-----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, Me1+c38O0Q+AHce8P2elQS1d4axhtQcC34JpOhQdj789jZf3NmM0r95p4qHWlOyh AnOAYjSZmx+u0e33Y9TAHw== 0001045969-99-000685.txt : 19990916 0001045969-99-000685.hdr.sgml : 19990916 ACCESSION NUMBER: 0001045969-99-000685 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990915 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990915 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PATTERSON DENTAL CO CENTRAL INDEX KEY: 0000891024 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MEDICAL, DENTAL & HOSPITAL EQUIPMENT & SUPPLIES [5047] IRS NUMBER: 410886515 STATE OF INCORPORATION: MN FISCAL YEAR END: 0427 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-20572 FILM NUMBER: 99712080 BUSINESS ADDRESS: STREET 1: 1031 MENDOTA HEIGHTS RD CITY: ST PAUL STATE: MN ZIP: 55120-1419 BUSINESS PHONE: 6126861600 MAIL ADDRESS: STREET 1: 1100 EAST 80TH ST CITY: MINNEAPOLIS STATE: MN ZIP: 55450 8-K 1 FORM 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 September 15, 1999 Date of report (Date of earliest event reported) PATTERSON DENTAL COMPANY (Exact Name of Registrant as Specified in Charter) Minnesota 0-20572 41-0886515 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification Number) 1031 Mendota Heights Road St. Paul, Minnesota 55120 (Address of Principal Executive Offices, including Zip Code) (651) 686-1600 (Registrant's Telephone Number, including Area Code) =============================================================================== ITEM 5 OTHER EVENTS Reference is made to the press release issued to the public by Patterson Dental Company on September 15, 1999, announcing a share repurchase program pursuant to which the company may purchase up to one million of its shares in open market transactions. Such press release is attached hereto as an exhibit. ITEM 7 FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits 99.1 Press release dated September 15, 1999. 2 SIGNATURES 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 on September 15, 1999. PATTERSON DENTAL COMPANY By: /s/ Matthew L. Levitt ------------------------------- Matthew L. Levitt Secretary and General Counsel 3 EXHIBIT INDEX Exhibit Number Description - ------- ----------- 99.1 Press release dated September 15, 1999. 4 EX-99.1 2 PRESS RELEASE DATED JULY 1, 1999 EXHIBIT 99.1 Patterson Dental Company 1031 Mendota Heights Road St. Paul, MN 55120 Nasdaq: PDCO AT THE COMPANY: AT THE FINANCIAL RELATIONS BOARD: R. Stephen Armstrong Leslie Hunziker Suzy Olson Executive Vice President & CFO General Information Analyst Inquiries (651) 686-1600 (312) 266-7800 (312) 266-7800 FOR IMMEDIATE RELEASE WEDNESDAY, SEPTEMBER 15, 1999 PATTERSON DENTAL COMPANY ANNOUNCES SHARE REPURCHASE PROGRAM MINNEAPOLIS, September 15, 1999 -- Patterson Dental Company (Nasdaq: PDCO) announced today that its Board of Directors approved a stock repurchase plan pursuant to which the company may purchase up to one million of its shares in open market transactions from time to time over a period ending September 30, 2004. The purposes for the stock repurchase plan include offsetting shares issuable under various stock purchase and option plans that the company currently has in place and shares which may be issued in future acquisitions, and for other corporate purposes. The stock repurchase plan will be funded with the company's existing cash. Repurchased shares will constitute authorized but unissued shares of the company. Patterson Dental Company is one of the largest distributors of dental products in North America. The company supplies more than 82,500 products to dentists, dental laboratories, institutions, physicians and other healthcare providers. These products include x-ray film, impression and restorative materials, hand instruments, sterilization products, front office forms and stationery as well as capital equipment. Patterson markets its products and services through approximately 1,020 sales representatives and equipment specialists in the United States and Canada. This release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are information of a non-historical nature and are subject to risks and uncertainties that are beyond the company's ability to control. The company cautions shareholders and prospective investors that the following factors, among others, may cause actual results to differ materially from those indicated by the forward-looking statements: competition within the dental supply industry; changes in the economics of dentistry, including reduced growth in expenditures by private dental insurance plans and the effects of healthcare reform, which may affect future per capita expenditures for dental services and the ability of dentists to invest in or obtain reimbursement for the use of high technology products; the ability of the company to maintain satisfactory relationships with its salesforce; the effects of economic conditions; unforeseen operating risks; risks associated with the dependence on manufacturers of the company's products; the ability of the company and its suppliers of products and services to upgrade their computer systems to address year 2000 issues; and the availability More Patterson Dental Company Add 1 of capital to finance planned growth. Forward-looking statements are qualified in their entirety by cautionary language set forth in the company's Form 10-K report filed July 19, 1999, and other documents filed with the Securities and Exchange Commission. For further information on Patterson Dental free of charge via fax, dial 1-800-PRO-INFO and enter the number 207. ##### -----END PRIVACY-ENHANCED MESSAGE-----