Avocent Reports Apex and Cybex Second Quarter Sales and Income.Business Editors and High Tech Writers HUNTSVILLE Huntsville, town, Canada Huntsville, town (1991 pop. 14,997), SE Ont., Canada, on the Muskoka River. It has lumber mills and a woodworking plant, but it is sustained mainly by its year-round tourist trade. , Ala ALA aminolevulinic acid. Ala alanine. ala (a´lah) pl. a´lae [L.] a winglike process. .--(BUSINESS WIRE)--July 20, 2000 Avocent Avocent Corporation (NASDAQ: AVCT) is an information technology products manufacturer headquartered in Huntsville, Alabama. Avocent was formed in 2000 from the merger of the world’s two largest KVM (keyboard, video and mouse) switch manufacturers: Apex and Cybex Corporation (Nasdaq/NM:AVCT AVCT Advanced Vehicles Concept Team ) today reported on behalf of Cybex Computer Products Corporation and Apex Inc. that each of the two companies had record sales and income for the second quarter ended June June: see month. 30, 2000. On July July: see month. 1, 2000, Cybex and Apex combined to become Avocent Corporation. Avocent's fiscal year will end on December December: see month. 31. "Combined second quarter sales for Apex and Cybex rose 45% to $73.5 million as a result of strong sales in all major product categories," stated Stephen Stephen, 1097?–1154, king of England (1135–54). The son of Stephen, count of Blois and Chartres, and Adela, daughter of William I of England, he was brought up by his uncle, Henry I of England, who presented him with estates in England and France and F. Thornton Thornton, city (1990 pop. 55,031), Adams co., NE Colo., a residential and industrial suburb of Denver; inc. 1956. Industries include oil and gas development and the production of computer graphics systems, wood products, coffee and tea, building components, infant , president and chief executive officer of Avocent Corporation. "Combined income, excluding merger-related expenses and acquisition adjustments, increased 53% to $14.3 million, or $0.32 per diluted di·lute tr.v. di·lut·ed, di·lut·ing, di·lutes 1. To make thinner or less concentrated by adding a liquid such as water. 2. To lessen the force, strength, purity, or brilliance of, especially by admixture. share, compared with $9.3 million, or $0.22 per diluted share, in the second quarter of last year." Combined 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 rose to $73.5 million compared with $50.9 million in the second quarter a year ago. Sales for the second quarter from the Huntsville operation rose 59% to $26.6 million, while Redmond Redmond, city (1990 pop. 35,800), King co., W Wash., a suburb of Seattle, on Lake Sammamish; inc. 1912. Its economy centers around computer software (Microsoft Corp. sales were up 37% to $36.4 million and Shannon Shannon, principal river of the Republic of Ireland and longest (c.240 mi/390 km) in the British Isles. It rises near Cuilcagh Mt., NW Co. Cavan, and flows S through the Central Plain into Co. Limerick, where it turns west in a broad estuary (c. , Ireland Ireland, Irish Eire (âr`ə) [to it are related the poetic Erin and perhaps the Latin Hibernia], island, 32,598 sq mi (84,429 sq km), second largest of the British Isles. sales increased 38% to $10.5 million. Switch products were the major contributor to the sales growth. Combined gross profit for the second quarter rose 46% to $37.2 million with a combined gross margin of 50.6%. Combined 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. for the second quarter rose 57% to $20.2 million compared with $12.9 million in the second quarter a year ago. The combined results for the second quarter do not include any purchase accounting adjustments because the merger was effective on July 1, 2000. Combined research and development expenses rose 10% to $3.7 million for the second quarter and represented 5% of combined sales. These costs support three research and development facilities 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. and two in Europe Europe (y r`əp), 6th largest continent, c.4,000,000 sq mi (10,360,000 sq km) including adjacent islands (1992 est. pop. 512,000,000). .
Merger Accounting Effective in Third Quarter Avocent's third quarter results will reflect merger-related expenses and acquisition adjustments. The transaction will be accounted for as a purchase of Cybex by Apex with the purchase price allocated to the assets and liabilities of Cybex based on their fair values with the excess allocated to identifiable intangibles Property that is a "right" such as a patent, Copyright, or trademark, or one that is lacking physical existence, such as good will. and goodwill. It is estimated that third quarter 2000 results will reflect approximately ap·prox·i·mate adj. 1. Almost exact or correct: the approximate time of the accident. 2. $22-25 million in transaction costs Transaction Costs Costs incurred when buying or selling securities. These include brokers' commissions and spreads (the difference between the price the dealer paid for a security and the price they can sell it). related to the merger and approximately $80-100 million write-off Write-Off A reduction in the value of an asset or earnings by the amount of an expense or loss. Companies are able to write off certain expenses that are required to run the business, or have been incurred in the operation of the business and detract from retained revenues. of in-process R&D costs. In addition, the results will reflect approximately $42-50 million of quarterly amortization of 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. . Intangible asset lives range from three to seven years. About Avocent Corporation Avocent Corporation is the leading supplier of connectivity A generic term for connecting devices to each other in order to transfer data back and forth. It often refers to network connections, which embraces bridges, routers, switches and gateways as well as backbone networks. solutions for enterprise data centers, service providers and financial institutions worldwide. Branded products include switching, extension, remote access and video display solutions. Additional information is available at: www.avocent.com 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. This press release contains statements that are forward-looking statements as defined within the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. These include statements regarding expected merger accounting in the third quarter 2000 and beyond related to acquisition and transaction costs and adjustments (including, among other costs, write-off of in-process R&D costs and amortization of intangible assets), earnings expectations, product development, engineering and design activities, and integration of the Apex and Cybex operations and businesses. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from the statements made, including the risks associated with the integration of the combined businesses, risks associated with reliance on a limited number of component suppliers and single source components, and risks associated with product design efforts. Other factors that could cause operating and financial results to differ are described in Avocent's Form S-4 filed with the Securities and Exchange Commission on March 31, 2000 (under Avocent's former name, Aegean Sea Aegean Sea, Gr. Aigaion Pelagos, Turkish Ege Denizi, arm of the Mediterranean Sea, c.400 mi (640 km) long and 200 mi (320 km) wide, off SE Europe between Greece and Turkey; Crete and Rhodes mark its southern limit. Inc.), and Apex's and Cybex's Securities and Exchange Commission filings, including Apex's annual report on 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. filed on March 30, 2000 (as amended a·mend v. a·mend·ed, a·mend·ing, a·mends v.tr. 1. To change for the better; improve: amended the earlier proposal so as to make it more comprehensive. 2. on May 25, 2000), and Cybex's annual report on Form 10-K filed on June 22, 2000. Other risks may be detailed from time to time in reports to be filed with the SEC. Avocent does not undertake any obligation to publicly release the result of any revisions ReVisions is a 2004 anthology of alternate history short-stories. It is edited by Julie E. Czerneda and Isaac Szpindel. Contents Title Author The Resonance of Light James Alan Gardner Out of China Julie E. to forward-looking statements that may be made to reflect events or circumstances CIRCUMSTANCES, evidence. The particulars which accompany a fact. 2. The facts proved are either possible or impossible, ordinary and probable, or extraordinary and improbable, recent or ancient; they may have happened near us, or afar off; they are public or after the date hereof here·of adv. Of this. hereof Adverb Formal or law of or concerning this Adv. 1. hereof - of or concerning this; "the twigs hereof are physic" or to reflect the occurrence of unanticipated events.
AVOCENT CORPORATION
Combined Cybex and Apex Unaudited Income Statement
(Dollars in thousands, except per share data)
For the Three Months Ended
June 30, 2000
Cybex Apex Combined(2)
-----------------------------
Net sales $37,087 $36,447 $73,534
Cost of sales 16,684 19,648 36,332
------- ------- -------
Gross profit 20,403 16,799 37,202
Research and development expenses 2,061 1,672 3,733
Selling, general and administrative
expenses 8,447 4,779 13,226
------- ------- -------
Operating income, excluding
merger-related expenses 9,895 10,348 20,243
Other income 61 1,072 1,133
------- ------- -------
Income before provision for income
taxes, excluding merger-related
expenses 9,956 11,420 21,376
Provision for income taxes 3,192 3,880 7,072
------- ------- -------
Income excluding merger-
related expenses 6,764 7,540 14,304
Merger-related expenses 71 71
------- ------- -------
Net income $ 6,693 $ 7,540 $14,233
======= ======= =======
Earnings per share excluding
merger-related expenses:
Basic $ 0.35 $ 0.35 $ 0.34
Diluted $ 0.32 $ 0.34 $ 0.32
Earnings per share:
Basic $ 0.35 $ 0.35 $ 0.33
Diluted $ 0.32 $ 0.34 $ 0.31
Weighted average shares
outstanding(1):
Basic 19,399 21,256 42,579
Diluted 20,823 22,453 45,308
For the Three Months Ended
July 2, 1999
Cybex Apex Combined(2)
-----------------------------
Net sales $24,300 $26,583 $50,883
Cost of sales 11,199 14,178 25,377
------- ------- -------
Gross profit 13,101 12,405 25,506
Research and development expenses 1,665 1,737 3,402
Selling, general and administrative
expenses 5,504 3,678 9,182
------- ------- -------
Operating income, excluding
merger-related expenses 5,932 6,990 12,922
Other income 452 728 1,180
------- ------- -------
Income before provision for income
taxes, excluding merger-related
expenses 6,384 7,718 14,102
Provision for income taxes 2,137 2,657 4,794
------- ------- -------
Income excluding merger-
related expenses 4,247 5,061 9,308
Merger-related expenses --
------- ------- -------
Net income $ 4,247 $ 5,061 $ 9,308
======= ======= =======
Earnings per share excluding
merger-related expenses:
Basic $ 0.22 $ 0.25 $ 0.22
Diluted $ 0.21 $ 0.24 $ 0.22
Earnings per share:
Basic $ 0.22 $ 0.25 $ 0.22
Diluted $ 0.21 $ 0.24 $ 0.22
Weighted average shares
outstanding(1):
Basic 19,084 20,579 41,525
Diluted 20,020 21,298 43,245
(1) The weighted average shares calculation for the combined totals
includes the impact of converting one share of Cybex common stock
and outstanding options to one share of Avocent common stock and
outstanding options and of converting one share of Apex common
stock and outstanding options to 1.0905 shares of Avocent common
stock and outstanding options.
(2) The combined results do not reflect merger-related expenses and
acquisition adjustments.
AVOCENT CORPORATION
Combined Cybex and Apex Unaudited Income Statement (continued)
(Dollars in thousands, except per share data)
For the Six Months Ended
June 30, 2000
Cybex Apex Combined(2)
------------------------------
Net sales $ 71,677 $ 64,691 $136,368
Cost of sales 32,858 34,239 67,097
-------- -------- --------
Gross profit 38,819 30,452 69,271
Research and development expenses 3,975 3,123 7,098
Selling, general and
administrative expenses 16,290 8,836 25,126
-------- -------- --------
Operating income, excluding merger-
related expenses 18,554 18,493 37,047
Other income 293 1,989 2,282
-------- -------- --------
Income before provision for
income taxes, excluding merger-
related expenses 18,847 20,482 39,329
Provision for income taxes 5,991 6,941 12,932
-------- -------- --------
Income excluding merger-related
expenses 12,856 13,541 26,397
Purchased research and development
expense and merger-related
expenses 977 977
-------- -------- --------
Net income $ 11,879 $ 13,541 $ 25,420
======== ======== ========
Earnings per share excluding
merger-related expenses:
Basic $ 0.66 $ 0.64 $ 0.62
Diluted $ 0.62 $ 0.60 $ 0.58
Earnings per share:
Basic $ 0.61 $ 0.64 $ 0.60
Diluted $ 0.57 $ 0.60 $ 0.56
Weighted average shares
outstanding(1):
Basic 19,336 21,161 42,412
Diluted 20,851 22,458 45,341
For the Six Months Ended
July 2, 1999
Cybex Apex Combined(2)
-----------------------------
Net sales $47,833 $47,261 $95,094
Cost of sales 22,129 25,082 47,211
------- ------- -------
Gross profit 25,704 22,179 47,883
Research and development expenses 3,031 3,348 6,379
Selling, general and
administrative expenses 11,030 6,508 17,538
------- ------- -------
Operating income, excluding merger- 11,643 12,323 23,966
related expenses
Other income 774 1,464 2,238
------- ------- -------
Income before provision for
income taxes, excluding merger-
related expenses 12,417 13,787 26,204
Provision for income taxes 4,131 4,746 8,877
------- ------- -------
Income excluding merger-related
expenses 8,286 9,041 17,327
Purchased research and development
expense and merger-related
expenses 1,175 1,175
------- ------- -------
Net income $ 7,111 $ 9,041 $16,152
======= ======= =======
Earnings per share excluding
merger-related expenses:
Basic $ 0.44 $ 0.44 $ 0.42
Diluted $ 0.41 $ 0.43 $ 0.40
Earnings per share:
Basic $ 0.37 $ 0.44 $ 0.39
Diluted $ 0.36 $ 0.43 $ 0.37
Weighted average shares
outstanding(1):
Basic 19,013 20,485 41,352
Diluted 20,026 21,249 43,198
(1) The weighted average shares calculation for the combined totals
includes the impact of converting one share of Cybex common stock
and outstanding options to one share of Avocent common stock and
outstanding options and of converting one share of Apex common
stock and outstanding options to 1.0905 shares of Avocent common
stock and outstanding options.
(2) The combined results do not reflect merger-related expenses and
acquisition adjustments.
AVOCENT CORPORATION
COMBINED CYBEX AND APEX UNAUDITED BALANCE SHEET
(Dollars in thousands)
June 30, 2000
Cybex Apex Combined(2)
--------------------------------
Assets:
Cash and short-term investments $ 39,863 $ 81,797 $121,660
Accounts receivable, net 26,558 27,117 53,675
Inventories 12,978 8,383 21,361
Other current assets 3,855 1,140 4,995
-------- -------- --------
Total current assets 83,254 118,437 201,691
Investments 10,192 3,289 13,481
Property and equipment, net 12,688 1,722 14,410
Intangibles and other 8,468 2,776 11,244
-------- -------- --------
Total assets $114,602 $126,224 $240,826
======== ======== ========
Liabilities and Shareholders' Equity:
Accounts payable $ 8,393 $ 1,192 $ 9,585
Income taxes payable 5,956 1,064 7,020
Other current liabilities 7,617 6,238 13,855
-------- -------- --------
Current liabilities 21,966 8,494 30,460
Shareholders' equity 92,636 117,730 210,366
-------- -------- --------
Total liabilities and
shareholders' equity $114,602 $126,224 $240,826
======== ======== ========
December 31, 1999
Cybex Apex Combined(2)
--------------------------------
Assets:
Cash and short-term investments $ 37,090 $ 51,502 $ 88,592
Accounts receivable, net 22,791 28,168 50,959
Inventories 9,715 11,483 21,198
Other current assets 3,873 1,453 5,326
-------- -------- --------
Total current assets 73,469 92,606 166,075
Investments 3,145 9,464 12,609
Property and equipment, net 12,449 1,906 14,355
Intangibles and other 7,922 338 8,260
-------- -------- --------
Total assets $ 96,985 $104,314 $201,299
======== ======== ========
Liabilities and Shareholders' Equity:
Accounts payable $ 9,006 $ 3,696 $ 12,702
Income taxes payable 1,639 3,107 4,746
Other current liabilities 7,715 3,118 10,833
-------- -------- --------
Current liabilities 18,360 9,921 28,281
Shareholders' equity 78,625 94,393 173,018
-------- -------- --------
Total liabilities and shareholders'
equity $ 96,985 $104,314 $201,299
======== ======== ========
(2) The combined results do not reflect merger-related expenses and
acquisition adjustments.
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