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): August 15, 1995
PURITAN-BENNETT CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 0-3717 44-0399150
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) File Number) Identification No.)
9401 Indian Creek Parkway, Building #40, Suite 300, P.O. Box 25905,
Overland Park, Kansas 66225
(Address of principal executive offices) (Zip Code)
(913) 661-0444
(Registrant's telephone number, including area code)
Not applicable
(Former name or former address, if changed since last report.)
Page 1 of 2
Item 5: Other Events.
On August 15, 1995, the Registrant announced record earnings
of $6,959,000 ($0.54 per share) on record revenues of $89,515,000
and orders of $88,377,000 for the second quarter ended July 31,
1995. First half earnings totaled $13,336,000 ($1.05 per share) on
revenues of $174,008,000 and orders of $169,832,000.
Item 7: Financial Statements and Exhibits.
(c) Exhibits
1.1 Form of Press Release of Puritan-Bennett Corporation dated
August 15, 1995.
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.
Dated: August 22, 1995
PURITAN-BENNETT CORPORATION
/s/ Derl S. Treff
-----------------------------
Derl S. Treff
Chief Financial Officer and
Treasurer
Page 2 of 2
EXHIBIT INDEX
NUMBER DESCRIPTION
1.1 Form of Press Release of
Puritan-Bennett Corporation dated
August 15, 1995
EXHIBIT 1.1
PURITAN-BENNETT ANNOUNCES SECOND QUARTER RESULTS
OVERLAND PARK, KS, AUGUST 15, 1995 - Puritan-Bennett
Corporation (PBEN:NASDAQ) reported record earnings of $6,959,000 or
$0.54 per share (up 59%) on record revenues of $89,515,000 (up 7%)
and orders of $88,377,000 (up 8%) for the second quarter ending
July 31, 1995, Chairman and President Burton A. Dole, Jr. announced
today.
First half earnings totaled $13,336,000 or $1.05 per share (up
64%) on revenues of $174,008,000 (up 6%) and orders of $169,832,000
(up 5%).
"We are very pleased with these results from a number of
standpoints. First, they demonstrate that our cost reduction
program remains very much on track and that the much higher levels
of profitability achieved in the first-quarter are being sustained.
Second, notwithstanding such cost reductions, top-line growth is
improving. Revenue for the Puritan line, which includes our home
care products, increased 10% in the second quarter. While Bennett
line revenues remained essentially the same as prior year levels,
orders were up 18% for the quarter and the resulting order backlog
for our 72000 Registered Trademark Series ventilatory system is
much improved over this time last year. Third, profitability
remains well balanced as earnings before interest and taxes were in
the 10% to 11% of revenues range for both the Puritan and Bennett
lines for both the second quarter and the first half. Finally, all
of the above was accomplished during a period of extraordinary
efforts associated with the merger between Nellcor and
Puritan-Bennett. We could not be more proud of our people and how
they have risen to the occasion once again under challenging
circumstances. Such accomplishments augur well for what the people
of Nellcor Puritan Bennett will be able to accomplish as we work
together to create the world's preeminent respiratory-impaired
patient company," Mr. Dole concluded.
Puritan-Bennett is a world leader in products related to
respiration. These products are used in multiple health care
settings and on aircraft.
# # #
SUPPLEMENTAL PRO-FORMA INFORMATION
($000)
SECOND QUARTER SECOND QUARTER SECOND QUARTER
FY 1996 FY 1995 FY 1994
-------------- -------------- --------------
REVENUE
Puritan $ 58,329 $52,887 $ 45,328
Bennett 31,186 31,106 31,928
------- ------- -------
TOTAL $ 89,515 $ 83,993 $ 77,256
OPERATING PROFIT
Puritan $ 6,518 $ 4,980 $ 4,636
Bennett 3,099 1,663 3,478
------- ------- --------
TOTAL $ 9,617 $ 6,643 $ 8,114
YEAR-TO-DATE YEAR-TO-DATE YEAR-TO-DATE
FY 1996 FY 1995 FY 1994
------------- ------------ ------------
REVENUE
Puritan $112,429 $103,204 $ 90,512
Bennett 61,579 61,197 61,523
-------- -------- --------
TOTAL $174,008 $164,401 $152,035
OPERATING PROFIT
Puritan $ 12,364 $ 10,311 $ 11,671
Bennett 6,542 2,164 (1,736)
-------- -------- --------
TOTAL $ 18,906 $ 12,475 $ 9,935
NOTE:
----
Puritan includes the Company's home care product lines as well as
medical gas and gas-related equipment and spirometry product
lines. Aero Systems is also included because it shares one of
the Company's larger manufacturing facilities with the Puritan
Group and is relatively small.
Bennett consists of the Company's critical care ventilator
business as well as the CliniVision Registered Trademark product
line in the U.S., and our holter monitoring and international
portable ventilator product lines.
FY 1995 and 1994 figures exclude FOxS. Operating profitability
is defined as earnings before interest and taxes and excludes
restructuring and other strategic cost cutting initiative charges
and Thermo-Electron related charges but otherwise includes fully
allocated corporate office expenses.
PURITAN-BENNETT CORPORATION
QUARTER ENDED JULY 31, 1995 AUGUST 15, 1995
THREE MONTHS ENDED JULY 31
(Dollars in thousands except
per share amounts) FY 1996 FY 1995
------- --------
Net Sales $89,515 $83,993
Cost of Goods Sold 51,628 48,346
------ -------
Gross Profit 37,887 35,647
Selling and Administrative Expense 23,083 24,364
Research and Development Expense 4,767 4,964
Interest Expense 1,507 1,384
Other Expense (Income), net 344 (369)
------- ------
Income Before Income Taxes 8,186 5,304
Provision for Income Taxes 1,227 1,060
-------- -------
Net Income $ 6,959 $ 4,244
======== =======
Average Number of Shares Outstanding 12,881,466 12,502,261
========== ==========
Net Income Per Share $ .54 $ .34
=========== ==========
PURITAN-BENNETT CORPORATION
SIX MONTHS ENDED JULY 31, 1995 AUGUST 15, 1995
SIX MONTHS ENDED JULY 31
(Dollars in thousands except
per share amounts) FY 1996 FY 1995
------- --------
Net Sales $174,008 $164,401
Cost of Goods Sold 100,052 94,963
------ -------
Gross Profit 73,956 69,438
Selling and Administrative Expense 45,591 48,282
Research and Development Expense 9,436 9,779
Interest Expense 3,123 2,600
Cost Associated with an Unsolicited Offer
to Acquire the Company 200 --
Other Expense (Income), net (83) (1,181)
------- ------
Income Before Income Taxes 15,689 9,958
Provision for Income Taxes 2,353 1,990
-------- -------
Net Income $ 13,336 $ 7,968
======== ========
Average Number of Shares Outstanding 12,749,905 12,455,951
========== ==========
Net Income Per Share $ 1.05 $ .64
=========== ==========
INCOMING ORDERS AND NET SALES
($ MILLIONS)
FY 1995 FY 1996
Apr. 30 Jul. 31 Oct. 31 Jan. 31 Apr. 30 Jul. 31
-------------------------------------------- -------------------
-
PURITAN-
Orders $52.1 $55.7 $53.6 $54.4 $54.2 $57.1
Sales 50.3 52.9 56.2 55.4 54.1 58.3
BENNETT -
Orders $28.0 $26.5 $29.4 $37.7 $27.3 $31.3
Sales 30.1 31.1 27.2 32.8 30.4 31.2
POOLED -
Orders $80.1 $82.2 $83.0 $92.1 $81.5 $88.3
Sales 80.4 84.0 83.4 88.2 84.5 89.5
Backlog Increase $(.3) $ (1.8) $ (0.4) $ 3.9 $(3.0) $(1.2)
(Decrease)
-----------------------------------------------------------------------------------------
Net Income
(Loss) Per Share $ .30 $ .34 $ ( .05) $ .08 $ .51 $ .54
PURITAN-BENNETT CORPORATION
QUARTER ENDED JULY 31, 1995
AUGUST 15, 1995