-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PtdUwcBSg0XBpatqMWMVa+Y4cXHoLm5Bn4CNFiwzIc6f/jOlCoxP6KmIF0uc9EZZ 6a0/HTLYVte+bfE+krLlIQ== 0000950149-03-000927.txt : 20030423 0000950149-03-000927.hdr.sgml : 20030423 20030423160209 ACCESSION NUMBER: 0000950149-03-000927 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030423 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030423 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VARIAN MEDICAL SYSTEMS INC CENTRAL INDEX KEY: 0000203527 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 942359345 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07598 FILM NUMBER: 03660157 BUSINESS ADDRESS: STREET 1: 3100 HANSEN WAY CITY: PALO ALTO STATE: CA ZIP: 94304-1000 BUSINESS PHONE: 6504934000 MAIL ADDRESS: STREET 1: 3050 HANSEN WAY STREET 2: MAIL STOP E 224 CITY: PALO ALTO STATE: CA ZIP: 94304-1000 FORMER COMPANY: FORMER CONFORMED NAME: VARIAN DELAWARE INC DATE OF NAME CHANGE: 19761123 FORMER COMPANY: FORMER CONFORMED NAME: VARIAN ASSOCIATES INC /DE/ DATE OF NAME CHANGE: 19920703 8-K 1 f89450e8vk.htm FORM 8-K e8vk
Table of Contents

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549


FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

     
Date of report (Date of earliest event reported)   April 23, 2003

Varian Medical Systems, Inc.


(Exact Name of Registrant as Specified in its Charter)
         
Delaware   1-7598   94-2359345

(State or Other Jurisdiction
of Incorporation)
  (Commission File
Number)
  (IRS Employer
Identification No.)
     
3100 Hansen Way, Palo Alto, CA   94304-1030

(Address of Principal Executive Offices)   (Zip Code)
     
Registrant’s telephone number, including area code   (650) 493-4000

Not Applicable


(Former Name or Former Address, if Changed Since Last Report)

 


Item 7. Financial Statements and Exhibits.
Item 9. Regulation FD Disclosure.
SIGNATURES
EXHIBIT INDEX
Exhibit 99.1


Table of Contents

Item 7. Financial Statements and Exhibits.

  (c)   Exhibits.

                 99.1 Press Release dated April 23, 2003 regarding net orders, sales, net earnings and certain other information related to the second quarter of fiscal year 2003.

Item 9. Regulation FD Disclosure.

     The following information is furnished pursuant to Item 12, “Results of Operations and Financial Condition.”

     On April 23, 2003, Varian Medical Systems, Inc. issued a press release regarding net orders, sales, net earnings and certain other information related to the second quarter of fiscal year 2003.

     A copy of the press release is attached as Exhibit 99.1.

2


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SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

         
    Varian Medical Systems, Inc.
         
    By:
 
Name:
Title:
  /s/ ELISHA W. FINNEY
Elisha W. Finney
Vice President, Finance
and Chief Financial Officer

Dated: April 23, 2003

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EXHIBIT INDEX

     
Number   Exhibit

 
99.1   Press Release dated April 23, 2003 regarding net orders, sales, net earnings and certain other information related to the second quarter of fiscal year 2003.

1 EX-99.1 3 f89450exv99w1.txt EXHIBIT 99.1 Exhibit 99.1 FOR INFORMATION CONTACT: Elisha Finney (650) 424-6803 elisha.finney@varian.com Spencer Sias (650) 424-5782 spencer.sias@varian.com VARIAN MEDICAL SYSTEMS REPORTS GROWTH IN NET ORDERS, SALES, AND PROFITS FOR SECOND QUARTER OF FISCAL 2003 Net earnings climb 44 percent to $34 million; sales grow 21 percent to $266 million; net orders rise 27 percent to $294 million; backlog climbs 22 percent to $770 million PALO ALTO, CALIF., APRIL 23, 2003 - Varian Medical Systems (NYSE:VAR) today is reporting results for the second quarter of fiscal 2003 with net earnings of $0.48 per diluted share, up 41 percent from $0.34 per diluted share in the year-ago period. The company achieved second quarter sales of $266 million, up 21 percent versus the year-ago quarter. Net orders for the second quarter were $294 million, up 27 percent from the year-ago period. Backlog at the end of the second quarter stood at $770 million, up 22 percent from the same time last fiscal year. "Our second quarter results exceeded expectations with strong revenue growth in both our X-Ray Products business and our Oncology Systems business," said Richard M. Levy, chairman, president, and chief executive officer of Varian Medical Systems. "Net earnings grew 44 percent over last year's quarter due to increased sales, higher gross margins, and comparatively slower growth in selling, general, and administrative expenses. "We continued strengthening the balance sheet by increasing cash and marketable securities from $321 million to $355 million even after using $23 million in the quarter to buy back shares of our common stock," Levy said. The average number of days to collect accounts receivable was shortened by eight days from the second quarter of last year. ONCOLOGY SYSTEMS Oncology Systems sales of Clinac(R) accelerators as well as accessories, software, and services for radiation therapy totaled $215 million for the second quarter, up 16 percent from the year-ago period. Second-quarter net orders in the Oncology Systems business totaled $239 million, up 20 percent from the year-ago period. - MORE - VARIAN MEDICAL SYSTEMS REPORTS GROWTH IN NET ORDERS, SALES, Page 2 AND PROFITS FOR SECOND QUARTER OF FISCAL 2003 "Overall net orders remained strong for Oncology Systems during the quarter, particularly in Europe and the Far East," said Levy. North America constituted 66 percent of Oncology Systems net orders for the second quarter. The Oncology Systems business experienced rapid growth in orders for upgrades, accessories, and software needed for implementing advanced treatments, including intensity modulated radiation therapy (IMRT). During the second quarter, the number of clinics offering SmartBeam IMRT with Varian systems rose by 60 to 292. About 12 percent of all Varian-equipped clinics are now treating patients with IMRT. "The fundamental growth drivers for Oncology Systems remain in place," said Levy. "The number of cancer cases is increasing, international markets are under-equipped, a large percentage of our installed base can be replaced or upgraded to accommodate newer treatment capabilities, and we have a pipeline of new products that we believe will continue to enhance the effectiveness of radiation therapy in the fight against cancer." X-RAY PRODUCTS Second-quarter sales in the X-Ray Products business, including X-ray tubes and amorphous silicon flat-panel digital imagers, were $44 million, up 59 percent from the year-ago quarter when sales were unusually weak. Sales were up across most product lines, including significant increases in shipments of the high-power, anode-grounded tube for CT scanners. Sales also grew as a result of several new products introduced last year. Higher sales volumes contributed to substantial improvements in gross and operating margins for the quarter compared to the year-ago period. Process improvements, implemented through several successful six-sigma projects, also added to margin improvements. "This business had the best sales quarter in its history," said Levy. "For the year, we expect X-Ray Products sales to grow by about 20 percent with virtually all of that growth in the first half." OTHER The company's Ginzton Technology Center for internal and contract research and the company's BrachyTherapy unit recorded combined second quarter sales of $7.5 million, up 6 percent from the year-ago quarter. Combined second-quarter net orders for these operations were $9 million, up 37 percent from the year-ago quarter. - MORE - VARIAN MEDICAL SYSTEMS REPORTS GROWTH IN NET ORDERS, SALES, Page 3 AND PROFITS FOR SECOND QUARTER OF FISCAL 2003 OUTLOOK "With excellent earnings growth for the first half, we expect to increase earnings per diluted share for fiscal 2003 by about 31 percent above reported earnings of $1.33 per diluted share in fiscal 2002," said Levy. "With the high first half sales volumes, particularly in X-Ray Products, we now believe that sales for fiscal year 2003 will increase in the range of 16 to 17 percent over fiscal 2002 totals. For the third quarter, we expect earnings per diluted share to grow by about 22 percent and sales to grow by 15 to 16 percent over their respective totals in the year-ago quarter." INVESTOR CONFERENCE CALL Varian Medical Systems will conduct its fiscal 2003 second quarter conference call at 5 p.m. ET today. To hear a live web cast or replay of the call, visit http://investor.varian.com. A telephone replay also will be available until midnight, this Friday, April 25, 2003, by dialing 1-888-286-8010 for domestic calls with confirmation code 3286066 or 1-617-801-6888 for international calls with confirmation code 3286066. # # # VARIAN MEDICAL SYSTEMS, INC., (NYSE:VAR) OF PALO ALTO, CALIFORNIA IS THE WORLD'S LEADING MANUFACTURER OF INTEGRATED CANCER THERAPY SYSTEMS, WHICH ARE TREATING THOUSANDS OF PATIENTS PER DAY. THE COMPANY IS ALSO A PREMIER SUPPLIER OF X-RAY TUBES AND FLAT-PANEL DIGITAL SUBSYSTEMS FOR IMAGING IN MEDICAL, SCIENTIFIC, AND INDUSTRIAL APPLICATIONS. VARIAN MEDICAL SYSTEMS EMPLOYS APPROXIMATELY 2,850 PEOPLE WHO ARE LOCATED AT MANUFACTURING SITES IN NORTH AMERICA AND EUROPE AND IN ITS 50 SALES AND SUPPORT OFFICES AROUND THE WORLD. IN ITS MOST RECENT FISCAL YEAR ENDED SEPTEMBER 27, 2002, VARIAN MEDICAL SYSTEMS REPORTED SALES OF $873 MILLION. FORWARD LOOKING STATEMENTS Except for historical information, this news release contains "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements concerning industry outlook, including market acceptance of or transition to new products or technology such as IMRT; growth drivers; our orders, sales, backlog, or earnings growth; future financial results and any statements using the terms "expect," "will," "believe," "should," "can be," "remain," or similar statements are forward-looking statements that involve risks and uncertainties that could cause our actual results to differ materially from those anticipated. Such risks and uncertainties include demand for our products; our ability to develop and commercialize new products; the impact of competitive products and pricing; the effect of economic conditions and currency exchange rates; our ability to maintain or increase operating margins; our ability to meet demand for manufacturing capacity; the effect of environmental claims and expenses; our ability to protect our intellectual property; our reliance on sole or limited-source suppliers; the effect of Severe Acute Respiratory Syndrome (SARS) on travel; the impact of changing levels of sales to sole purchasers of certain X-ray tube products; the impact of managed care initiatives or other health care reforms on capital expenditures and/or third-party reimbursement levels; our ability to meet FDA and other regulatory requirements or product clearances; the potential loss of key distributors; consolidation in the X-ray tubes market; the possibility that material product liability claims could harm future sales or require us to pay uninsured claims; the effect of changes in accounting principles; the risk of operations interruptions due to events beyond our control; and the other risks listed from time to time in our filings with the Securities and Exchange Commission. We assume no obligation to update or revise the forward-looking statements in this release because of new information, future events, or otherwise. A summary of income and other financial information follows: VARIAN MEDICAL SYSTEMS REPORTS GROWTH IN NET ORDERS, SALES, Page 4 AND PROFITS FOR SECOND QUARTER OF FISCAL 2003 VARIAN MEDICAL SYSTEMS, INC. AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF EARNINGS (DOLLARS AND SHARES IN MILLIONS, EXCEPT PER SHARE AMOUNTS) (UNAUDITED)
Q2 QTR Q2 QTR Q2 YTD Q2 YTD 2003 2002 2003 2002 ---------- ---------- ---------- ---------- Net orders $ 293.6 231.0 544.7 430.2 Oncology Systems 238.6 198.0 452.5 370.1 X-Ray Products 45.9 26.3 77.6 49.9 Ginzton Technology Center 9.1 6.7 14.6 10.2 Order backlog $ 770.1 632.3 770.1 632.3 Sales $ 266.2 220.6 472.9 395.7 Oncology Systems 214.5 185.7 380.4 331.6 X-Ray Products 44.2 27.8 78.2 52.5 Ginzton Technology Center 7.5 7.1 14.3 11.6 Gross margin 106.0 84.0 186.1 147.6 As a percent of sales 39.8% 38.1% 39.4% 37.3% Operating expenses Research and development 14.2 12.0 26.6 23.1 Selling, general and administrative 39.6 34.7 75.3 66.6 Operating earnings 52.2 37.3 84.2 57.9 As a percent of sales 19.6% 16.9% 17.8% 14.6% Interest income, net (0.7) (0.1) (1.3) (0.3) Earnings before taxes 52.9 37.4 85.5 58.2 Taxes on earnings 18.7 13.6 30.3 21.2 Net earnings (1) $ 34.2 23.8 55.2 37.0 - ----------------------------------------------------------------------------------------------------------------- Net earnings per share - basic: (1) $ 0.50 0.35 0.81 0.55 Net earnings per share - diluted: (1) $ 0.48 0.34 0.78 0.53 Shares used in the calculation of net earnings per share: Average shares outstanding - basic 68.1 67.4 68.0 67.4 Average shares outstanding - diluted 71.1 70.4 71.0 70.1
(1) Note: If the Company had elected to recognize stock compensation costs based on the fair value of options granted on their grant dates as prescribed by SFAS No. 123, net earnings for the second quarter of fiscal years 2003 and 2002 would have been reduced by $6.5M and $5.3M, respectively, and net earnings for the first six months of fiscal years 2003 and 2002 would have been reduced by $10.5M and $8.9M, respectively. Net earnings per basic share for the second quarter of fiscal years 2003 and 2002 would have been $0.41 and $0.27, respectively, and net earnings per diluted share would have been $0.39 and $0.26, respectively. Net earnings per basic share for the first six months of fiscal years 2003 and 2002 would have been $0.66 and $0.42, respectively, and net earnings per diluted share would have been $0.63 and $0.40, respectively. VARIAN MEDICAL SYSTEMS REPORTS GROWTH IN NET ORDERS, SALES, Page 5 AND PROFITS FOR SECOND QUARTER OF FISCAL 2003 VARIAN MEDICAL SYSTEMS, INC. AND SUBSIDIARY COMPANIES CONSOLIDATED BALANCE SHEETS
- --------------------------------------------------------------------------------------------------- (DOLLARS IN THOUSANDS) MARCH 28, 2003 SEPTEMBER 27, (UNAUDITED) 2002 - --------------------------------------------------------------------------------------------------- ASSETS Current assets Cash and cash equivalents $ 178,183 $ 160,285 Short-term marketable securities 64,407 41,035 Accounts receivable, net 239,469 237,345 Inventories 126,764 123,815 Other current assets 91,156 88,879 -------------- ------------- Total current assets 699,979 651,359 -------------- ------------- Property, plant and equipment 231,537 226,324 Accumulated depreciation and amortization (151,871) (144,184) -------------- ------------- Net property, plant and equipment 79,666 82,140 -------------- ------------- Long-term marketable securities 112,634 97,529 Goodwill 59,979 59,996 Other non-current assets 22,843 19,253 -------------- ------------- TOTAL ASSETS $ 975,101 $ 910,277 ============== ============= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Notes payable $ - $ 58 Accounts payable - trade 44,470 45,776 Accrued expenses 210,220 199,836 Product warranty 32,835 30,725 Advance payments from customers 90,105 81,688 -------------- ------------- Total current liabilities 377,630 358,083 Long-term accrued expenses and other 19,704 20,891 Long-term debt 58,500 58,500 -------------- ------------- TOTAL LIABILITIES 455,834 437,474 -------------- ------------- STOCKHOLDERS' EQUITY Common stock 68,177 67,790 Capital in excess of par value 138,409 115,088 Retained earnings and accumulated other comprehensive loss 312,681 289,925 -------------- ------------- TOTAL STOCKHOLDERS' EQUITY 519,267 472,803 -------------- ------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 975,101 $ 910,277 ============== =============
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