DIONEX CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
AT MARCH 31, 2004 AND JUNE 30, 2003
(In thousands)
(Unaudited)

	March 31,		June 30,
	2004		2003
ASSETS
Current assets:
Cash and equivalents	$	64,479	$	46,831
Marketable equity securities		1,660		1,402
Accounts receivable, net		56,176		46,613
Inventories		25,997		25,462
Other current assets		14,321		12,737
Total current assets		162,633		133,045
Property, plant and equipment, net		47,304		45,436
Goodwill and other intangible assets		29,309		28,856
Other assets		5,187		5,763
	$	244,433	$	213,100
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Notes payable	$	2,163	$	1,334
Accounts payable		10,590		5,443
Accrued liabilities		30,371		29,045
Income taxes payable		2,163		6,189
Accrued product warranty		3,594		3,188
Total current liabilities		48,881		45,199
Deferred income taxes and other		5,228		8,121
Long term debt		144		500
Stockholders’ equity		190,180		159,280
	$	244,433	$	213,100

XXXX