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 26, 2005
(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 January 26, 2005, the Company issued a press release
disclosing its fourth quarter 2004 sales and earnings. This
earnings release references net sales excluding precious metal
content, which could be considered a measure not calculated in
accordance with generally accepted accounting principles (a
non-GAAP measure). 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. fourth quarter 2004 sales
and earnings release issued January 26, 2005 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/William R. Jellison
William R. Jellison
Senior Vice President and
Chief Financial Officer
Date: January 27, 2005
NEWS
For Further
Information
Contact:
William R. Jellison FOR IMMEDIATE RELEASE
Senior Vice President and
Chief Financial Officer
(717) 849-4718
DENTSPLY International Inc.
Reports Record Sales and Earnings
for Fourth Quarter and Full Year 2004
York, PA - January 26, 2005 -- DENTSPLY International Inc. (NASDAQ-XRAY)
today announced record sales and earnings for the year ended December 31,
2004. Sales in 2004 increased 8.1% to $1.69 billion compared to $1.57
billion reported for 2003. Sales excluding precious metals, increased 8.6%
in 2004. Sales growth in 2004 was enhanced by currency translation, as the
U.S. dollar continued to weaken against most foreign currencies throughout
2004.
Net income for 2004 was $253.2 million or $3.09 per diluted share, this
includes a $.53 per diluted share net gain primarily from the sale of the
Company's Gendex equipment business completed in February 2004.
Income from continuing operations for 2004 was $210.3 million ($2.56 per
diluted share) a 21.3% increase in diluted earnings per share from continuing
operations for the year, compared to $169.9 million ($2.11 per diluted share)
for 2003. The 2004 period includes pretax charges of $7.1 million ($.06 per
diluted share) relating to restructuring activities. The year also included
a reduction of income taxes of $19.5 million ($.24 per diluted share)
primarily related to adjustments in the Company's tax contingencies from
settling audits of domestic and foreign tax returns and adjustments
associated with prior periods. The 2003 period includes pretax charges of
$3.7 million ($.03 per diluted share) related to restructuring activities,
and a pretax gain of $7.4 million ($.06 per diluted share) relating to the
sale of the Company's investment in PracticeWorks.
Sales in the fourth quarter 2004 increased 8.5% to $465.5 million compared to
$429.1 million reported in the fourth quarter of 2003. Sales excluding
precious metals, increased 9.0% to $404.9 million in the fourth quarter of
2004. Sales growth in the quarter continued to be enhanced by currency
translation, as the U.S. dollar weakened over the last year against most
foreign currencies.
Net income for the fourth quarter of 2004 was $68.6 million or $.83 per
diluted share.
Income from continuing operations was $69.0 million ($.83 per diluted share),
for the fourth quarter of 2004, a 38.3% increase in diluted earnings per
share from continuing operations for the quarter, compared to $48.7 million
($.60 per diluted share) for the fourth quarter of 2003. The fourth quarter
of 2004 includes pretax charges of $4.0 million ($.03 per diluted share)
relating to restructuring activities for the creation of a European Shared
Service Center and Sales/Customer Service consolidations in Europe and
Japan. The quarter also included a reduction of income taxes of $15.4
million ($.19 per diluted share) related to adjustments in the Company's tax
contingencies from settling audits of domestic and foreign tax returns and
adjustments associated with prior periods. The fourth quarter of 2003
includes pretax charges of $3.7 million ($.03 per diluted share) related to
restructuring activities, and a pretax gain of $5.8 million ($.05 per diluted
share) relating to the sale of the Company's investment in PracticeWorks.
Gary K. Kunkle, Vice Chairman and Chief Executive Officer, commented that,
"We are pleased to announce another year of record sales and earnings and
strong cash-flow performance. The breadth and depth of our product offerings
and balanced geographic footprint help to provide a solid foundation for our
shareholders' investments. We continue to make strategic investments in
product development and technology to enhance our leadership position in
dental product innovations."
Mr. Kunkle also stated that, "The fourth quarter was another strong period of
key product launches led by the introduction of ORAQIX (a new dental
needle-less anesthetic) and BIOPURE MTAD (an antibacterial root canal
cleanser) further strengthening our portfolio of products."
DENTSPLY will hold a conference call on Thursday, January 27, 2005 at 8:30 AM
Eastern Time. To access the call, dial 877-885-5820 (for domestic calls) and
(706) 643-9578 (for international calls). Conference I.D.: 3226859. 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).
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 information (within the meaning
of the Private Securities Litigation Reform Act of 1995) regarding future
events or the future financial performance of the company that involve
substantial risks and uncertainties. Actual events or results may differ
materially from those in the projections or other forward-looking information
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,
outcome of litigation, continued support of our products by influential
dental professionals and changes in the general economic environment that
could affect our business. Changes in such assumptions or factors could
produce significantly different results.
For an additional description of risk factors, please refer to the Company's
Annual Report on Form 10-K and its subsequent periodic reports on Forms 10-Q
filed with the Securities and Exchange Commission.
DENTSPLY INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF INCOME
(IN THOUSANDS EXCEPT PER SHARE DATA)
THREE MONTHS ENDED YEAR ENDED
DECEMBER 31, DECEMBER 31,
----------------------------- ------------------------------
2004 2003 2004 2003
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NET SALES $ 465,500 $ 429,052 $ 1,694,232 $ 1,567,994
NET SALES - Ex Precious Metals 404,889 371,627 1,481,872 1,364,346
COST OF PRODUCTS SOLD 233,446 221,040 847,714 797,461
GROSS PROFIT 232,054 208,012 846,518 770,533
% OF NET SALES 49.9% 48.5% 50.0% 49.1%
% OF NET SALES - Ex Precious Metals 57.3% 56.0% 57.1% 56.5%
SELLING, GENERAL &
ADMINISTRATIVE EXPENSES 148,747 130,474 544,264 498,850
RESTRUCTURING COSTS 3,959 3,700 7,124 3,700
------------- ------------- -------------- --------------
INCOME FROM OPERATIONS 79,348 73,838 295,130 267,983
% OF NET SALES 17.0% 17.2% 17.4% 17.1%
% OF NET SALES - Ex Precious Metals 19.6% 19.9% 19.9% 19.6%
NET INTEREST AND OTHER EXPENSE 4,722 1,741 20,975 16,787
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PRE-TAX INCOME 74,626 72,097 274,155 251,196
INCOME TAXES 5,673 23,420 63,869 81,343
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INCOME FROM CONTINUING OPERATIONS 68,953 48,677 210,286 169,853
% OF NET SALES 14.8% 11.3% 12.4% 10.8%
% OF NET SALES - Ex Precious Metals 17.0% 13.1% 14.2% 12.4%
INCOME FROM DISCONTINUED OPERATIONS,
NET OF TAX (INCLUDING GAIN ON SALE IN 2004 OF $43,031) (346) 1,707 42,879 4,330
------------- ------------- -------------- --------------
NET INCOME $ 68,607 $ 50,384 $ 253,165 $ 174,183
============= ============= ============== ==============
EARNINGS PER SHARE - BASIC:
CONTINUING OPERATIONS $ 0.85 $ 0.62 $ 2.61 $ 2.16
DISCONTINUED OPERATIONS - 0.02 0.54 0.05
------------- ------------- -------------- --------------
TOTAL EARNINGS PER SHARE $ 0.85 $ 0.64 $ 3.15 $ 2.21
============= ============= ============== ==============
EARNINGS PER SHARE - DILUTIVE:
CONTINUING OPERATIONS $ 0.83 $ 0.60 $ 2.56 $ 2.11
DISCONTINUED OPERATIONS - 0.02 0.53 0.05
------------- ------------- -------------- --------------
TOTAL EARNINGS PER SHARE $ 0.83 $ 0.62 $ 3.09 $ 2.16
============= ============= ============== ==============
DIVIDENDS PER SHARE $ 0.0600 $ 0.0525 $ 0.2175 $ 0.1970
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
-BASIC 80,636 79,153 80,387 78,823
-DILUTIVE 82,306 81,173 82,014 80,647
DENTSPLY INTERNATIONAL INC.
CONDENSED BALANCE SHEETS
(IN THOUSANDS)
DECEMBER 31, DECEMBER 31,
2004 2003
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ASSETS
CURRENT ASSETS:
CASH AND CASH EQUIVALENTS $ 506,369 $ 163,755
ACCOUNTS AND NOTES RECEIVABLE-TRADE, NET 238,873 241,385
INVENTORIES, NET 213,709 205,587
OTHER CURRENT ASSETS 100,383 88,463
ASSETS HELD FOR SALE -- 28,262
TOTAL CURRENT ASSETS 1,059,334 727,452
PROPERTY,PLANT AND EQUIPMENT, NET 407,527 376,211
GOODWILL, NET 996,262 963,264
IDENTIFIABLE INTANGIBLES ASSETS, NET 258,084 246,475
OTHER NONCURRENT ASSETS, NET 79,863 114,736
ASSETS HELD FOR SALE -- 17,449
TOTAL ASSETS $2,801,070 $2,445,587
LIABILITIES AND STOCKHOLDERS' EQUITY:
CURRENT LIABILITIES $ 405,961 $ 367,815
LIABILITIES OF DISCONTINUED OPERATIONS -- 1,269
LONG-TERM DEBT 781,511 790,202
OTHER LIABILITIES 110,829 96,953
DEFERRED INCOME TAXES 58,196 66,861
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TOTAL LIABILITIES 1,356,497 1,323,100
MINORITY INTEREST IN CONSOLIDATED SUBSIDIARIES 600 418
STOCKHOLDERS' EQUITY 1,443,973 1,122,069
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $2,801,070 $2,445,587