FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report January 27, 2004
(Date of earliest event reported)
DENTSPLY INTERNATIONAL INC
(Exact name of Company as specified in charter)
Delaware 0-16211 39-1434669
(State of Incorporation) (Commission (IRS Employer
File Number) Identification No.)
221 West Philadelphia Street, York, Pennsylvania 17405
(Address of principal executive offices) (Zip Code)
(717) 845-7511
(Company's telephone number including area code)
Item 7. Financial Statements and Exhibits
(a) Financial Statements - Not applicable.
(b) Exhibits:
99.1 The Dentsply International Inc. fourth quarter 2003 sales
and earnings release issued January 27, 2004 as referenced
in Item 12.
Item 12. - Disclosure of Results of Operations and Financial
Condition
The following information is furnished pursuant to Item 12,
"Disclosure of Results of Operations and Financial Condition."
On January 27, 2004, the Company issued a press release
disclosing its fourth quarter 2003 sales and earnings. This
earnings release references net sales excluding precious metal
content. Due to the fluctuations of precious metal prices and
because the precious metal content of the Company's sales is
largely a pass-through to customers and has minimal effect on
earnings, the Company reports sales both with and without
precious metals to show the Company's performance independent of
precious metal price volatility and to enhance comparability of
performance between periods. A copy of the Company's press
release is attached hereto as Exhibit (99.1) and is hereby
incorporated by reference.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Company has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
DENTSPLY INTERNATIONAL INC
(Company)
/s/Bret W. Wise
Bret W. Wise
Senior Vice President and
Chief Financial Officer
Date: January 28, 2004
NEWS
For Further
Information
Contact:
Bret W. Wise FOR IMMEDIATE RELEASE
Senior Vice President and
Chief Financial Officer
(717) 849-4718
Dentsply International Inc.
Reports Record Sales and Earnings for 2003
and Fourth Quarter
York, PA - January 27, 2004 -- DENTSPLY International Inc. (NASDAQ-XRAY)
today announced record sales and earnings for the year ended December 31,
2003. Sales in 2003 increased 10.8% to $1.57 billion compared to $1.42
billion reported for 2002. Sales excluding precious metals, increased
11.0% for all of 2003. Sales growth was aided by currency translation as the
US dollar weakened throughout 2003.
Net income for 2003 was $174.2 million, a 17.7% increase compared to 2002 and
earnings per diluted share were $2.16, a 16.7% increase compared to $1.85 in
2002.
Income from continuing operations was $169.9 million for 2003, $2.11 per
diluted share, an increase of 18.2% compared to income from continuing
operations of $143.6 million, $1.80 per diluted share for all of 2002. The
2003 period includes pre-tax charges of $3.7 million relating to
restructuring activities to consolidate the Company's lab business in the
United States and the impairment of certain investments in emerging dental
technology that the Company has concluded are no longer viable. The 2003
period also includes pre-tax gains of $7.4 million relating to the Company's
investment in PracticeWorks which was sold in the fourth quarter of 2003.
The 2002 period includes a pre-tax gain on an insurance settlement and the
reversal of a restructuring reserve of $2.7 million.
The Company previously announced that it had entered into an agreement to
sell its dental equipment business in a transaction that is expected to close
in the first quarter of 2004. In addition, the Company recently announced
that it was discontinuing its dental needle business in 2004. Both of these
businesses are shown as discontinued operations for all periods presented.
Income from discontinued operations was $4.3 million for both 2003 and
2002.
Sales in the fourth quarter of 2003 increased 11.9% to a record of $429.7
million compared to $384.0 million in 2002. Sales, excluding precious metal
content, increased 11.4% in the quarter to $372.0 million. Sales growth in
the quarter was positively influenced by the weakening of the US dollar
versus certain key foreign currencies.
Net income for the fourth quarter of 2003 was $50.4 million, a 19.2% increase
compared to 2002, and earnings per diluted share were $.62, a 17.0% increase
compared to $.53 in the fourth quarter of 2002.
Income from continuing operations was $48.7 million, $.60 per diluted share,
for the 2003 fourth quarter, a 19.4% increase compared to $40.8 million, $.51
per diluted share, for the 2002 period. Income from continuing operations for
the fourth quarter of 2003 includes the restructuring and other charges of
$3.7 million mentioned above and a pre-tax gain on the PracticeWorks
investment of $5.8 million realized during the quarter. Income from
discontinued operations was $1.7 million for the fourth quarter of 2003
compared to $1.5 million in the 2002 quarter.
Gary K. Kunkle, Vice Chairman and Chief Executive Officer commented that,
"We are pleased to announce another year of record setting performance in 2003.
This year we continued our strategic focus on developing new innovative products
to improve the practice of dentistry. Recently, we announced that the Food and
Drug Administration has approved Oraqix(R) our new dental anesthetic for
periodontal treatment. This was a significant step in bringing this product to
market in the United States. We now expect to launch Oraqix(R) in the United
States in the second half of 2004. New product opportunities, combined with our
expectations of accelerated growth in the dental consumables market and a
recovery in the lab side of the market, position us well for continued strong
results in 2004."
DENTSPLY Conference Call Information
DENTSPLY will hold a conference call on Wednesday, January 28, 2004 at 8:30
AM Eastern Time. To access the call, dial (877) 885-5820 (for domestic calls)
and (706) 643-9578 (for international calls). This conference call will be
broadcast live on the Internet at www.dentsply.com. An audio replay of the
conference call will be available for two weeks. To access the replay,
please dial (800) 642-1687 (for domestic calls) and (706) 645-9291 (for
international calls). Call I.D.: 496033.
DENTSPLY designs, develops, manufactures and markets a broad range of
products for the dental market. The Company believes that it is the world's
leading manufacturer and distributor of dental prosthetics, precious metal
dental alloys, dental ceramics, endodontic instruments and materials,
prophylaxis paste, dental sealants, ultrasonic scalers, and crown and bridge
materials; the leading United States manufacturer and distributor of dental
handpieces, intraoral cameras, dental x-ray film holders, film mounts and
bone substitute/grafting materials; and a leading worldwide manufacturer or
distributor of dental injectible anesthetics, impression materials,
orthodontic appliances, dental cutting instruments and dental implants. The
Company distributes its dental products in over 120 countries under some of
the most well established brand names in the industry.
DENTSPLY is committed to the development of innovative, high quality,
cost-effective new products for the dental market.
This press release contains forward-looking statements regarding future
events or the future financial performance of the company. Actual events or
results may differ materially from those in the projections or other
forward-looking statements set forth herein as a result of certain risk
factors. These risk factors include without limitation; the continued
strength of dental markets, the timing, success and market reception for our
new product introductions, and changes in the general economic environment
that could affect our business.
For an additional description of risk factors, please refer to the Company's
Annual Report on Form 10-K filed with the Securities and Exchange Commission.
DENTSPLY INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF INCOME
(IN THOUSANDS EXCEPT PER SHARE DATA)
THREE MONTHS ENDED TWELVE MONTHS ENDED
December 31, December 31,
---------------------- ----------------------
2003 2002 2003 2002
---------- ---------- ---------- ----------
NET SALES $ 429,708 $ 384,048 $ 1,570,925 $ 1,417,600
NET SALES - Ex Precious Metals $ 372,034 $ 334,021 $ 1,365,890 $ 1,230,512
COST OF PRODUCTS SOLD 221,145 192,699 797,724 713,189
GROSS PROFIT 208,563 191,349 773,201 704,411
% OF NET SALES 48.5% 49.8% 49.2% 49.7%
% OF NET SALES - Ex Precious Metals 56.1% 57.3% 56.6% 57.2%
SELLING, GENERAL &
ADMINISTRATIVE EXPENSES 131,025 120,049 501,518 457,691
RESTRUCTURING (INCOME)/COSTS 3,700 47 3,700 (2,732)
----------- ----------- ----------- -----------
INCOME FROM OPERATIONS 73,838 71,253 267,983 249,452
% OF NET SALES 17.2% 18.6% 17.1% 17.6%
% OF NET SALES - Ex Precious Metals 19.8% 21.3% 19.6% 20.3%
NET INTEREST AND
OTHER EXPENSE (INCOME) 1,741 10,725 16,787 35,361
----------- ----------- ----------- -----------
PRE-TAX INCOME FROM CONTINUING OPERATIONS 72,097 60,528 251,196 214,091
INCOME TAXES 23,420 19,745 81,343 70,449
----------- ----------- ----------- -----------
INCOME FROM CONTINUING OPERATIONS 48,677 40,783 169,853 143,642
% OF NET SALES 11.3% 10.6% 10.8% 10.1%
% OF NET SALES - Ex Precious Metals 13.1% 12.2% 12.4% 11.7%
INCOME FROM DISCONTINUED OPERATIONS, NET OF TAX 1,707 1,486 4,330 4,311
----------- ----------- ----------- -----------
NET INCOME $ 50,384 $ 42,269 $ 174,183 $ 147,953
=========== =========== =========== ===========
EARNINGS PER SHARE - BASIC:
CONTINUING OPERATIONS $ 0.61 $ 0.52 $ 2.15 $ 1.84
DISCONTINUED OPERATIONS $ 0.02 $ 0.02 $ 0.05 $ 0.06
----------- ----------- ----------- -----------
TOTAL EARNINGS PER SHARE $ 0.63 $ 0.54 $ 2.20 $ 1.90
=========== =========== =========== ===========
EARNINGS PER SHARE - DILUTIVE:
CONTINUING OPERATIONS $ 0.60 $ 0.51 $ 2.11 $ 1.80
DISCONTINUED OPERATIONS $ 0.02 $ 0.02 $ 0.05 $ 0.05
----------- ----------- ----------- -----------
TOTAL EARNINGS PER SHARE $ 0.62 $ 0.53 $ 2.16 $ 1.85
=========== =========== =========== ===========
DIVIDENDS PER SHARE $ 0.0525 $ 0.0460 $ 0.1970 $ 0.1840
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
-BASIC 79,153 78,358 78,823 78,180
-DILUTIVE 81,173 80,131 80,647 79,994
DENTSPLY INTERNATIONAL INC.
CONDENSED BALANCE SHEETS
(IN THOUSANDS)
DECEMBER 31, DECEMBER 31,
2003 2002
ASSETS
CURRENT ASSETS:
CASH AND CASH EQUIVALENTS $ 163,755 $ 25,652
ACCOUNTS AND NOTES RECEIVABLE-TRADE, NET 241,385 221,262
INVENTORIES, NET 205,587 214,492
OTHER CURRENT ASSETS 88,463 79,595
ASSETS HELD FOR SALE 28,262 --
TOTAL CURRENT ASSETS 727,452 541,001
PROPERTY,PLANT AND EQUIPMENT, NET 376,211 313,178
GOODWILL, NET 963,264 898,497
IDENTIFIABLE INTANGIBLES ASSETS, NET 246,475 236,009
OTHER NONCURRENT ASSETS, NET 114,736 98,348
ASSETS HELD FOR SALE 17,449 --
TOTAL ASSETS $2,445,587 $2,087,033
LIABILITIES AND STOCKHOLDERS' EQUITY:
CURRENT LIABILITIES $ 363,228 $ 365,745
LIABILITIES OF DISCONTINUED OPERATIONS 21,474 --
LONG-TERM DEBT 790,202 769,823
OTHER LIABILITIES 96,955 87,239
DEFERRED INCOME TAXES 51,241 27,039
---------- ----------
TOTAL LIABILITIES 1,323,100 1,249,846
MINORITY INTEREST IN CONSOLIDATED SUBSIDIARIES 418 1,259
STOCKHOLDERS' EQUITY 1,122,069 835,928
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $2,445,587 $2,087,033