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 21, 2005
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)

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))

TABLE OF CONTENTS

	Item 2.02. Results of Operations and Financial Condition.
	Item 9.01 Financial Statements and Exhibits
SIGNATURE
INDEX TO EXHIBITS
EXHIBIT 99.1

Item 2.02. Results of Operations and Financial Condition.

     On April 21, 2005, Dionex issued a press release announcing the financial results for the quarter ended March 31, 2005. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

     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.

Item 9.01 Financial Statements and Exhibits

     (c) Exhibits.

Exhibit
No.	Description
99.1	Press Release dated April 21, 2005 reporting Dionex Corporation’s results for the quarter ended March 31, 2005.

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, 2005	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 21, 2005.

EX-99.1

Exhibit 99.1

April 21, 2005 Contact: Craig McCollam
Dionex Corporation
408-481-4107

DIONEX REPORTS SALES AND EARNINGS FOR THE THIRD QUARTER

  FOR RELEASE THURSDAY, APRIL 21, 2005, P.M., 1:05 PST  

Sunnyvale, California – Dionex Corporation (NASDAQ:DNEX) today announced sales and earnings for its third quarter and first nine months of fiscal 2005.

For the third quarter ended March 31, 2005, sales were $70.8 million, up slightly compared with the $70.7 million reported for the same period last year. Favorable currency fluctuations added two percentage points to sales growth this quarter. Diluted earnings per share were $0.56 for the third quarter, unchanged compared with the $0.56 reported for the third quarter of last year. Cash flow from operations was $10 million in the third quarter.

For the first nine months of fiscal 2005, sales were $208.2 million, an increase of 10%, compared with the $189.6 million reported for the first nine months of fiscal 2004. Currency fluctuations added four percentage points to our sales growth for the first nine months of fiscal 2005. Diluted earnings per share were $1.59, an increase of 14%, compared with the $1.40 reported for the first nine months of fiscal 2004. Cash flow from operations for the first nine months was $38 million.

During the third quarter, the Company repurchased 246,300 shares of its common stock. In the first nine months of fiscal 2005, a total of 767,500 shares were repurchased compared to the 652,700 shares repurchased in the same period of fiscal 2004.

Lukas Braunschweiler, President and Chief Executive Officer, commenting on the results, said, “Despite reporting record sales for a third quarter, the quarterly results did not meet our expectations. However, excluding an incremental $5 million of nonrecurring sales in the third quarter of fiscal 2004 related to the new drinking water analysis regulations enacted in Japan last year, sales grew by 8% in the third quarter and 13% in the first nine months.

“Coming into the third quarter we felt that we had good momentum to continue the strong results we have reported for the last 11 quarters. However, we experienced unexpected weakness in some of our major market segments and geographic regions.

“Sales in our Life Sciences market were flat and in our Environmental market sales were down this quarter. Sales in our Chemical/Petrochemical and Food/Beverage markets were up. The weakness in our Life Sciences business was mainly due to slower project spending at some of our larger pharmaceutical customers. In Environmental, we experienced reduced spending by governmental laboratories.

“Sales in North America were flat in the quarter; demand from some of our major pharmaceutical customers was particularly weak. Sales in Europe grew in the mid-single digits this quarter and were up slightly in local currencies; we experienced weaker demand in our Life Sciences and Environmental markets. Sales in Asia/Pacific declined in the quarter, as expected; however, sales grew in the double-digits in this region, excluding the incremental $5 million of nonrecurring sales referred to above. We experienced continued strong growth in China, Korea, Australia and India.

“We believe that we are in a good position to finish the year with a solid annual performance, despite a very challenging third quarter. Looking at the fourth quarter we are cautiously optimistic, as we have the right products at hand to meet our customers’ needs. The new high-end ICS-3000 RFIC ion chromatography and the new UltiMate 3000 nano/micro flow HPLC systems launched at the 2005 Pittsburgh Conference in late February have been well received by our customers and further enhance our capabilities. In fact, we won two distinctive innovation awards for the ICS-3000 at the Conference.

“We estimate that our sales will be in the range of $69.5-$72.5 million and our diluted earnings per share in the range of $0.49-$0.55 for the fourth quarter. This forecast would result in sales of approximately $278-$281 million, diluted earnings per share of $2.09-$2.14 and sales growth of 7%-9% for the entire fiscal year. The forecast is based on the following assumptions: (a) the demand from our pharmaceutical and environmental customers will improve in the fourth quarter from the levels observed in the third quarter, but not recover to the levels seen in previous quarters; (b) foreign currency rates will not have a significant impact in the fourth quarter, (c) sales in the fourth quarter will not reflect any benefit from the drinking water analysis regulations enacted in Japan in fiscal 2004, which added $3 million in nonrecurring sales in the fourth quarter last year, and (d) further incremental operating expenses will be incurred due to the Sarbanes-Oxley 404 certification process.”

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 Thursday, April 21, 2005 at 1:30 p.m. Pacific Time (PT). To listen to the call live, please turn into the webcast via www.Dionex.com. A playback of the conference call will be available from 8:00 a.m. PT, Friday, April 22, 2005 until 5:00 p.m. PT, Thursday, June 30, 2005.

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, demand in the analytical instrumentation market, economic conditions in the areas in which the company sells its products, ability to manufacture products in an efficient and timely basis and at a reasonable cost and in sufficient volume, competition from other products, ability to attract and retain qualified personnel and existing product obsolescence. These factors and other risks 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,
	2005		2004		2005		2004
Net sales	$	70,801	$	70,746	$	208,161	$	189,561
Cost of sales		22,941		24,629		69,190		64,474
Gross profit		47,860		46,117		138,971		125,087
Operating expenses:
Selling, general and administrative		26,060		23,367		73,895		65,429
Research and product development		4,801		4,606		15,127		14,204
Total operating expenses		30,861		27,973		89,022		79,633
Operating income		16,999		18,144		49,949		45,454
Interest income, net		347		148		755		360
Other income		67		60		380		(268	)
Income before taxes on income		17,413		18,352		51,084		45,546
Taxes on income		5,453		5,965		16,732		14,803
Net income	$	11,960	$	12,387	$	34,352	$	30,743
Basic earnings per share	$	0.58	$	0.58	$	1.66	$	1.46
Diluted earnings per share	$	0.56	$	0.56	$	1.59	$	1.40
Shares used in computing per share amounts:
Basic		20,763		21,180		20,755		21,099
Diluted		21,543		22,177		21,561		21,983

DIONEX CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
AT MARCH 31, 2005 AND JUNE 30, 2004
(In thousands)
(Unaudited)

	March 31,		June 30,
	2005		2004
ASSETS
Current assets:
Cash, cash equivalents and short term investments	$	67,381	$	58,786
Accounts receivable, net		56,883		53,128
Inventories		27,220		24,838
Other current assets		14,715		14,168
Total current assets		166,199		150,920
Property, plant and equipment, net		49,311		46,656
Goodwill and other intangible assets		28,459		29,032
Other assets		8,194		8,857
	$	252,163	$	235,465
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Notes payable	$	140	$	1,468
Accounts payable		8,417		8,113
Accrued liabilities		30,897		31,822
Income taxes payable		95		2,214
Accrued product warranty		3,820		3,584
Total current liabilities		43,369		47,201
Deferred income taxes and other		4,484		4,810
Stockholders’ equity		204,310		183,454
	$	252,163	$	235,465

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