-----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, UzW95/tWBSkso/epVcTnMgYo3Rwl74DwhgEQejcd/RlhCLtnl7KCmh3J+zZzoal4 mtBlVAzYgi7DscQLSKJwXQ== 0000950123-01-504610.txt : 20010725 0000950123-01-504610.hdr.sgml : 20010725 ACCESSION NUMBER: 0000950123-01-504610 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010717 ITEM INFORMATION: FILED AS OF DATE: 20010724 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: 8-K SEC ACT: SEC FILE NUMBER: 001-06926 FILM NUMBER: 1686793 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 8-K 1 y51698e8-k.txt C.R. BARD, INC. 1 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): July 17, 2001 001-6926 (Commission File Number) ----------------------------------- C. R. BARD, INC. (Exact name of registrant as specified in its charter) New Jersey 22-1454160 (State of incorporation) (IRS Employer Identification No.) 730 Central Avenue, Murray Hill, New Jersey 07974 (Address of principal executive offices) (908) 277-8000 (Registrant's telephone number) 2 2 Item 5. Other Events. A press release was issued July 17, 2001. The relevant portion of the text of that release was as follows. CONTACT: TODD C. SCHERMERHORN VICE PRESIDENT AND TREASURER (908) 277-8139 BARD REPORTS SECOND QUARTER RESULTS SALES UP 9 PERCENT IN CONSTANT CURRENCY MURRAY HILL, NJ -- (July 17, 2001) -- C. R. Bard, Inc. (NYSE-BCR) today reported net sales of $295.9 million for the quarter ended June 30, 2001, up 8 percent over net sales of $274.6 million for the same period in the prior year. Adjusting for the 1 percent negative effect of currency translation, second quarter net sales would have increased by 9 percent. Net income for the second quarter was $35.0 million, and diluted earnings per share was 68 cents, up 6 percent and 5 percent, respectively, over the same period in the prior year. In the prior-year period, Bard reported net income of $33.1 million and diluted earnings per share of 65 cents, which included a legal settlement and a gain from asset dispositions amounting to $5.0 million or 6 cents diluted earnings per share after tax. William H. Longfield, chairman and chief executive officer, commented, "Bard's second quarter sales growth of 9 percent, on a constant currency basis, is indicative of the fundamental strength of the company's product lines. We are pleased by our performance and excited about the future growth opportunities the Tyco merger will bring to Bard's franchises." Second quarter net sales in the U.S. were $215.2 million, up 10 percent over the prior-year period, and net sales outside the U.S. were $80.7 million, up 3 percent over the prior-year period. Adjusting for the negative currency translation effect, net sales growth outside the U.S. would have increased by 8 percent in the second quarter and 7 percent for the first half of the year 2001. The Company also announced that yesterday it received a second request for information from the U.S. Federal Trade Commission regarding its proposed merger with a subsidiary of Tyco International Ltd. The Company is in the process of gathering information to respond to the request. Both the Company and Tyco continue to expect a closing in the fourth quarter of this year. The transaction, which was announced on May 30, 2001, is subject to customary conditions, including regulatory approval and the approval of Bard's shareholders. C. R. BARD, INC., (www.crbard.com) HEADQUARTERED IN MURRAY HILL, NEW JERSEY, IS A LEADING MULTINATIONAL DEVELOPER, MANUFACTURER AND MARKETER OF HEALTH CARE PRODUCTS IN THE FIELDS OF VASCULAR, UROLOGY, ONCOLOGY AND SURGICAL SPECIALTY PRODUCTS. 3 3 THIS PRESS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS, THE ACCURACY OF WHICH IS NECESSARILY SUBJECT TO RISKS AND UNCERTAINTIES. PLEASE REFER TO OUR MARCH 31, 2001 FORM 10-Q FOR A STATEMENT WITH REGARD TO FORWARD-LOOKING STATEMENTS, INCLUDING DISCLOSURE OF THE FACTORS THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE EXPRESSED OR IMPLIED. C. R. BARD, INC. CONSOLIDATED STATEMENTS OF INCOME (thousands of dollars except per share amounts, unaudited)
Quarter Ended June 30, Six Months Ended June 30, ---------------------- -------------------------- 2001 2000 2001 2000 --------- --------- --------- --------- Net sales $ 295,900 $ 274,600 $ 580,700 $ 543,100 Costs and expenses: Cost of goods sold 138,200 124,500 270,700 244,800 Marketing, selling & administrative 93,700 88,400 181,100 173,900 Research & development expense 13,600 14,100 27,200 27,700 Interest expense 3,700 5,200 7,700 10,500 Gain from dispositions of cardiology businesses 0 0 0 (15,400) Other (income) expense, net (1) (3,300) (6,000) (3,400) 7,700 --------- --------- --------- --------- Total costs and expenses 245,900 226,200 483,300 449,200 --------- --------- --------- --------- Income before taxes 50,000 48,400 97,400 93,900 Income tax provision 15,000 15,300 29,200 29,300 Net income $ 35,000 $ 33,100 $ 68,200 $ 64,600 ========= ========= ========= ========= Basic earnings per share $ 0.69 $ 0.66 $ 1.34 $ 1.28 ========= ========= ========= ========= Diluted earnings per share $ 0.68 $ 0.65 $ 1.33 $ 1.27 ========= ========= ========= ========= Average common shares outstanding - basic 50,742 50,521 50,747 50,580 Average common shares outstanding - diluted 51,411 50,994 51,339 51,043
(1) In addition to interest income and foreign exchange, other (income) expense, net for the second quarter of 2000 includes a legal settlement and a gain from asset dispositions amounting to $5,000 ($.06 diluted per share after tax). 4 4
PRODUCT GROUP SUMMARY OF NET SALES Quarter Ended June 30, Six Months Ended June 30, ------------------------------------------------ ------------------------------------------------- Constant Constant 2001 2000 Change Currency 2001 2000 Change Currency -------- -------- -------- -------- -------- -------- -------- ---------- Vascular $ 61,900 $ 63,500 -3% 1% $123,100 $122,000 1% 5% Urology 99,400 88,600 12% 13% 191,300 177,700 8% 9% Oncology 68,300 60,900 12% 13% 133,400 121,800 10% 11% Surgery 50,800 46,200 10% 10% 102,200 90,400 13% 14% Other 15,500 15,400 1% 1% 30,700 31,200 -2% -1% -------- -------- -------- -------- Total net sales $295,900 $274,600 8% 9% $580,700 $543,100 7% 9% ======== ======== ======== ========
5 5 Pursuant to the requirement of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized. Date: July 24, 2001 C. R. BARD, INC. By: /s/ Charles P. Slacik Name: Charles P. Slacik Title: Senior Vice President and Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----