- Expects to Add $0.12 to FY05 EPS (Non-GAAP) -
- FY05 Free Cash Flow Anticipated to be $75MM to $80MM -
UTICA, N.Y., Oct. 1 /PRNewswire-FirstCall/ -- CONMED Corporation (Nasdaq:
CNMD) announced today that, effective September 30, 2004, it has completed the
acquisition of certain products of the Endoscopic Technologies business from
C.R. Bard, Inc. (NYSE: BCR). As previously announced, the business consists
of a comprehensive line of single-use medical devices employed by gastro-
intestinal (GI) and pulmonary physicians to diagnose and treat diseases of the
digestive tract and lungs using minimally invasive endoscopic techniques. The
acquired Endoscopic product line had 2003 revenues approximating $54 million
and is the third largest domestic supplier of these types of products to the
market.
Mr. Joseph Corasanti, President and Chief Operating Officer of CONMED,
commented, "CONMED benefits from the marketing and manufacturing synergies
created by the addition of the Endoscopic Technologies business unit to our
Company. We believe the acquisition will add approximately $0.12 to non-GAAP
earnings per share in 2005 and also bring our total consolidated free cash
flow in 2005 to the range of approximately $75 to $80 million. We are pleased
to welcome our new employees to our Company. As we focus on ensuring a smooth
transition from the Bard organization to CONMED, we look forward to providing
our Endoscopic Technologies customers with the same responsive service in the
future that they have experienced in the past."
The Endoscopic product line will continue to operate from Billerica,
Massachusetts where its sales administration, marketing, research and
development, quality and manufacturing administration units are located.
Manufacturing of the products will be moved from Bard facilities to various
CONMED facilities during the next six to nine months. The present Endoscopic
Technologies sales force will continue to represent the product line becoming
CONMED's fifth product-specific sales force in the United States. Outside the
U.S., the product line will be sold direct in the U.K., France and Canada, and
through distributors in the rest of the world.
CONMED financed the $80 million purchase price (subject to adjustment)
with its available cash and with borrowings under its revolving line of
credit. CONMED will account for the purchase by valuing the assets and
liabilities acquired, including an anticipated charge to expense for in-
process research and development, in its quarter ended September 30, 2004.
Non-GAAP earnings per share exclude certain items that are unrelated to
the ongoing operations of the business. In the third and fourth quarters of
2004, and in 2005, these items may include restructuring, in-process research
and development, and integration charges as well as certain tax adjustments
that are not currently determinable, but may be significant. For that reason,
the Company is unable to provide GAAP (Generally Accepted Accounting
Principles) earnings estimates at this time. Free cash flow means the
Company's net income adjusted for any non-GAAP items plus depreciation,
amortization, and the deferred income tax provision, less capital expenditures
and increases in working capital.
CONMED Profile
CONMED is a medical technology company specializing in surgical devices
and instruments for a wide range of surgical specialties including general
surgery, arthroscopic sports medicine, and powered surgical instruments, such
as drills and saws, for orthopedic, ENT, and neuro-surgery. The Company is
also a leading developer, manufacturer and supplier of RF electrosurgery
systems used routinely to cut and cauterize tissue in nearly all types of
surgical procedures worldwide, endosurgery products such as trocars, clip
appliers, scissors, and surgical staplers. The Company offers integrated
operating room design and intensive care unit service managers. The Company
also manufactures and sells a full line of ECG electrodes for heart monitoring
and other patient care products. Headquartered in Utica, New York, the
Company's 2,600 employees distribute its products worldwide from twelve
locations.
Forward-Looking Information
This press release contains forward-looking statements based on certain
assumptions and contingencies that involve risks and uncertainties. The
forward-looking statements are made pursuant to the safe harbor provisions of
the Private Securities Litigation Reform Act of 1995 and relate to the
Company's performance on a going-forward basis. The forward-looking statements
in this press release involve risks and uncertainties which could cause actual
results, performance or trends, including the above mentioned anticipated
revenues and earnings, to differ materially from those expressed in the
forward-looking statements herein or in previous disclosures. The Company
believes that all forward-looking statements made by it have a reasonable
basis, but there can be no assurance that management's expectations, beliefs
or projections as expressed in the forward-looking statements will actually
occur or prove to be correct. In addition to general industry and economic
conditions, factors that could cause actual results to differ materially from
those discussed in the forward-looking statements in this press release
include, but are not limited to: (i) the failure of any one or more of the
assumptions stated above, to prove to be correct; (ii) the risks relating to
forward-looking statements discussed in the Company's Annual Report on Form
10-K for the fiscal year ended December 31, 2003; (iii) cyclical purchasing
patterns from customers, end-users and dealers; (iv) timely release of new
products, and acceptance of such new products by the market; (v) the
introduction of new products by competitors and other competitive responses;
(vi) the possibility that any new acquisition or other transaction may require
the Company to reconsider its financial assumptions and goals/targets; and/or
(vii) the Company's ability to devise and execute strategies to respond to
market conditions.
SOURCE CONMED Corporation
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Related links:
http://www.conmed.com
CONTACT:
Robert Shallish, Chief Financial Officer of
CONMED Corporation, +1-315-624-3206; or Investors: Julie Huang,
or Media: Sean Leous, +1-212-850-5600, both of Financial
Dynamics, for CONMED Corporation
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