-----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, C1VjPmq3VWUOwMw0Ininv+lXRc+pPu6FZnWVlISg+fODe1eSAun3LrJhfdo3xHrO qKFIjt+vIz/k1uC6IfIYwg== 0000891092-03-001969.txt : 20030805 0000891092-03-001969.hdr.sgml : 20030805 20030805153749 ACCESSION NUMBER: 0000891092-03-001969 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030805 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030805 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RESMED INC CENTRAL INDEX KEY: 0000943819 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 980152841 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15317 FILM NUMBER: 03823740 BUSINESS ADDRESS: STREET 1: 14040 DANIELSON ST CITY: POWAY STATE: CA ZIP: 920646857 BUSINESS PHONE: 8587462400 MAIL ADDRESS: STREET 1: 14040 DANIELSON ST CITY: POWAY STATE: CA ZIP: 920646857 8-K 1 e15423_8k.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------- FORM 8-K CURRENT REPORT Under Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2003 ResMed Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-26038 98-0152841 ---------------------------- ------------- -------------------- (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 14040 Danielson Street Poway, California 92064-6857 (Address of Principal Executive Offices) ---------- (858) 746-2400 (Registrant's telephone number, including area code) ---------- Item 7. Financial Statements and Exhibits. (c) Exhibits Exhibits: Description of Document - --------- ----------------------- 99.1 Press Release dated August 5, 2003. Item 12. Disclosure of Results of Operations and Financial Condition. On August 5, 2003, we issued the press release attached as Exhibit 99.1. It is incorporated into this report by reference. The press release describes the results of our operations for the quarter and twelve months ended June 30, 2003. We are furnishing the information in this report, not "filing" it for purposes of Section 18 of the Securities Exchange Act of 1934. And we are not incorporating it by reference into any filings we've made before, or may make later, even though those filings may contain general incorporation language. 2 SIGNATURES We have authorized the person whose signature appears below to sign this report on our behalf, in accordance with the Securities Exchange Act of 1934. Date: August 5, 2003 RESMED INC. (registrant) By: /s/ Adrian M. Smith --------------------------- Name: Adrian M. Smith Its: Vice President Finance and Chief Financial Officer 3 EXHIBIT INDEX Exhibits: Description of Document - --------- ----------------------- 99.1 Press Release dated August 5, 2003. EX-99.1 3 e15423ex99_1.txt PRESS RELEASE Exhibit 99.1 ResMed Inc. Announces Record Financial Results For Quarter and Year Ended June 30, 2003 SAN DIEGO, Aug. 5 /PRNewswire-FirstCall/ -- ResMed Inc. (NYSE: RMD) announced record revenue and income results for the quarter and year ended June 30, 2003. Revenue for the quarter was $80.7 million, an increase of 43% over the quarter ended June 30, 2002. Income from operations and net income for the June 30, 2003 quarter increased to $18.6 million and $13.5 million respectively, an increase of 55% and 38%. Selling, general and administration (SG&A) costs for the quarter were $25.6 million, an increase of $6.6 million or 35%, over the same period in fiscal 2002. The increase in SG&A related primarily to an increase in selling and administration personnel to meet expanding opportunities in the sleep-disordered breathing market and $1.0 million in legal costs predominantly associated with outstanding patent infringement lawsuits against competitors. SG&A expenditure as a percentage of revenue was 31.7% in the June quarter compared to 33.8% for the same period in fiscal 2002. Research and development expenditure, at 7.7% of revenues, increased during the three months ended June 30, 2003 to $6.2 million from $4.1 million in the quarter ended June 30, 2002. The increase of 51% in research and development outlays reflects ResMed's continuing commitment to innovation within its product portfolio, as well as an ongoing commitment to clinical research and product development, particularly in evolving hypertension, stroke and congestive heart failure markets. The increase in research and development expenditure, adjusted for the effect of a stronger Australian dollar, was 31%. The R&D spend should continue at around 8% of revenues. Company revenues for fiscal year 2003 were $273.6 million, an increase of 34% over the year ended June 30, 2002. Net income for the year was $45.7 million or $1.33 per share, on a diluted basis, compared with net income of $37.5 million or $1.10 per share for fiscal year 2002. Net income increased by 22%, while EPS, on a diluted basis, improved by 21%. Inventories of $49.4 million were flat compared to March 2003 levels. Inventory turnover improved 22 days from the March quarter. Accounts receivable days sales outstanding at 62 days, improved by 6 days compared to March 2003 quarter and continue to compare favorably to industry peers. Peter C. Farrell, PhD, Chairman and Chief Executive Officer, commented, "These record profit and revenue results for the June quarter and fiscal year 2003 reflect ResMed's continuing strong sales and profit growth. Our operating cash flow for the June quarter, was a record-breaking $22.1 million. Domestic sales increased by 28% over the June 2002 quarter to a record $36.3 million, reflecting very healthy domestic demand for our sleep-disordered breathing products. International sales increased by a healthy 60%, over the June 2002 quarter, reflecting growth across all major markets as well as a stronger Euro and SARS-related sales of approximately $5.0 million." Dr. Farrell also commented, "We were delighted with the way the Company ended fiscal 2003, especially relating to our strong cash flow. We are making encouraging progress in the cardiovascular market as we continue to develop our strategic partnerships with Medcath Corporation and Guidant Corporation. In addition, we have some exciting new products to be released during the next two quarters as well as other products under development." Looking forward, we project the overall market for our products to continue to grow annually at approximately 20% over the next 12-18 months. We continue to believe that our annual revenue growth will meet or exceed this market growth rate, excluding the impact of any non-recurring issues, such as the recent SARS epidemic. ResMed is a leading developer, manufacturer, and marketer of medical equipment for the diagnosis, treatment, and management of sleep-disordered breathing, selling a comprehensive range of products in over 60 countries. ResMed will host a conference call at 1:30 pm Pacific Daylight Time (PDT) today to discuss these quarterly results. Individuals wishing to access the conference call may do so via ResMed's Web site at www.resmed.com . Please allow extra time prior to the call to visit the site and download the streaming media player (Windows Media Player) required to listen to the Internet broadcast. The online archive of the broadcast will be available approximately 90 minutes after the live call and will be available for two weeks. A telephone replay of the conference call is available by dialing (888) 286-8010 (domestic) and +1 (617) 801-6888 (international) and entering conference ID No. 83532481. Further information can be obtained by contacting David Pendarvis at ResMed Inc. San Diego, on (858) 746-2568; Adrian Smith at ResMed Limited Sydney on +61 (2) 9886-5407; or by visiting the Company's multilingual Web site at www.resmed.com . Statements contained in this release that are not historical facts are "forward-looking" statements as contemplated by the Private Securities Litigation Reform Act of 1995. These forward-looking statements, including statements regarding the Company's future revenue, earnings or expenses, new product development and new markets for the Company's products, are subject to risks and uncertainties, which could cause actual results to materially differ from those projected or implied in the forward-looking statements. Those risks and uncertainties are discussed in the Company's Annual Report on Form 10-K for its most recent fiscal year and in other reports the Company files with the US Securities & Exchange Commission. Those reports are available on the Company's Web site. ResMed Inc. and Subsidiaries Consolidated Statements of Income (In US$ thousands, except per share data) Three Months Ended Year Ended June 30, June 30, 2003 2002 2003 2002 (unaudited) (unaudited) Net revenue 80,695 56,247 273,570 204,076 Cost of sales 30,331 19,439 100,483 70,827 Gross profit 50,364 36,808 173,087 133,249 Operating expenses: Selling, general and administrative 25,578 19,014 85,313 64,481 Research and development 6,235 4,140 20,534 14,910 In process R&D written off on acquisition -- 350 -- 350 Donation to Foundations -- 1,349 -- 2,349 Total operating expenses 31,813 24,853 105,847 82,090 Income from operations 18,551 11,955 67,240 51,159 Other: Interest income (expense), net (418) (763) (2,549) (3,224) Other income (expense), net 1,786 (363) 1,907 108 Gain on extinguishment of debt -- 3,560 529 6,549 Total other income (expenses), net 1,368 2,434 (113) 3,433 Income before income taxes 19,919 14,389 67,127 54,592 Income taxes 6,395 4,579 21,398 17,086 Net income 13,524 9,810 45,729 37,506 Basic earnings per share $0.41 $0.30 $1.38 $1.17 Diluted earnings per share $0.39 $0.29 $1.33 $1.10 Basic shares outstanding 33,275 32,714 33,054 32,174 Diluted shares outstanding 34,726 34,011 34,439 34,080 ResMed Inc. And Subsidiaries Consolidated Balance Sheets (In US$ thousands except share and per share data) June 30, 2003 June 30, 2002 (unaudited) Assets Current assets: Cash and cash equivalents $114,491 $72,860 Marketable securities - available for sale 6,533 19,979 Accounts receivable, net 56,694 46,199 Inventories 49,386 41,173 Deferred income taxes 8,301 9,289 Prepaid expenses and other current assets 6,500 4,213 Total current assets 241,905 193,713 Property, plant and equipment, net of accumulated depreciation 104,687 79,279 Patents, net of accumulated amortization 3,745 2,653 Goodwill 102,160 92,536 Other assets 7,098 8,010 Total assets $459,595 $376,191 Liabilities and Stockholders' Equity Current liabilities: Accounts payable $19,368 $11,605 Accrued expenses 19,140 15,273 Income taxes payable 3,408 6,905 Deferred revenue 6,355 3,636 Payable for property purchase -- 11,552 Current portion of deferred profit on sale leaseback 2,312 1,933 Total current liabilities 50,583 50,904 Non current liabilities: Deferred revenue 7,210 5,402 Deferred profit on sale and leaseback 2,119 3,705 Convertible Subordinated Notes 113,250 123,250 Total non-current liabilities 122,579 132,357 Total liabilities $173,162 $183,261 Stockholders' Equity: Preferred stock, $0.01 par value, 2,000,000 shares authorized; none issued -- -- Series A Junior Participating preferred stock, $0.01 par value, 250,000 shares authorized; none issued -- -- Common Stock $0.004 par value 100,000,000 shares authorized; issued and outstanding 33,370,885 at June 30,2003 and 32,818,160 at June 30, 2002 (excluding 415,365 and 290,047 shares held as Treasury stock respectively) 133 132 Additional paid-in capital 107,433 94,153 Retained earnings 160,372 114,643 Treasury Stock (11,415) (7,873) Accumulated other comprehensive income (loss) 29,910 (8,125) Total stockholders' equity 286,433 192,930 Commitments and contingencies -- -- Total liabilities and stockholders' equity $459,595 $376,191 SOURCE ResMed Inc. -0- 08/05/2003 /CONTACT: David Pendarvis of ResMed Inc., +1-858-746-2568; or Adrian Smith of ResMed Limited Sydney, +61 (2) 9886-5407/ /Web site: http://www.resmed.com / (RMD) CO: ResMed Inc. ST: California IN: MTC BIO HEA SU: ERN CCA MAV -----END PRIVACY-ENHANCED MESSAGE-----