FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------------------------------
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report October 26, 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 2.02. - Results of Operations and Financial Condition
The following information is furnished pursuant to Item 2.02, "Results of
Operations and Financial Condition."
On October 26, 2004, the Company issued a press release disclosing its
third quarter 2004 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 metal content 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.
Item 9.01. Financial Statements and Exhibits
(a) Financial Statements - Not applicable.
(b) Exhibits:
99.1 The Dentsply International Inc. third quarter 2004 sales and earnings
release issued October 26, 2004 as referenced in Item 2.02.
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: October 26, 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 Third Quarter 2004 Sales and Earnings
York, PA - October 26, 2004 -- DENTSPLY International Inc.
(NASDAQ-XRAY) today announced record sales and earnings for the
quarter ended September 30, 2004. Net sales increased 4.0% to
$390.6 million compared to $375.5 million reported for the third
quarter of 2003. Net sales, excluding precious metal content,
increased 5.1% in the third quarter of 2004.
Net income for the third quarter of 2004 was $46.7 million, ($.57
per diluted share). Income from continuing operations was $46.3
million ($.57 per diluted share) in the 2004 quarter compared to
$40.3 million ($.50 per diluted share) in the 2003 third quarter,
a 14.0% increase in diluted earnings per share from continuing
operations. The third quarter of 2004 includes pretax charges of
$2.1 million related to restructuring activities and a reduction
of income taxes of $2.9 million related to tax matters from prior
periods.
For the nine months ended September 30, 2004, net sales increased
7.9% and sales excluding precious metal content increased 8.5%.
Earnings from continuing operations were $1.73 per diluted share
in the first nine months of 2004, a 14.6% increase compared to
the 2003 period. The results for the nine months ended September
2004 includes pretax charges of $3.2 million related to
restructuring activities and in reduction of income taxes of $4.1
million related to tax matters from prior periods.
Gary K. Kunkle, Vice Chairman and Chief Executive Officer,
commented that, "During the third quarter we saw slowing trends
in our sales in certain regions of two key markets, the United
States and Europe. We believe that these trends are short term
and will not continue into 2005. Despite the temporary slow down
in these regions, we are pleased to continue to deliver record
earnings performance based on strong brand recognition for our
key products and continued investment in new product innovations."
Mr. Kunkle also stated that, "We are also pleased to announce
that we continue to gain access to new technologies that have
exciting opportunities in dentistry. We recently completed an
agreement with Doxa AB to develop and commercialize products
within the dental field based upon Doxa's bioactive ceramic
technology. The Doxa technology is designed to induce chemical
integration between the material and dentition or bone
structure. This is a perfect example of the kind of technology
investment we are prepared to make in order to meet the future
needs of dentistry. We have also accelerated our collaboration
with Georgia Tech on several new potential product innovations,
and during October we launched our new dental anesthetic,
Oraqix. In total, we have launched eighteen new products through
three quarters and expect to launch seven more new products
during the fourth quarter of 2004."
DENTSPLY will hold a conference call on Wednesday, October 27,
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.: 8763464.
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, 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 and existing products, 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 NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
----------------------------- ------------------------------
2004 2003 2004 2003
------------- ------------- -------------- --------------
NET SALES $ 390,592 $ 375,503 $ 1,231,298 $ 1,141,217
NET SALES - Ex Precious Metals 345,480 328,771 1,078,271 993,855
COST OF PRODUCTS SOLD 191,548 191,702 614,496 576,579
GROSS PROFIT 199,044 183,801 616,802 564,638
% OF NET SALES 51.0% 48.9% 50.1% 49.5%
% OF NET SALES - Ex Precious Metals 57.6% 55.9% 57.2% 56.8%
SELLING, GENERAL &
ADMINISTRATIVE EXPENSES 128,825 120,020 397,855 370,493
RESTRUCTURING COSTS 2,108 - 3,165 -
------------- ------------- -------------- --------------
INCOME FROM OPERATIONS 68,111 63,781 215,782 194,145
% OF NET SALES 17.4% 17.0% 17.5% 17.0%
% OF NET SALES - Ex Precious Metals 19.7% 19.4% 20.0% 19.5%
NET INTEREST AND OTHER EXPENSE 5,543 4,199 16,253 15,046
------------- ------------- -------------- --------------
PRE-TAX INCOME 62,568 59,582 199,529 179,099
INCOME TAXES 16,225 19,295 58,196 57,923
------------- ------------- -------------- --------------
INCOME FROM CONTINUING OPERATIONS 46,343 40,287 141,333 121,176
% OF NET SALES 11.9% 10.7% 11.5% 10.6%
% OF NET SALES - Ex Precious Metals 13.4% 12.3% 13.1% 12.2%
INCOME FROM DISCONTINUED OPERATIONS,
NET OF TAX (INCLUDING GAIN ON SALE IN 2004 OF $43,031) 340 1,027 43,225 2,623
------------- ------------- -------------- --------------
NET INCOME $ 46,683 $ 41,314 $ 184,558 $ 123,799
============= ============= ============== ==============
EARNINGS PER SHARE - BASIC:
CONTINUING OPERATIONS $ 0.58 $ 0.51 $ 1.76 $ 1.54
DISCONTINUED OPERATIONS - 0.01 0.54 0.03
------------- ------------- -------------- --------------
TOTAL EARNINGS PER SHARE $ 0.58 $ 0.52 $ 2.30 $ 1.57
============= ============= ============== ==============
EARNINGS PER SHARE - DILUTIVE:
CONTINUING OPERATIONS $ 0.57 $ 0.50 $ 1.73 $ 1.51
DISCONTINUED OPERATIONS - 0.01 0.53 0.03
------------- ------------- -------------- --------------
TOTAL EARNINGS PER SHARE $ 0.57 $ 0.51 $ 2.26 $ 1.54
============= ============= ============== ==============
DIVIDENDS PER SHARE $ 0.0525 $ 0.0525 $ 0.1575 $ 0.1445
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
-BASIC 80,495 78,999 80,304 78,712
-DILUTIVE 82,110 81,007 81,910 80,458
DENTSPLY INTERNATIONAL INC.
CONDENSED BALANCE SHEETS
(IN THOUSANDS)
SEPTEMBER 30, DECEMBER 31,
2004 2003
------------- -------------
ASSETS
CURRENT ASSETS:
CASH AND CASH EQUIVALENTS $ 407,350 $ 163,755
ACCOUNTS AND NOTES RECEIVABLE-TRADE, NET 241,869 241,385
INVENTORIES, NET 212,052 205,587
OTHER CURRENT ASSETS 93,687 88,463
ASSETS HELD FOR SALE - 28,262
TOTAL CURRENT ASSETS 954,958 727,452
PROPERTY,PLANT AND EQUIPMENT, NET 381,091 376,211
GOODWILL, NET 958,065 963,264
IDENTIFIABLE INTANGIBLES ASSETS, NET 237,763 246,475
OTHER NONCURRENT ASSETS, NET 86,160 114,736
ASSETS HELD FOR SALE - 17,449
TOTAL ASSETS $2,618,037 $2,445,587
LIABILITIES AND STOCKHOLDERS' EQUITY:
CURRENT LIABILITIES $ 315,544 $ 327,752
LIABILITIES OF DISCONTINUED OPERATIONS - 1,269
LONG-TERM DEBT 781,960 790,202
OTHER LIABILITIES 140,726 137,016
DEFERRED INCOME TAXES 66,993 66,861
---------- ----------
TOTAL LIABILITIES 1,305,223 1,323,100
MINORITY INTEREST IN CONSOLIDATED SUBSIDIARIES 79 418
STOCKHOLDERS' EQUITY 1,312,735 1,122,069
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $2,618,037 $2,445,587