-----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, A2EyDlROGlbqQaG7upKOxKB31goEyzeFqVhDyHgCgE+GR4jStMDUk1I4zKiRUQ04 AY4d3JOGHkCHeCX1diSsrQ== 0000009892-00-000025.txt : 20001219 0000009892-00-000025.hdr.sgml : 20001219 ACCESSION NUMBER: 0000009892-00-000025 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000930 FILED AS OF DATE: 20001218 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BARD C R INC /NJ/ CENTRAL INDEX KEY: 0000009892 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 221454160 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: SEC FILE NUMBER: 001-06926 FILM NUMBER: 791003 BUSINESS ADDRESS: STREET 1: 730 CENTRAL AVE CITY: MURRAY HILL STATE: NJ ZIP: 07974 BUSINESS PHONE: 9082778000 MAIL ADDRESS: STREET 1: 730 CENTRAL AVENUE CITY: MURRAY HILL STATE: NJ ZIP: 07974 10-Q/A 1 0001.htm SECURITIES AND EXCHANGE COMMISSION

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 10-Q/A

 

 

AMENDMENT 1 TO QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

For the quarter ended September 30, 2000

 

Commission File Number 1-6926

 

C. R. BARD, INC.

 

(Exact name of registrant as specified in its charter)

New Jersey

22-1454160

(State of incorporation)

(I.R.S. Employer Identification No.)

730 Central Avenue, Murray Hill, New Jersey 07974

(Address of principal executive offices)

Registrant's telephone number,

Including area code:

(908) 277-8000

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes

X

No

 

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

Class

Outstanding at October 31, 2000

Common Stock - $.25 par value

50,836,716

 

C. R. BARD, INC. AND SUBSIDIARIES

 

PART II - OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

  1. Exhibit 10ad* (+) - Susan Alpert, Ph.D., M.D. Change of Control Agreement, dated as of October 10, 2000
  2. Exhibit 10c* (+) - Amended and Restated Supplemental Executive Retirement Agreement With William H. Longfield dated as of October 11, 2000.
  3. Exhibit 10f* (++) - Amendment to C. R. Bard, Inc. Agreement and Plans Trust dated as of September 13, 2000.
  4. Exhibit 12.1 (+) - Computation of Ratio of Earnings to Fixed Charges
  5. Exhibit 27 (+) - Financial Data Schedule
  6. There were no reports on Form 8-K filed by the company during the quarter ended September 30, 2000.

* The exhibits listed under the number 10 constitute a management contract or a compensatory plan or arrangement. (+) Filed on November 14, 2000 as an exhibit to the company's quarterly report on Form 10Q for the quarter ended September 30, 2000 (the "September 30, 2000 10Q"). (++) Inadvertently omitted from the September 30, 2000 10Q and filed herewith.

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, thereunto duly authorized.

 

C. R. BARD, INC.

 

(Registrant)

 

Charles P. Slacik /s/

Charles P. Slacik

 

Senior Vice President and Chief Financial Officer

 

 

 

Charles P. Grom /s/

 

Charles P. Grom

 

Vice President and Controller

Date: December 14, 2000

EX-10 2 0002.htm AMENDMENT TO C

AMENDMENT TO C. R. BARD, INC.

AGREEMENT AND PLANS TRUST

This Amendment dated as of September 13, 2000, to the Trust Agreement amended and restated as of February 8, 1989, and further amended and restated as of January 18, 2000, by and between C. R. Bard, Inc., a New Jersey Corporation (the "Company"), Chase Manhattan Bank (the "Trustee") and The Andesa Companies, Inc., a Pennsylvania corporation (the "Consulting Firm") (the "Trust Agreement").

WITNESSETH:

WHEREAS, the Company, the Trustee and the Consulting Firm entered into the Trust Agreement, which they now desire to amend,

NOW, THEREFORE, the parties agree as follows:

  1. Exhibit A to the Trust Agreement is hereby amended by adding thereto, at the end thereof, the following:
  2. "Change of Control Agreements set forth on Schedule 1, attached hereto, as may be revised from time to time in accordance with authority granted by the Board of Directors on September 13, 2000."

    Attached hereto is a replacement Exhibit A, with Schedule 1 thereto, reflecting the foregoing.

  3. Except as amended by section 1 hereinabove, the Trust Agreement remains in full force and effect, without modification.

  1. The Trust Agreement as amended by this Amendment is hereby restated in its entirety and the replacement Exhibit A attached to this Amendment, including Schedule 1 thereto, is incorporated in and attached to the Trust Agreement.

IN WITNESS WHEREOF, the parties have executed this Amendment and initialed the new Exhibit A, including Schedule 1 thereto, as of the date first above written.

 

C. R. BARD, INC.

By: Charles P. Slacik /s/

Charles P. Slacik

Chief Financial Officer

 

CHASE MANHATTAN BANK

By: Charlotte Beetz /s/

Name: Charlotte Beetz Title: Assistant Vice President

 

 

THE ANDESA COMPANIES, INC.

By: Malcolm N. Briggs /s/

Name: Malcom N. Briggs

Title: Chairman

The Andessa Companies, Inc.

 

 

Exhibit A

C. R. Bard, Inc.

Contracts, Agreements and Plans

Retirement Plan for Outside

Directors of C. R. Bard, Inc.

 

Deferred Compensation Contract

Deferral of Directors' Fees

 

Supplemental Insurance/Retirement

Plan - Officers

 

Deferred Compensation Contract

Deferral of Discretionary Bonus

 

Deferred Compensation Contract

Deferral of Salary

 

Long Term Performance Incentive Plan

 

Excess Benefit Plan

 

Supplemental Executive Retirement Plan

 

The Supplemental Retirement Agreement

with William H. Longfield

 

Stock Equivalent Plan for

Outside Directors of C. R. Bard, Inc.

 

Change of Control Agreements set forth on Schedule 1,

attached hereto, as may be revised from time to time in

accordance with authority granted by the Board of Directors

on September 13, 2000

 

 

 

 

 

Schedule 1

To Exhibit A

Dated Sept. 13, 2000

Change of Contol Agreements

William H. Longfield

Guy J. Jordan

Timothy M. Ring

John H. Weiland

Charles P. Slacik

Nadia C. Adler

Susan Alpert, Ph.D., M.D.

(effective October 10, 2000)

Joseph A. Cherry

E. Robert Ernest

Hope Greenfield

Charles P. Grom

Richard D. Manthei

James L. Natale

Earle L. Parker

Todd C. Schermerhorn

 

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