Apogent Technologies Inc. Announces Second Quarter and Year-to-date Results, Discontinuance of Vacuum Process Technology, Inc. and Acquisition of Marsh Bio Products, Inc.Business Editors PORTSMOUTH Portsmouth, city, England Portsmouth, city (1991 pop. 174,218) and district, Hampshire, S England, on Spithead Channel. The district includes Portsea (naval station), Southsea (residential district and resort), and the old town of Portsmouth proper. , N.H.--(BUSINESS WIRE)--April 30, 2002 Apogent Technologies Inc. (NYSE NYSE See: New York Stock Exchange : AOT AOT Agency of Transportation (Vermont, USA) AOT Ahead-of-Time AOT Assisted Outpatient Treatment AOT Aerosol Optical Thickness AOT All of Them (band) AOT As Opposed To AOT Among Other Things ), a leading manufacturer of laboratory and life science products, announced today its financial results for the second quarter and six months ended March 31, 2002. The company also announced its plan to sell Vacuum Process Technology, Inc. and its acquisition of Marsh Bio Products, Inc. In addition, the company has completed its impairment Impairment 1. A reduction in a company's stated capital. 2. The total capital that is less than the par value of the company's capital stock. Notes: 1. This is usually reduced because of poorly estimated losses or gains. 2. analysis as required by the Statement of Financial Accounting Standards No. 142 ("SFAS SFAS Statement of Financial Accounting Standards SFAS Special Forces Assessment and Selection SFAS Student Financial Aid Services SFAS Sport Fishing Association of Singapore SFAS Safety Features Actuation System SFAS Statewide Fixed Assets System 142"), Accounting for Goodwill and Other Intangible Assets Intangible Asset An asset that is not physical in nature. Notes: Examples are things like copyrights, patents, intellectual property, and goodwill. These are the opposite of tangible assets. and reports that no transitional impairment of these assets is required. SECOND QUARTER AND YEAR-TO-DATE Year-to-date (YTD) The period beginning at the start of the calendar year up to the current date. FINANCIAL RESULTS The following current year and prior year financial information includes Vacuum Process Technology, Inc. (VPT VPT VEN (Variable Exhaust Nozzle) Position Transmitter VPT Virtual Phones Technology (Sony) VPT Virtual Procedure Trainer (Aeroism trademark) VPT Variational Perturbation Theory ) as a discontinued operation discontinued operation A segment of a business that has been abandoned or sold or for which plans for one or another of these actions have been approved. See also continuing operations. and a reclassification Reclassification The process of changing the class of mutual funds once certain requirements have been met. These requirements are generally placed on load mutual funds. Reclassification is not considered to be a taxable event. of our Genevac Genevac Ltd is a company which was founded in 1990 by Michael Cole. It used to specialize in the manufacture of vacuum pumps and centrifugal evaporators, but has since directed its attention to equipment designed for combinatorial chemistry. subsidiary from Labware and Life Sciences to Laboratory Equipment. Net sales Net Sales The amount a seller receives from the buyer after costs associated with the sale are deducted. Notes: This amount is calculated by subtracting the following items from gross sales: merchandise returned for credit, allowances for damaged or missing goods, freight for the second quarter were $263.1 million, an increase of $23.1 million or 9.6% over the second quarter of last year. For the six months year-to-date, net sales were $502.8 million, an increase of $45.4 million or 9.9% compared to the first six months of last year. Quarterly and year-to-date comparisons of net sales by line of business are as follows:
Quarter Ended March 31
Constant
Actual Currency
(in 000's) 2001 2002 Variance Variance
------------------------------------------------
Clinical Diagnostics $115,024 $126,374 9.9% 10.4%
Labware and Life
Sciences 92,431 108,681 17.6% 19.2%
Laboratory Equipment 32,524 28,065 (13.7%) (13.4%)
TOTAL $239,979 $263,120 9.6% 10.5%
======== ========
Six Months Ended March 31
Constant
Actual Currency
(in 000's) 2001 2002 Variance Variance
------------------------------------------------
Clinical Diagnostics $221,615 $241,834 9.1% 9.2%
Labware and Life
Sciences 173,664 204,132 17.5% 18.5%
Laboratory Equipment 62,183 56,870 (8.5%) (8.4)%
------ ------
TOTAL $457,462 $502,836 9.9% 10.4%
======== ========
Apogent's President and Chief Executive Officer, Frank H. Jellinek Jellinek is a surname and may refer to:
A risk management technique that mixes a wide variety of investments within a portfolio. It is designed to minimize the impact of any one security on overall portfolio performance. Notes: Diversification is possibly the greatest way to reduce the risk. continues to generate solid financial performance for its shareholders. This management team has now produced 30 consecutive quarters of growth in sales and earnings before interest, taxes and amortization (EBITA EBITA Earnings Before Interest Taxes Amortization ) when compared to prior year. Fully diluted earnings per share diluted earnings per share An earnings measure calculated by dividing net income less preferred stock dividends for a period by the average number of shares of common stock that would be outstanding if all convertible securities were converted into shares of from continuing operations continuing operations Parts of a business that are expected to be maintained as an ongoing segment of an overall business operation. Income and losses from continuing operations are reported separately if any segments have been discontinued during the as detailed below, excluding restructuring restructuring - The transformation from one representation form to another at the same relative abstraction level, while preserving the subject system's external behaviour (functionality and semantics). , were 33 cents for the quarter, in-line In-line Used in the context of general equities. (1) An order or market in a specific security within the inside market; 2) any announcement (earnings) that adheres closely to Wall Street analysts' expectations. with expectations and 10% higher than last year after adjusting for non-recurring gains. It is important to note that, including VPT's operating loss operating loss The excess of operating expenses over revenue. As with operating income, operating losses exclude revenues and expenses from operations that are not considered a regular part of the business. Also called deficit. Compare operating income. for the quarter, Apogent met the consensus EPS (Encapsulated PostScript) A PostScript file format used to transfer a graphic image between applications and platforms. EPS files contain PostScript code as well as an optional preview image in TIFF, WMF, PICT or EPSI, the latter being an ASCII-only format. estimate." As the following table details, diluted earnings per share (EPS) from continuing operations, before restructuring, for the quarter were 33 cents versus 30 cents last year, an increase of 10% after adjusting last year for a non-recurring gain on sales of fixed assets fixed assets npl → activo sg fijo fixed assets npl → immobilisations fpl fixed assets fix npl → . Year-to-date, diluted earnings per share (EPS) from continuing operations, before restructuring, were 61 cents versus 55 cents last year after adjusting for the non-recurring gains, an increase of 10.9%.
======================================================================
EPS Summary Quarter Ended Six Months Ended
March 31, March 31,
2002 2001(1) 2002 2001(1)
---- ------- ---- -------
Income from continuing operations $32,607 $34,675 $62,696 $61,485
Restructuring charges 3,352 350 3,352 350
Gain on sale of assets (2,566) (2,566)
-----------------------------------
Adjusted income from cont.
operations $35,959 $32,459 $66,048 $59,269
====================================
Adjusted diluted EPS from cont.
operations $0.33 $0.30 $0.61 $0.55
======================================================================
(1) Prior year information has been adjusted as if Apogent had
adopted SFAS 142 as of Oct. 1, 2000.
Reported diluted earnings per share (EPS) for the quarter and year-to-date were 17 cents and 45 cents respectively versus 32 cents and 46 cents respectively for last year. Mr. Jellinek continued, "During the quarter, we took a hard look at our portfolio of companies providing equipment and analytical analytical, analytic pertaining to or emanating from analysis. analytical control control of confounding by analysis of the results of a trial or test. instruments for clinical, life science and industrial applications. There is market weakness in general laboratory equipment and certain analytical instruments for life science applications, particularly at VPT. Given the outlook for continued weakness, VPT's equipment no longer meets our financial return requirements and our intent is to sell the business. VPT is an industry-leading manufacturer of vacuum deposition Vacuum deposition is a process used to create a thin layer of a substance (a coating) on a solid object (the substrate). The substrate is placed into a vacuum chamber and a small amount of the coating material is vaporized into the chamber. chamber equipment. This equipment is used to deposit thin-film coatings on microelectronic The miniaturization of electronic circuits. See chip. and optoelectronics See optoelectronic. devices. Unfortunately, the telecommunications Communicating information, including data, text, pictures, voice and video over long distance. See communications. market, where VPT's products were targeted, has declined dramatically. Due to this decision, our quarterly results include an after-tax af·ter-tax also af·ter·tax adj. Relating to or being that which remains after payment, especially of income taxes: after-tax profits. charge of $13.2 million for the estimated loss on sale of the discontinued operation." Mr. Jellinek also stated, "Apogent's acquisition activity continued this quarter as Apogent acquired Capitol Capitol, seat of the U.S. Congress Capitol, seat of the U.S. government at Washington, D.C. It is the city's dominating monument, built on an elevated site that was chosen by George Washington in consultation with Major Pierre L'Enfant. Vial vial a small bottle. , Inc. and Separation Technology, Inc. Capitol Vial manufactures disposable disposable Nursing adjective Referring to that which is discarded or disposed of noun An item used in health care-related Pt contact which is discarded after use–eg masks, gloves, gowns, needles, paper products, syringes, wipes. See Biohazardous waste. collection and sample preparation test kits used by most of the major reference laboratories in America America [for Amerigo Vespucci], the lands of the Western Hemisphere—North America, Central (or Middle) America, and South America. The world map published in 1507 by Martin Waldseemüller is the first known cartographic use of the name. for mandated drugs of abuse testing. Separation Technology manufactures tabletop microhematocrit microhematocrit a method for rapid determination of the packed cell volume by high-speed centrifugation of blood contained in capillary tubes. Drummond microhematocrit a high speed centrifuge used for microhematocrit determinations. centrifuge centrifuge (sĕn`trəfy j), device using centrifugal force to separate two or more substances of different density, e.g., two liquids or a liquid and a solid. systems and related consumables used in a variety of clinical settings.
We are also announcing today that on April 25, 2002, Apogent, through
its subsidiary, Advanced Biotechnologies Ltd., acquired Marsh Bio
Products. The acquisition program remains healthy, as we have closed
approximately ap·prox·i·mate adj. 1. Almost exact or correct: the approximate time of the accident. 2. $115 million of transactions year-to-date. In addition, we are considering several new transactions and are on track to invest $150 to $200 million in new businesses for this fiscal year." Regarding the company's outlook, Mr. Jellinek commented, "We are monitoring the continued weakness in world markets for general laboratory equipment and certain analytical instruments. All of the major dealers in general laboratory equipment have reported weak sales for the quarter and year-to-date. Principally due to this decline, Apogent's internal revenue growth for the quarter was 2.1%. Internal growth for the quarter would have been 4.7% after adjusting for the weak general laboratory equipment and certain analytical instrument sales shortfalls. We now expect aggregate internal revenue growth for the year to be 3%-4%, approximately 2%-3% below previous estimates due to the weak equipment outlook. We are, however, reaffirming our guidance for the year, but because of our reduction in the projected internal growth rate, we expect to be at the lower end of our revenue growth target range of 10%-15%. Also, we expect to be at the lower end of our diluted earnings per share from continuing operations, net of non-recurring items, range of 12-15%." DETAILED FINANCIAL RESULTS Please refer to Exhibit One, attached at the end of this press release, which summarizes the following financial information. The following current year and prior year financial information includes VPT as a discontinued operation. Additionally, the company incurred restructuring charges restructuring charge The expense of reorganizing a company's operations. A restructuring charge is an infrequent expense that generally results from asset writedowns or facility closings. of $5.3 million ($3.4 million net of tax) this quarter, $3.7 million and $1.6 million charged to cost of sales and selling, general, and administrative respectively. These restructuring charges resulted from rationalization rationalization, in psychology: see defense mechanism. of staffing, product portfolios, and facilities in the Clinical Diagnostics (1) Software routines that test hardware components (memory, keyboard, disks, etc.). Diagnostics are often stored in ROM chips and activated on startup. (2) Error messages in a programmer's source code that refer to statements or syntax that the compiler or assembler and Labware and Life Sciences segments. In the second fiscal quarter of last year, the company incurred a restructuring charge of $0.6 million ($0.35 million net of tax), which was reflected in selling, general and administrative expense, and a $4.4 million ($2.6 million net of tax) non-recurring gains on the sales of fixed assets, which was reflected in other income. Gross margin from continuing operations, before restructuring, for the quarter was 49.3% or $129.8 million versus 49.7% or $119.3 million in the second quarter of last year. Year-to-date gross margin from continuing operations, before restructuring, was 48.5% or $243.9 million versus 49.1% or $224.6 million last year. Operating income Operating Income The profit realized from a business' own operations. Notes: This would not include income from things such as investments in other firms. Also referred to as operating profit or recurring profit. from continuing operations, before restructuring, for the quarter was $67.2 million versus $63.8 million last year, an increase of $3.4 million or 5.3%. Year-to-date operating income from continuing operations, before restructuring, was $124.2 million versus $120.2 million last year, an increase of $4.0 million or 3.3% over last year. Earnings before interest, taxes, depreciation and amortization Earnings before interest, taxes, depreciation and amortization (EBITDA) is a non-GAAP metric that can be used to evaluate a company's profitability.
Income from continuing operations, before restructuring, was $36.0 million for the quarter and after adjusting for the non-recurring gains on sales of fixed assets, was $32.5 million last year, an increase of 10.8%. Net income for the quarter was $19.0 million versus $34.3 million last year. Year-to-date net income was $48.9 million versus $49.7 million last year. Depreciation and amortization were $9.5 million and $5.0 million, respectively, for the quarter. Capital spending capital spending Spending for long-term assets such as factories, equipment, machinery, and buildings that permits the production of more goods and services in future years. for the quarter was $11.4 million versus $16.8 million in the comparable period last year. Cash on-hand was $42.4 million at quarter-end. Total debt at quarter-end was $745.3 million and net interest expense for the quarter was $10.3 million. Accounts receivable accounts receivable n. the amounts of money due or owed to a business or professional by customers or clients. Generally, accounts receivable refers to the total amount due and is considered in calculating the value of a business or the business' problems in paying were $188.7 million and inventories were $185.5 million at the end of the quarter. Days sales outstanding In accountancy, Days Sales Outstanding is a company's average collection period. A low figure indicates that the company collects its outstanding receivables quickly. Typically it is looked at either quarterly or yearly (90 or 365 days). were 62 days versus 64 days at the end of last quarter and 61 days for the comparable quarter last year. Inventory turnover was 2.6 times, consistent with last quarter and the comparable quarter last year. ACQUISITIONS On January January: see month. 31, 2002, Apogent purchased Separation Technology, Inc. (STI STI systolic time intervals. ) of Altamonte Springs, Florida Altamonte Springs is a city in Seminole County, Florida, United States. A northern suburb of Orlando, Florida. The city's name is Spanish for "high hill." [1] The population was 41,200 at the 2000 census. According to the 2006 U.S. . STI `s products include microhematocrit centrifuges, capillary capillary (kăp`əlĕr'ē), microscopic blood vessel, smallest unit of the circulatory system. Capillaries form a network of tiny tubes throughout the body, connecting arterioles (smallest arteries) and venules (smallest veins). tubes, tube holders, and reference controls. These products are used by blood banks, plasma collection centers, kidney dialysis Dialysis, Kidney Definition Dialysis treatment replaces the function of the kidneys, which normally serve as the body's natural filtration system. centers, hospitals, and other public health facilities for blood serum Blood serum A component of blood. Mentioned in: Bites and Stings blood serum the residual fluid of blood after clotting has occurred. It is plasma after the fibrinogen has been removed. and plasma separation. STI's revenues, in its first full year post-acquisition, are expected to be approximately $3 million. STI is included in Apogent's Clinical Diagnostics segment. On February February: see month. 25, 2002, Apogent purchased Capitol Vial, Inc. (CVI CVI C (Language) Virtual Instrument CVI Clinical and Vaccine Immunology (journal) CVI Chronic Venous Insufficiency CVI Coastal Vulnerability Index CVI Canaan Valley Institute ) of Auburn, Alabama Auburn is a city in Lee County, Alabama. It is the largest city in eastern Alabama with a 2006 population of 51,906 (according to the U.S. Census estimates).[1] . CVI manufactures and markets plastic vials and related sample preparation equipment for mandated drugs of abuse testing. CVI's products are used, principally, by the large reference laboratories in America with ancillary Subordinate; aiding. A legal proceeding that is not the primary dispute but which aids the judgment rendered in or the outcome of the main action. A descriptive term that denotes a legal claim, the existence of which is dependent upon or reasonably linked to a main claim. business revenue generated from food and dairy testing. CVI's revenues, in its first full year post-acquisition, are expected to be approximately $29 million. CVI is included in Apogent's Clinical Diagnostics segment. On April 25, 2002, Apogent, through its subsidiary, Advanced Biotechnologies Limited based in the United Kingdom, acquired Marsh Bio Products Inc. (Marsh) of Rochester, New York This article is about the city of Rochester in Monroe County. For the town in Ulster County, see Rochester, Ulster County, New York. Rochester, once known as The Flour City, and more recently as The Flower City or . Marsh is the principal sales arm for Advanced Biotechnologies products in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. . Marsh revenues, in its first full year post-acquisition, are expected to be approximately $20 million. Marsh will be included in Apogent's Labware and Life Sciences segment. UPCOMING EVENTS Company Conference Call On Tuesday Tuesday: see week. , April 30, 2002 at 11 a.m. EDT EDT abbr. Eastern Daylight Time EDT Eastern Daylight Time EDT n abbr (US) (= Eastern Daylight Time) → hora de verano de Nueva York EDT , Apogent will host a conference call to discuss its second quarter and year-to-date financial results for the period ended March 31, 2002. The dial-in numbers for the teleconference are: Domestic Callers (877) 679-9054 International Callers (952) 556-2807 The conference call will be simultaneously audio webcast on Apogent's website in the Investor Relations Investor relations The process by which the corporation communicates with its investors. section at www.apogent.com. An archive of the webcast will be available on Apogent's website until May 30, 2002. A telephone replay of the call will also be available until 12:00 p.m. EDT on May 2, 2002. The telephone replay numbers are (800) 615-3210 (Domestic Callers) or (703) 326-3020 (International Callers), passcode 5924307. Company Presentations Apogent will present at the following upcoming investor conferences:
----------------------------------------------------------------------
Conference Details
----------------------------------------------------------------------
Robert W. Baird Growth Stock Conference May 9, 2002 at 9:50 a.m. CDT
Four Seasons
Chicago, IL
======================================================================
Goldman Sachs Healthcare Conference June 10-13, 2002
Ritz Carlton
Laguna Niguel, CA
----------------------------------------------------------------------
For further information on upcoming investor events, including copies of the written presentation materials from investor conferences, please visit the Investor Relations section of Apogent's website at www.apogent.com Company Trade Show Exhibits Apogent companies will exhibit at the following upcoming industry trade shows:
----------------------------------------------------------------------
Conference Details Apogent Companies
Attending
----------------------------------------------------------------------
ASM May 20-22, 2002 Remel
(American Society for Salt Lake City, UT Seradyn
Microbiology) Salt Palace Convention Center
www.asmusa.org
----------------------------------------------------------------------
AACC July 28- Applied Biotech, Inc.
(American Association August 1, 2002 Consolidated Technologies
of Clinical Chemistry) Orlando, FL Microgenics
Orange County NERL
Convention Center Remel
www.aacc.org Samco
----------------------------------------------------------------------
Drug Discovery August 4-9, 2002 BioRobotics
Technology 2002 Boston, MA Matrix Technologies
Hynes Convention Center Nunc A/S
http://www.drugdisc.com Robbins Scientific
Seradyn
----------------------------------------------------------------------
For further information on industry trade shows that Apogent companies attend, please visit Apogent's website. BUSINESS DESCRIPTION Apogent Technologies Inc. is a diversified diversified (di·verˑ·s worldwide leader in the design, manufacture, and sale of value-added val·ue-add·ed adj. Of or relating to the estimated value that is added to a product or material at each stage of its manufacture or distribution: laboratory and life science products essential for healthcare diagnostics and scientific research. Apogent's companies are divided into three business segments: Clinical Diagnostics, Labware and Life Sciences, and Laboratory Equipment. NOTE REGARDING FORWARD-LOOKING STATEMENTS forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. Statements made in this press release regarding future matters are forward-looking statements that involve risks and uncertainties. Forward-looking statements, including those dealing with competitors, customers, acquisitions, sales, profit margins, product development, financial performance, and growth strategies are based on current expectations. Our actual results may differ materially from those presently anticipated. Factors that could cause actual results to differ materially include, among others: financial risks associated with our holding company structure; currency and other risks associated with our international operations Internal Operations (I.O., IO or I/O) is a fictional American Intelligence Agency in Wildstorm comics. It was originally called International Operations. I.O. first appeared in WildC.A.T.S. volume 1 #1 (August, 1992) and was created by Brandon Choi and Jim Lee. ; risks from rapid technological change and new product introductions; the cyclical cyclical Of or relating to a variable, such as housing starts, car sales, or the price of a certain stock, that is subject to regular or irregular up-and-down movements. nature of some of the industries and markets into which we sell our products; competitive factors; transitional challenges associated with acquisitions; the possibility of future restructuring or impairment charges against our reported earnings; our dependence upon key distributors and original equipment manufacturers; possible disruption disruption /dis·rup·tion/ (dis-rup´shun) a morphologic defect resulting from the extrinsic breakdown of, or interference with, a developmental process. of our manufacturing operations Manufacturing operations concern the operation of a facility, as opposed to maintenance, supply and distribution, health, and safety, emergency response, human resources, security, information technology and other infrastructural support organizations. from labor unrest labor unrest n (US) → conflictividad f laboral , shortages of critical materials or other causes; regulatory reg·u·late tr.v. reg·u·lat·ed, reg·u·lat·ing, reg·u·lates 1. To control or direct according to rule, principle, or law. 2. and litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute. When a person begins a civil lawsuit, the person enters into a process called litigation. risks; and the other "Cautionary Factors" contained in Item 7 of the Company's most recent Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. and our subsequent reports filed with the Securities and Exchange Commission from time to time. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.
The Company's financial results are summarized below: (all amounts
stated in thousands except per share data in cents)
Second Quarter Ended March 31,
==================================
2002 2001
Adjusted (1)
==================================
Net sales $263,120 $239,979
Gross profit (2) 126,077 119,316
Selling, general & administrative
expenses (3) 64,205 56,115
Operating income 61,872 63,201
Net interest expense (10,300) (11,864)
Other income/(expense) (113) 5,348
Income before income taxes,
discontinued operations and
extraordinary items 51,459 56,685
Income taxes 18,852 22,010
Income from continuing operations
before extraordinary items 32,607 34,675
Loss from discontinued operations (454) (351)
Estimated loss on sale of discontinued
operation (13,200) ---
Income before extraordinary item 18,953 34,324
Extraordinary item --- ---
Net income 18,953 34,324
Basic earnings per common share from
continuing operations $0.31 $0.33
Discontinued operations (0.13) (0.00)
Extraordinary items --- ---
Basic earnings per common share 0.18 0.33
Diluted earnings per common share
from continuing operations (4) 0.30 0.32
Discontinued operations (0.13) (0.00)
Extraordinary items --- ---
Diluted earnings per common share 0.17 0.32
Average basic shares outstanding 106,412 105,371
Average diluted shares outstanding 109,043 107,480
(1) Prior year information is adjusted as if Apogent adopted the
Statement of Financial Accounting Standards No. 142 ("SFAS 142")
Goodwill and Other Intangible Assets and reclassified Vacuum Process
Technologies, Inc. as a discontinued operation as of Oct. 1, 2001.
Please see next page for detail.
(2) Gross profit for the quarter ended March 31, 2002 reflects a
restructuring charge of $3.673 million.
(3) Selling, general and administrative expenses for the quarters
ended March 31, 2002 and 2001 include restructuring charges of $1.614
million and $.583 million respectively.
(4) Excluding restructuring charges ($3.352 million net of tax)
diluted earnings per common share from continuing operations were
$0.33 for the quarter ended March 31, 2002.
Quarter Ended March 31, 2001
----------------------------------------------------
As SFAS 142 Discontinued As
Reported Impact Operations Adjusted
====================================================
Net sales $245,104 $ --- $(5,125) $239,979
Gross profit 120,513 --- (1,197) 119,316
Selling, general &
administrative
expenses 63,680 (7,167) (398) 56,115
Operating income 56,833 7,167 (799) 63,201
Net interest expense (11,864) --- --- (11,864)
Other income/(expense) 5,348 --- --- 5,348
Income before income
taxes, discontinued
operations and 50,317 7,167 (799) 56,685
extraordinary items
Income taxes 20,127 2,195 (312) 22,010
Income from continuing
operations before
extraordinary items 30,190 4,972 (487) 34,675
Loss from discontinued
operations (838) --- 487 (351)
Estimated loss on sale
of discontinued
operation --- --- --- ---
Income before
extraordinary
items 29,352 4,972 --- 34,324
Extraordinary items --- --- --- ---
Net income 29,352 4,972 --- 34,324
Basic earnings per
common share
from continuing
operations $0.29 $0.05 $0.00 $0.33
Discontinued
operations (0.01) --- 0.00 0.00
Extraordinary items --- --- --- ---
Basic earnings per
common share 0.28 0.05 --- 0.33
Diluted earnings per
common share from
continuing operations 0.28 0.05 0.00 0.32
Discontinued
operations (0.01) --- 0.00 0.00
Extraordinary items --- --- --- ---
Diluted earnings per
common share 0.27 0.05 --- 0.32
Average basic shares
outstanding 105,371 --- --- 105,371
Average diluted shares
outstanding 107,480 --- --- 107,480
The Company's financial results are summarized below: (all amounts
stated in thousands except per share data in cents)
Six Months Ended March 31,
=========================================
2002 2001 Adjusted
(1)
=========================================
Net sales $502,836 $457,462
Gross profit (2) 240,218 224,583
Selling, general &
administrative expenses(3) 121,294 104,920
Operating income 118,924 119,663
Net interest expense (20,532) (24,392)
Other income/(expense) 533 5,017
Income before income taxes,
discontinued operations and
extraordinary items 98,925 100,288
Income taxes 36,230 38,803
Income from continuing
operations before
extraordinary items 62,696 61,485
Loss from discontinued
operations (576) (11,077)
Estimated loss on sale of
discontinued operation (13,200) ---
Income before extraordinary
item 48,920 50,408
Extraordinary item --- (745)
Net income 48,920 49,663
Basic earnings
per common share from
continuing operations $0.59 $0.58
Discontinued operations (0.13) (0.11)
Extraordinary items --- (0.01)
Basic earnings per common
share 0.46 0.47
Diluted earnings per common
share from continuing
operations(4) 0.58 0.57
Discontinued operations (0.13) (0.10)
Extraordinary items --- (0.01)
Diluted earnings per common
share 0.45 0.46
Average basic shares
outstanding 106,270 105,332
Average diluted shares
outstanding 108,996 107,558
(1) Prior year information is adjusted as if Apogent adopted the
Statement of Financial Accounting Standards No. 142 ("SFAS 142")
Goodwill and Other Intangible Assets and reclassified Vacuum Process
Technologies, Inc. as a discontinued operation as of Oct. 1, 2001.
Please see next page for detail.
(2) Gross profit for the six months ended March 31, 2002 reflects
a restructuring charge of $3.673 million.
(3) Selling, general and administrative expenses for the six
months ended March 31, 2002 and 2001 include restructuring charges of
$1.614 million and $.583 million respectively.
(4) Excluding restructuring charges ($3.352 million net of tax)
diluted earnings per common share from continuing operations were
$0.61 for the six months ended March 31, 2002.
Six Months Ended March 31, 2001
----------------------------------------------------
As SFAS 142 Discontinued As
Reported Impact Operations Adjusted
====================================================
Net sales $465,862 $ --- $(8,400) $457,462
Gross profit 226,466 --- (1,883) 224,583
Selling, general &
administrative
expenses 119,796 (14,219) (657) 104,920
Operating income 106,670 14,219 (1,226) 119,663
Net interest
expense (24,392) --- --- (24,392)
Other income/
(expense) 5,017 --- --- 5,017
Income from continuing
operations before
income taxes and
extraordinary
items 87,295 14,219 (1,226) 100,288
Income taxes 34,918 4,364 (479) 38,803
Income from continuing
operations before
extraordinary
items 52,377 9,855 (747) 61,485
Loss from discontinued
operations (11,824) --- 747 (11,077)
Estimated loss
on sale of
discontinued
operation --- --- --- ---
Income before
extraordinary
item 40,553 9,855 --- 50,408
Extraordinary
item (745) --- --- (745)
Net income 39,808 9,855 --- 49,663
Basic earnings per
common share
from continuing
operations $0.50 $0.09 $(0.01) $0.58
Discontinued
operations (0.11) --- 0.01 (0.11)
Extraordinary
items (0.01) --- --- (0.01)
Basic earnings
per common
share 0.38 0.09 --- 0.47
Diluted earnings
per common share
from continuing
operations 0.49 0.09 (0.01) 0.57
Discontinued
operations (0.11) --- 0.01 (0.10)
Extraordinary
items (0.01) --- --- (0.01)
Diluted earnings
per common
share 0.37 0.09 --- 0.46
Average basic
shares
outstanding 105,332 --- --- 105,332
Average diluted
shares
outstanding 107,558 --- --- 107,558
EXHIBIT ONE
Quarter Ended March 31, 2001
-----------------------------------------------------------
-----------------------------------------------------------
Sale of
Reported(1) VPT Asset Restructuring Proforma
-----------------------------------------------------------
Net Sales $245,104 $(5,125) $ - $ - $239,979
Gross Profit 120,513 (1,197) - - 119,316
Gross Profit
Percentage 49.2% 49.7%
Operating
income 64,000 (799) - 583 63,784
Income from
continuing
operations 35,162 (487) (2,566) 350 32,459
EBITDA 80,806 (764) (4,376) 583 76,249
Six Months Ended March 31, 2001
-----------------------------------------------------------
-----------------------------------------------------------
Sale of
Reported(1) VPT Asset Restructuring Proforma
-----------------------------------------------------------
Net Sales $465,862 $(8,400) $ - $ - $457,462
Gross Profit 226,466 (1,883) - - 224,583
Gross Profit
Percentage 48.6% 49.1%
Operating
income 120,889 (1,226) - 583 120,246
Income from
continuing
operations 62,232 (747) (2,566) 350 59,269
EBITDA 148,833 (1,184) (4,376) 583 143,856
(1) Includes the impact of SFAS 142
Quarter Ended March 31, 2002
-----------------------------------------------------------
-----------------------------------------------------------
Reported Restructuring Proforma
Net Sales $263,120 $ - $263,120
Gross Profit 126,077 3,673 129,750
Gross Profit
Percentage 47.9% 49.3%
Operating income 61,872 5,287 67,159
Income from
Continuing
operations 32,607 3,352 35,959
EBITDA 76,232 5,287 81,519
Six Months Ended March 31, 2002
-----------------------------------------------------------
-----------------------------------------------------------
Reported Restructuring Proforma
Net Sales $502,836 $ - $502,836
Gross Profit 240,218 3,673 243,891
Gross Profit
Percentage 47.8% 48.5%
Operating income 118,924 5,287 124,211
Income from
Continuing
operations 62,696 3,352 66,048
EBITDA 148,060 5,287 153,347
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