-----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, HXha1lePLJMiwiIjoUX5HZaor3Gr3xoKiXIoNdI/rk7EP/tllzsW+6IHc+khNMGn 8VYrYS4BnjOrcZfoWL+h6Q== 0001104659-04-012125.txt : 20040503 0001104659-04-012125.hdr.sgml : 20040503 20040503074340 ACCESSION NUMBER: 0001104659-04-012125 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040503 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040503 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BECKMAN COULTER INC CENTRAL INDEX KEY: 0000840467 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 951040600 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10109 FILM NUMBER: 04771425 BUSINESS ADDRESS: STREET 1: 4300 N HARBOR BLVD STREET 2: PO BOX 3100 CITY: FULLERTON STATE: CA ZIP: 92834-3100 BUSINESS PHONE: 7147736907 MAIL ADDRESS: STREET 1: 4300 N HARBOR BLVD STREET 2: PO BOX 3100 CITY: FULLERTON STATE: CA ZIP: 92834-3100 FORMER COMPANY: FORMER CONFORMED NAME: BECKMAN INSTRUMENTS INC DATE OF NAME CHANGE: 19920703 8-K 1 a04-5180_18k.htm 8-K

 

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

 

Date of report (Date of earliest event reported):  May 3, 2004

 

Beckman Coulter, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-10109

 

95-104-0600

(State of
Incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

4300 N. Harbor Boulevard
Fullerton, California 92834-3100

(Address of principal executive offices) (Zip Code)

 

(714) 871-4848

(Registrant’s telephone number, including area code)

 

 



 

Item 7.    Exhibits

 

99.1                           Press Release “Beckman Coulter First Quarter 2004, Reported Sales Grow 15%; Comparable Net Earnings Grow 24%. Reported Net Earnings were $35.6 Million, With Comparisons Impacted By Prior Year Non-Recurring Items of $15.9 Million."

 

Item 12. Results of Operations and Financial Condition

 

On May 3, 2004, Beckman Coulter, Inc. issued the press release attached to this report as Exhibit 99.1 announcing its results for the quarter ended March 31, 2004. This Form 8-K and the attached exhibit are furnished to, but not filed with, the Securities and Exchange Commission.

 

EXHIBIT INDEX

 

Exhibits

 

99.1

Press Release “Beckman Coulter First Quarter 2004, Reported Sales Grow 15%; Comparable Net Earnings Grow 24%. Reported Net Earnings were $35.6 Million, With Comparisons Impacted By Prior Year Non-Recurring Items of $15.9 Million."

 

SIGNATURE

 

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.

 

Dated:  May 3, 2004

 

 

BECKMAN COULTER, INC.

 

 

 

 

 

By:

  /s/ JACK E. SOROKIN

 

 

Name:  Jack E. Sorokin

 

Title: Assistant General Counsel

 


EX-99.1 2 a04-5180_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

 

NEWS RELEASE

 

 

 

 

Contact:

Jeanie Herbert

 

 

(714) 773-7620

 

Director, Investor Relations

 

 

 

Beckman Coulter First Quarter 2004
Reported Sales Grow 15%; Comparable Net Earnings Grow 24%

 

Reported net earnings were $35.6 million, with
comparisons impacted by prior year non-recurring items of $15.9 million.

 

FULLERTON, California, May 3, 2004 - Beckman Coulter, Inc. (NYSE:BEC) announced today first quarter ended March 31, 2004 results.

 

 

 

Three Months Ended

 

 

 

2004

 

2003

 

% Chg

 

First Quarter Reported Results

 

 

 

 

 

 

 

(Amounts in millions, except per share)

 

 

 

 

 

 

 

Sales

 

$

536.8

 

$

467.3

 

14.9

%

Net Earnings

 

$

35.6

 

$

44.6

 

(20.2

)%

Earnings Per Diluted Share

 

$

0.54

 

$

0.70

 

(22.9

)%

 

 

 

 

 

 

 

 

First Quarter Comparable Results*:

 

 

 

 

 

 

 

(Amounts in millions, except per share)

 

 

 

 

 

 

 

Sales

 

$

536.8

 

$

464.4

 

15.6

%

Constant Currency

 

 

 

 

 

10.9

%

Net Earnings

 

$

35.6

 

$

28.7

 

24.0

%

Earnings Per Diluted Share

 

$

0.54

 

$

0.45

 

20.0

%

 


*See following “Non-GAAP Disclosures”

 



 

Beckman Coulter, Inc.

 

First Quarter 2004 Discussion

 

Reported sales in the first quarter were unseasonably strong due not only to significant hardware shipments and installations, but also the continued contribution of new products introduced in 2003.  Sales grew 14.9%, or 10.9% in comparable constant currency, over the prior year quarter.  Clinical Diagnostics Division sales grew about 17%, on strength in all three product areas, spurred by placements of the new UniCelâ DxI 800 Accessâ immunoassay system, increasing demand for laboratory automation systems and the ramp up of the recently launched COULTERâ LH 500 mid-range hematology system.

 

Biomedical Research Division sales grew over 10%, as capital spending in biotechnology and pharmaceutical research recovers and the successful rollout of new products take hold.  The specialty testing product area grew more than 14%, boosted by sales of the FC500 series flow cytometers.  The centrifuge / analytical product area was up 12%, enhanced by the new Allegraä X-12 benchtop centrifuges and ProteomeLabä solutions.

 

Geographically, on a constant currency basis, worldwide sales were strong in the Americas and Asia, up 13% and 12%, respectively.  Europe was up about 2%.  Overall, currency added 4.7 percentage points to reported worldwide sales growth.

 

First quarter 2004 operating income was $67.7 million.  On a comparable basis, operating income as a percentage of sales increased 170 basis points to 12.6%.  Gross profit improvements were partially offset by higher operating expenses to support new product launches, including the new UniCelâ DxI immunoassay system.  Non-operating expenses were higher than prior year by $6.5 million, driven by currency hedging costs.

 

2



 

Reported net earnings were $35.6 million or $0.54 per diluted share.  On a comparable basis, net earnings and earnings per diluted share grew 24% and 20%, respectively.

 

First Quarter Business Developments:

 

                  Declared an $0.11 per share quarterly dividend, a 22% increase over the prior year quarter.

                  Entered exclusive license agreement with Research & Diagnostic Antibodies, LLC to develop a novel test for sepsis.

                  Received a tender to supply customized AIDS monitoring systems and tests to South Africa through an agreement with the Clinton Foundation.

                  Signed a broad exclusive technology licensing agreement with InPro Biotechnology for prion-based testing, with applications including BSE and other neurodegenerative diseases.

                  Appointed James T. Glover, as Vice President and Chief Financial Officer.

 

First Quarter New Product Shipments:

 

                  GenomeLabä SNPstreamâ genotyping system capable of performing up to 800,000 genotypes per day.

                  Biomekâ 3000 and Biomekâ NX liquid handling workstations for the life science and clinical research markets.

                  Pancreatic and Breast Cancer tests for use on the entire line of immunoassay systems.

 

According to John P. Wareham, chairman and chief executive officer, “The first quarter of 2004 was exceptional for Beckman Coulter, with most of our product areas performing very well.  Our vigorous flow of new products over the past year continues to allow us to gain market share and invest in new products to address faster growing market segments.”

 

3



 

2004 Outlook

 

Said Wareham, “For the Clinical Diagnostics Division, our business is primarily focused on gaining share in the high-volume immunoassay market with the UniCelâ DxI 800 system.  In Biomedical Research, we are leveraging our leadership positions in centrifugation, liquid handling and flow cytometry to create solutions for genomic, proteomic and cell-based research.”

 

Continued Wareham, “Looking to the second quarter, sales should grow 8 to 10%, depending on currency, led by continued strength in Clinical Diagnostics and a recovering Biomedical Research market.  Net earnings should increase 11 to 14%, with earnings per diluted share in the $0.87 to $0.91 range.  Projected higher operating income should be somewhat offset by unfavorable non-operating expenses, due to currency hedging costs.  It is the policy of the company to moderate effects of currency on its pre-tax earnings by hedging its estimated exposures.”

 

Concluded Wareham, “Based on first quarter results, we are confident in our ability to meet the high end of our previously stated sales growth range of 7 to 8% for 2004, with currency having the potential to add two additional percentage points of growth.  Sales growth in Clinical Diagnostics should be 9 to 11% and 5 to 7% in Biomedical Research.  Before the effect of the non-recurring items in 2003, 2004 net earnings should grow 13 to 15% with currency hedging costs largely offsetting higher operating income.  Earnings per diluted share should grow 11 to 13%, based on a share count of about 66 million shares.  This positive outlook should allow us to step up funding for several of our high-potential opportunities to further accelerate sales growth.”

 

Investor Conference Call

 

As previously announced, there will be a conference call today, Monday, May 3, 2004 at 9:30 am ET to discuss the first quarter ended March 31, 2004 results.  The call will also be webcast live.  The call is accessible to all investors through Beckman Coulter’s website at www.beckmancoulter.com or at www.streetevents.com.  When accessing the webcast through the Beckman Coulter site, select “go to IR” under Investor Relations and find the call listed under “What’s New”.  The webcast will be archived on both websites for future on-demand replay through Friday, May 21, 2004.

 

4



 

This press release contains forward-looking statements regarding the company’s outlook for 2004, including expectations for developments in the clinical diagnostics and biomedical research markets, sales, net earnings, earnings per diluted share growth, share count, and operating income. These statements are based on information available at the time they are made and are subject to a number of risks and uncertainties.  Actual results could differ from those anticipated by these forward-looking statements as a result of a number of factors, some of which may be beyond the company’s control.  Among other things, these factors include the effects of cost containment initiatives by both government and industry, the availability of capital to clinical diagnostics and biomedical research customers, the timing and extent of the recovery in the biomedical research market, and the availability of government funding for biomedical research, bioterrorism and forensics applications and prion testing.  Other factors include the actual timing of product introductions, our ability to develop products based on new technologies, changes in tax laws both in the United States and other countries, the impact of global economic and political conditions, consolidation among customers, introduction of competitive systems and products, and potential cost, interest rate and currency fluctuations, and currency hedging costs.

 

Beckman Coulter, Inc. is a leading manufacturer of biomedical testing instrument systems, tests and supplies that simplify and automate laboratory processes.  Spanning the biomedical testing continuum – from systems biology and clinical research to laboratory diagnostics and point-of-care testing – Beckman Coulter’s 200,000 installed systems provide essential biomedical information to enhance health care around the world.  The company, based in Fullerton, Calif., reported 2003 annual sales of $2.2 billion with 64 percent of this amount generated by recurring revenue from supplies, test kits and services.  For more information, visit www.beckmancoulter.com.

 

5



 

BECKMAN COULTER, INC.

FIRST QUARTER REPORT

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in million, except amounts per share)

Unaudited

 

 

 

Three Months Ended
March 31,

 

 

 

2004

 

2003

 

 

 

 

 

 

 

Sales

 

$

536.8

 

$

467.3

 

 

 

 

 

 

 

Cost of sales

 

282.5

 

250.7

 

 

 

 

 

 

 

Gross profit

 

254.3

 

216.6

 

 

 

 

 

 

 

Operating costs and expenses:

 

 

 

 

 

Selling, general and administrative

 

138.5

 

120.0

 

Research and development

 

48.1

 

45.5

 

Restructure charge

 

 

18.5

 

Escrow litigation settlement

 

 

(26.9

)

Total operating cost and expenses

 

186.6

 

157.1

 

 

 

 

 

 

 

Operating income

 

67.7

 

59.5

 

 

 

 

 

 

 

Non-operating (income) and expense:

 

 

 

 

 

Interest income

 

(2.8

)

(2.0

)

Interest expense

 

9.3

 

11.4

 

Other, net

 

11.8

 

2.4

 

Total non-operating expenses

 

18.3

 

11.8

 

 

 

 

 

 

 

Earnings before income taxes

 

49.4

 

47.7

 

Income taxes

 

13.8

 

3.1

 

 

 

 

 

 

 

Net earnings

 

$

35.6

 

$

44.6

 

 

 

 

 

 

 

Basic earnings per share

 

$

0.57

 

$

0.73

 

 

 

 

 

 

 

Weighted average number of basic shares outstanding (in thousands)

 

62,078

 

61,143

 

 

 

 

 

 

 

Diluted earnings per share

 

$

0.54

 

$

0.70

 

 

 

 

 

 

 

Weighted average number of basic shares and dilutive shares outstanding (in thousands)

 

66,063

 

63,515

 

 

 

 

 

 

 

Dividends declared per share

 

$

0.11

 

$

0.09

 

 

Note: Certain prior year amounts have been reclassified to conform to the current year presentation.

 

6



 

BECKMAN COULTER, INC.

FIRST QUARTER REPORT

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in millions, except amounts per share)

 

 

 

March 31,
2004

 

December 31,
2003

 

 

 

(unaudited)

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

49.0

 

$

74.6

 

Trade and other receivables, net

 

526.4

 

580.0

 

Inventories

 

419.8

 

389.0

 

Deferred income taxes

 

47.7

 

52.6

 

Other current assets

 

61.8

 

65.0

 

Total current assets

 

1,104.7

 

1,161.2

 

 

 

 

 

 

 

Property, plant and equipment, net

 

404.8

 

398.9

 

Goodwill

 

389.6

 

388.8

 

Other intangibles, net

 

323.6

 

323.4

 

Other assets

 

312.3

 

285.9

 

Total assets

 

$

2,535.0

 

$

2,558.2

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable, accrued expenses and other liabilities

 

428.1

 

484.8

 

Notes payable and current maturities of long-term debt

 

35.9

 

39.3

 

Income taxes

 

60.2

 

54.1

 

Total current liabilities

 

524.2

 

578.2

 

 

 

 

 

 

 

Long-term debt, less current maturities

 

633.2

 

625.6

 

Deferred income taxes

 

151.8

 

151.9

 

Other liabilities

 

303.1

 

304.8

 

Total liabilities

 

1,612.3

 

1,660.5

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Common stock

 

6.2

 

6.2

 

Additional paid-in-capital

 

351.6

 

323.8

 

Retained earnings

 

668.2

 

639.9

 

Accumulated other comprehensive income

 

34.0

 

7.1

 

Treasury stock at cost

 

(134.7

)

(76.2

)

Unearned compensation

 

(2.6

)

(3.1

)

Common stock held in grantor trust

 

(14.8

)

(14.1

)

Grantor trust liability

 

14.8

 

14.1

 

Total stockholders’ equity

 

922.7

 

897.7

 

Total liabilities and stockholders’ equity

 

$

2,535.0

 

$

2,558.2

 

 

7



 

BECKMAN COULTER, INC

FIRST QUARTER REPORT

KEY PRODUCT SALES

(Amounts in millions)

Unaudited

 

 

 

Three Months Ended
March 31, 2004

 

 

 

$

 

Reported
Growth %

 

Constant
Currency
Growth %

 

 

 

 

 

 

 

 

 

Routine Chemistry

 

$

156.2

 

15.8

 

12.2

 

Immunodiagnostics

 

108.5

 

14.8

 

10.4

 

Subtotal Chemistry

 

264.7

 

15.4

 

11.5

 

 

 

 

 

 

 

 

 

Hematology

 

125.0

 

19.4

 

15.0

 

Total Clinical Diagnostics

 

389.7

 

16.6

 

12.6

 

 

 

 

 

 

 

 

 

Robotic Auto/Genetic Analysis

 

31.3

 

1.3

 

(4.5

)

Centrifuge/Analytical Systems

 

62.2

 

12.1

 

6.3

 

Specialty Testing

 

53.6

 

14.5

 

7.9

 

Total Biomedical Research

 

147.1

 

10.4

 

4.4

 

 

 

 

 

 

 

 

 

Total Beckman Coulter

 

$

536.8

 

14.9

 

10.2

 

 

GEOGRAPHIC SALES

(Amounts in millions)

Unaudited

 

 

 

Three Months Ended
March 31, 2004

 

 

 

$

 

Reported
Growth%

 

Constant
Currency
Growth %

 

 

 

 

 

 

 

 

 

Americas

 

$

344.1

 

14.2

 

13.3

 

Europe

 

135.8

 

14.3

 

1.9

 

Asia

 

56.9

 

20.8

 

11.7

 

 

 

 

 

 

 

 

 

Total Beckman Coulter

 

$

536.8

 

14.9

 

10.2

 

 

8



 

Non-GAAP Disclosures

 

Certain disclosures prepared in accordance with Generally Accepted Accounting Principles (GAAP) included in this release are accompanied by disclosures that are not prepared in conformity with GAAP.  Management has determined that inclusion of these disclosures provides investors a more meaningful presentation of the Company’s results.

 

These non-GAAP disclosures exclude the following:

 

Currency Impacts on Reported Revenues - We define constant currency sales as current period sales in local currency translated to U.S. dollars at the prior period’s foreign currency exchange rate. This measure provides information on sales growth as if foreign currency exchange rates have not changed between the prior year period and the current period.

 

Business Asset Sale of Laboratory Automation Operations (“LAO”) Impact on Reported Revenues – The assets of LAO were sold in the second quarter of 2003.  LAO revenues were $2.9 million of the quarter ended March 31, 2003.  Excluding these revenues from 2003, the reported growth rate for 2003 would have been 15.6% while the constant currency growth rate would have been 10.9%.  The growth rates for Centrifuge / Analytical Systems and Americas would have been 18.3% and 15.3%, respectively, while constant currency growth rates would have been 12.2% and 14.4%, respectively.

 

Restructure Charge - In the first quarter of 2003, a pretax restructure charge of $18.5 million ($11.8 million after taxes) or diluted EPS charge of $0.19 for the quarter ended March 31, 2003 was recorded associated with the formation of the Biomedical Research Division, a refocus of international operations and a workforce reduction of approximately 300 positions.

 

Coulter escrow settlement - In the first quarter of 2003, a non-taxable credit of $28.9 million and related pretax expenses of $2.0 million ($1.2 million after taxes), was recorded resulting in a net credit of $27.7 million after taxes or a diluted EPS credit of $0.44 for the quarter ended March 31, 2003. This amount resulted from the settlement of an escrow account created as part of the 1997 acquisition of Coulter Corporation.

 

Net Income and EPS Reconciliation:

 

 

 

March 31, 2004

 

March 31, 2003

 

 

 

Net
Income

 

Diluted
EPS

 

Net
Income

 

Diluted
EPS

 

GAAP

 

$

35.6

 

$

0.54

 

$

44.6

 

$

0.70

 

Coulter escrow settlement

 

 

 

(27.7

)

(0.44

)

Restructure charge

 

 

 

11.8

 

0.19

 

Non-GAAP

 

$

35.6

 

$

0.54

 

$

28.7

 

$

0.45

 

 

###

 

9


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