-----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, Gbcr3kHas08ecTNEYGdEhDs0J+pkbvSilyvrLiXSdQVMu+FbHS4ap0YWg5VEPrQk k/daOWL05keSf4RS2xsPow== 0000950134-03-014206.txt : 20031030 0000950134-03-014206.hdr.sgml : 20031030 20031030161459 ACCESSION NUMBER: 0000950134-03-014206 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031028 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031030 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROCHESTER MEDICAL CORPORATION CENTRAL INDEX KEY: 0000868368 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 411613227 STATE OF INCORPORATION: MN FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18933 FILM NUMBER: 03966892 BUSINESS ADDRESS: STREET 1: ONE ROCHESTER MEDICAL DR CITY: STEWARTVILLE STATE: MN ZIP: 55976 BUSINESS PHONE: 5075339600 MAIL ADDRESS: STREET 1: ONE ROCHESTER MEDICAL DR CITY: STEWARTVILLE STATE: MN ZIP: 55976 8-K 1 c80394e8vk.txt FORM 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 Date of Report (Date of earliest event reported): October 28, 2003 ROCHESTER MEDICAL CORPORATION ----------------------------- (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission file number) (I.R.S. Employer of incorporation) Identification No.) One Rochester Medical Drive, Stewartville, MN 55976 --------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (507) 533-9600 -------------- Not Applicable -------------- (Former name or former address, if changed since last report) ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Press Release, dated October 28, 2003, issued by Rochester Medical Corporation ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On October 28, 2003, Rochester Medical, Inc. issued a press release relating to fiscal 2004 first quarter financial results. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Form 8-K, including the exhibit attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Form 8-K shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, 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, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. October 30, 2003 ROCHESTER MEDICAL CORPORATION By: /s/ David A. Jonas ------------------ David A. Jonas Chief Financial Officer EXHIBIT INDEX Exhibit No. Description 99.1 Press Release, dated October 28, 2003, issued by Rochester Medical Corporation EX-99.1 3 c80394exv99w1.txt PRESS RELEASE [ROCHESTER MEDICAL LOGO] FORM IMMEDIATE RELEASE OCTOBER 28, 2003 ROCHESTER MEDICAL REPORTS FOURTH QUARTER RESULTS: RECORD ANNUAL RESULTS Stewartville, MN October 28, 2003 Rochester Medical Corporation (NASDAQ: ROCM) today announced operating results for its fourth quarter and fiscal year ending September 30, 2003. The Company reported sales of $3,621,000 for the quarter compared to $3,162,000 for the fourth quarter of last year. It reported net income of $41,000 or $.01 per share compared to a net loss of $17,000 or ($.00) per share for the fourth quarter of last year. The approximately 15% increase in sales resulted from increased sales of Rochester Medical(R) brand products and increased sale to private label customers. The increase in net income was due primarily to increased contribution from higher sales. For the Fiscal Year ended September 30, 2003 net sales increased 32% to $14,655,000 from $11,075,000 last fiscal year. The Company reported a net income of $330,000 or $.06 per share compared to a net loss of $1,395,000 or ($.26) last fiscal year. The sales increase was due to increased Rochester Medical Brand sales and increased Private Label sales. The increase in net income was due primarily to increased contribution from higher sales. Commenting on the results Company CEO and President Anthony J. Conway said, "I am pleased to again report that we are making solid progress. We had a good quarter and an excellent year. "Sales growth has been over 30% for each of the last two years and we have become profitable. Also, we have increased our cash and marketable securities by over one and a half million dollars over the past year. "We expect good annual growth in Fiscal 2004 on both our top and bottom line with much of that growth occurring in the second half of the year as our Hydrophilic Catheters are introduced in Europe, and as we launch additional new advanced products following regulatory approval which we expect will be forthcoming in the first half of this fiscal year. The European Market for Hydrophilic Catheters is approximately $130 million dollars annually. I believe our technology offers distinct advantages over products currently in that market. We recently announced a global private label marketing agreement for these catheters. We also continue discussing arrangements with potential marketing partners for both current and future products that can provide significant additional sales revenues. "In short, I am pleased with the Company's performance over the past year, and I look forward to a good year ahead." The immediately preceding statement contains forward-looking statements that involve risks and uncertainties, including the uncertainty of gaining acceptance of the anti-infection catheters and hydrophilic catheters in the marketplace, the uncertainty of new product introductions, the uncertainty of gaining new strategic relationships, the uncertainty of timing of private label sales revenues (particularly international customers), FDA and other regulatory review and response times, as well as other risk factors listed from time to time in the Company's SEC reports and filings, including, without limitation, the section entitled "Risk Factors" in the Company's Annual report on Form 10-K (Part II, Item 6) for the year ended September 30, 2002. Rochester Medical Corporation develops, manufactures, and markets latex-free disposable medical catheters and devices for urological and continence care applications. The Company markets under its own Rochester Medical brand and under private label arrangements. For further information, please contact Anthony J. Conway, President and Chief Executive Officer of Rochester Medical Corporation at (507) 533-9600. For product information on the FemSoft Insert call 1-800-FEMSOFT. More information about Rochester Medical is available on its website at http://www.rocm.com Rochester Medical Corporation Press Release - F03 Fourth Quarter page 3 of 4 CONDENSED BALANCE SHEETS
September 30, September 30, 2003 2002 --------------- --------------- Assets Current Assets Cash and equivalents $ 1,764,499 $ 411,618 Marketable securities 4,201,736 4,052,389 Accounts receivable 2,454,310 1,905,442 Inventories 3,542,619 3,577,931 Prepaid expenses and other assets 272,245 218,183 --------------- --------------- Total current assets 12,235,409 10,165,563 Property and equipment 8,687,462 9,261,525 Intangible assets 225,597 209,078 --------------- --------------- $ 21,148,468 $ 19,636,166 =============== =============== Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 507,580 $ 633,934 Accrued expenses 1,098,578 908,301 Short term debt 43,520 - Current maturities of capital leases 40,263 - Deferred revenue 157,143 100,000 --------------- --------------- Total current liabilities 1,847,084 1,642,235 Long-term debt Long term debt 116,280 - Capital leases, less current portion 164,806 - Deferred revenue 878,571 850,000 --------------- --------------- Total long term debt 1,159,657 850,000 Stockholders' equity 18,141,727 17,143,931 --------------- --------------- $ 21,148,468 $ 19,636,166 =============== ===============
Rochester Medical Corporation Press Release - F03 Fourth Quarter page 4 of 4 SUMMARY STATEMENTS OF OPERATIONS
Three months ended Twelve months ended September 30, September 30, ------------------------------------ ------------------------------------- 2003 2002 2003 2002 --------------- ---------------- ----------------- ----------------- Sales $ 3,621,022 $ 3,162,374 $ 14,655,372 $ 11,075,495 Cost of sales 2,334,875 2,105,635 9,574,414 7,887,891 --------------- --------------- --------------- --------------- Gross profit 1,286,147 1,056,739 5,080,958 3,187,604 Gross profit % 36% 33% 35% 29% Costs and expense: Marketing and selling 597,170 539,610 2,225,376 2,196,426 Research and development 239,521 207,219 874,715 834,567 General and administrative 444,632 380,314 1,808,838 1,763,341 --------------- --------------- --------------- --------------- Total operating expenses 1,281,323 1,127,143 4,908,929 4,794,334 --------------- --------------- --------------- --------------- Income/(Loss) from operations 4,824 (70,404) 172,029 (1,606,730) Other income (expense) Interest income - Net 36,115 52,980 157,874 211,926 --------------- --------------- --------------- --------------- Net Income/(Loss) $ 40,939 $ (17,424) $ 329,903 $ (1,394,804) =============== =============== =============== =============== Earnings per common share - Basic & Diluted $ 0.01 $ (0.00) $ 0.06 $ (0.26) =============== =============== =============== =============== Shares in per share computation Basic 5,421,183 5,328,622 5,379,954 5,328,531 =============== =============== =============== =============== Shares in per share computation Diluted 5,735,383 5,328,622 5,653,859 5,328,531 =============== =============== =============== ===============
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