Exhibit 99.1
[NYSE COO LOGO] [THE COOPER COMPANIES LOGO]
21062 Bake Parkway
Lake Forest, CA 92630
888-822-2660
Fax: 949-597-0662
NEWS RELEASE
CONTACT:
Norris Battin
The Cooper Companies, Inc.
ir@coopercompanies.com
FOR IMMEDIATE RELEASE
THE COOPER COMPANIES REPORTS THIRD QUARTER 2004 RESULTS
Revenue $129.1 Million, Ahead 19%--16% in Constant Currency
EPS 70 Cents, Up 21%
LAKE FOREST, Calif., August 31, 2004 -- The Cooper Companies, Inc. (NYSE: COO)
today reported results for its fiscal third quarter ended July 31, 2004.
Third Quarter Highlights
o Revenue $129.1 million, 19% above the third quarter of 2003, 16% in
constant currency.
o Operating income $31.7 million, 25% above the third quarter of 2003.
o EPS 70 cents versus 58 cents, up 21%; trailing twelve months $2.53.
o Cash flow (income before income taxes plus depreciation and
amortization) per share 99 cents, up from 84 cents in the third
quarter of 2003; trailing twelve months $3.67.
Revenue and Earnings Per Share Guidance
o Cooper now expects fiscal 2004 revenue of $488 million to $493
million, assuming no major changes in exchange rates, and earnings per
share of $2.59 to $2.61 assuming an effective tax rate or ETR
(provision for taxes divided by income before taxes) of 21%. The
previous fiscal 2004 guidance was revenue of $483 to $493 and earnings
per share of $2.55 to $2.58 with an ERT of 22%.
Expecting continued strong worldwide sales of specialty contact lenses,
CooperVision (CVI) anticipates fiscal 2004 revenue of $387 million to
$390 million, assuming no major changes in exchange rates.
CooperSurgical (CSI), the Company's women's healthcare medical device
business, expects revenue of $101 million to $103 million for fiscal
2004.
o For the fourth fiscal quarter, Cooper expects revenue of $128 million
to $133 million--$102 million to $105 million for CVI and $26 million
to $28 million for CSI--with earnings per share of 70 cents to 72
cents. Cooper had not previously issued guidance for its fiscal fourth
quarter.
Page 1
o Revenue and earnings per share guidance for the years 2005 through
2007 that reflect Cooper's recently announced proposed acquisition of
Ocular Sciences, Inc. are below in "Proposed Acquisition of Ocular
Sciences, Inc." It assumes, for the purpose of these projections, that
the transaction closes on November 1, 2004. It does not include the
impact of a proposed amendment to Financial Accounting Standards Board
(FASB) Statement No. 128 "Earnings Per Share" which is discussed
below.
o The guidance above assumes no major change in exchange rates and is
exclusive of nonrecurring charges for acquisition accounting and
restructuring.
Operating Income Highlights ($'s in millions)
- ---------------------------------------------------------------------------------------------
Three Months Ended July 31,
- ---------------------------------------------------------------------------------------------
Revenue Operating Income
- ---------------------------------------------------------------------------------------------
% % % Revenue % Revenue
2004 2003 Inc. 2004 2003 Inc. 2004 2003
- -------------------------------------------- ----------------------------------------------
CVI $102.8 $ 87.8 17% $29.0 $23.9 21% 28% 27%
CSI 26.3 20.6 27% 5.2 4.8 8% 20% 23%
------ ------ ----- -----
Subtotal 129.1 108.4 19% 34.2 28.7 19% 26% 27%
Corporate expense - - - (2.5) (3.4) - - -
------ ------ ----- -----
- -------------------------------------------- ----------------------------------------------
Total $129.1 $108.4 19% $31.7 $25.3 25% 25% 23%
====== ====== ===== =====
- ---------------------------------------------------------------------------------------------
Nine Months Ended July 31,
- ---------------------------------------------------------------------------------------------
Revenue Operating Income
- ---------------------------------------------------------------------------------------------
% % % Revenue % Revenue
2004 2003 Inc. 2004 2003 Inc. 2004 2003
- -------------------------------------------- ----------------------------------------------
CVI $284.9 $238.6 19% $77.4 $62.5 24% 27% 26%
CSI 74.5 60.2 24% 15.2 12.6 20% 20% 21%
------ ------ ----- -----
Subtotal 359.4 298.8 20% 92.6 75.1 23% 26% 25%
Corporate expense - - - (8.3) (8.8) - - -
------ ------ ----- -----
- -------------------------------------------- ----------------------------------------------
Total $359.4 $298.8 20% $84.3 $66.3 27% 23% 22%
====== ====== ===== =====
- ---------------------------------------------------------------------------------------------
Third Quarter 2004 Revenue and Expense Summary
Cooper's third quarter revenue of $129.1 million was 19% above last year's third
quarter, 16% in constant currency. Gross margin was 64% in the current quarter
versus 63% in last year's third quarter.
Selling, general and administrative expense grew 18% and was 38% of revenue, the
same as in last year's third quarter. Corporate expense decreased to $2.5
million, down 26% from the third quarter of 2003, as expenses to maintain
Cooper's global trading arrangement declined.
Operating income grew 25% and improved to 25% of revenue versus 23% in last
year's third quarter. Total operating expenses were 40% of revenue, the same as
in last year's third quarter.
Page 2
Currency fluctuations did not significantly impact operating income in the
quarter. Because CVI manufactures the majority of its lenses in the United
Kingdom with costs denominated in pounds sterling, and CSI imports some of its
products from Europe and Canada, the unfavorable currency translation of
manufacturing and operating costs tends to offset the currency gains on overseas
revenue.
Income before taxes grew 24%, despite $456 thousand of foreign exchange loss
compared to $282 thousand of foreign exchange gain in the prior year. Interest
expense fell 12%, reflecting both a general decrease in interest rates and the
Company's refinancing of part of its higher interest debt in the third quarter
of 2003.
Because accounting principles generally accepted in the United States require
the projected fiscal year ETR to be used when reporting year-to-date results,
the ETR was decreased to 22% in the second fiscal quarter reflecting the
favorable shift of business through jurisdictions with lower tax rates. The 19%
ETR in the third quarter reflects the 22% ETR and a release from reserves of
about $700 thousand. Cooper now expects that the ETR for fiscal 2004 and the
fourth quarter of 2004 will be 21% and 22%, respectively.
Compared to the third quarter of 2003, the number of shares used to calculate
diluted earnings per share increased 5% to 34.1 million shares.
Without the contribution of the $700 thousand tax adjustment and the foreign
exchange losses, third quarter earnings per share would have been 69 cents.
Third Quarter 2004 Business Unit Operating Summaries ($'s in millions)
- --------------------------------------------------------------------------------------
CooperVision CooperSurgical
--------------------------------------------------------
2004 % % chg 2004 % Rev % chg vs
Rev vs 2003 2003
- --------------------------------------------------------------------------------------
Net sales $102.8 100% 17% $26.3 100% 27%
Cost of sales 34.2 33% 13% 11.7 45% 22%
------ -----
Gross profit 68.6 67% 19% 14.6 55% 31%
SG&A 38.1 37% 18% 8.4 32% 47%
R&D and amortization 1.5 1% 23% 1.0 4% 66%
------ -----
Total operating expense 39.6 38% 18% 9.4 36% 49%
------ -----
Operating income $ 29.0 28% 21% $ 5.2 20% 8%
====== =====
- --------------------------------------------------------------------------------------
Balance Sheet and Cash Flow Highlights
o At the end of the third fiscal quarter, Cooper's days sales
outstanding (DSO) decreased to 62 days from 66 days a year ago due to
improved collection of both CVI domestic and international
receivables. Cooper expects future DSO to generally be in the mid to
upper 60's.
o Inventory months on hand was 6.9 months at the end of the third
quarter versus 7.3 months at the end of this year's second quarter.
Page 3
o Capital expenditures were $11.3 million in the quarter, primarily to
expand manufacturing capacity and continue the rollout of new
information systems in selected locations. Cooper expects capital
expenditures in fiscal 2004 of $40 million to $45 million as it
doubles its U.K. manufacturing capacity to meet increasing demand.
o Depreciation and amortization was $4.0 million for the quarter.
CooperVision
"In our third quarter, CVI continued to grow faster than both the worldwide
contact lens market and our competitors' results reported for the second
calendar quarter," said A. Thomas Bender, Cooper's chief executive officer.
"Our specialty lens franchise--toric, cosmetic, and multifocal lenses and
lenses to alleviate dry eye symptoms--continues to gain momentum, while our
value-added monthly disposable spherical and aspherical products continue to
capture market share from two-week commodity disposable spherical lenses.
"CVI's global toric revenue, 41% of our soft contact lens business, grew 23%
over the third quarter of 2003 and 25% year to date.
"The market remains robust. During the second calendar quarter, contact lens
revenue worldwide reported by the five leading contact lens manufacturers grew
15%--10% in constant currency--and increased 13% in the United States according
to independent market research data.
"Through six months, the data indicates that the global market has grown 9% in
constant currency and the U.S. market has grown 11%."
Third Quarter and Year-To-Date CooperVision Worldwide Highlights
o CVI's worldwide revenue of $102.8 million grew 17% over last year's
third quarter--13% in constant currency--and is 19% ahead for the
year--13% in constant currency.
o CVI's specialty lenses--toric, cosmetic, multifocal lenses and lenses
to alleviate dry eye symptoms--grew 22% over last year's third quarter
and accounted for nearly two-thirds of its global soft lens business.
Year to date, specialty lens revenue is ahead 25%.
o Sales of toric lenses, which correct astigmatism, increased 23% over
the third quarter of 2003 and accounted for 40% of CVI's global
contact lens revenue. Year to date, toric products have grown 25%. All
disposable toric products, the fastest growing toric lenses, grew 40%
in the quarter and now represent about three-quarters of CVI's
worldwide toric sales.
o Disposable spheres, 45% of soft lens revenue, grew 15% over last
year's third quarter and are ahead 22% year to date.
Page 4
Third Quarter and Year-To-Date Geographic Revenue Highlights
o In the United States, CVI's revenue, 48% of its business, grew 15%
over the third quarter of 2003 and is ahead 14% year to date. Revenue
outside of the United States grew 19% over 2003's third quarter and
24% year to date.
o European revenue, 38% of CVI's total revenue, grew 19% over the third
quarter of 2003 and is ahead 25% for the nine-month period.
o Asia-Pacific revenue grew 43% over last year's third quarter and now
represents 5% of CVI's worldwide business. Year to date, Asia-Pacific
sales are 29% ahead of last year.
o Revenue in all other markets outside the United States, 9% of CVI's
revenue, grew 9% over 2003's third quarter and is ahead 18% year to
date.
CVI New Products
So far this year, CVI has introduced its two-week disposable toric lens in Japan
and Proclear disposable multifocal in major European markets. The Proclear
multifocal launch in North America is scheduled in the fourth quarter of fiscal
2004.
CVI Third Quarter Expense Highlights
CVI's operating margin in the third quarter was 28% versus 27% in last year's
third quarter.
Gross margin was 67% of revenue compared to 66% in the prior year's third
quarter. Because CVI manufactures the majority of its lenses in the United
Kingdom, the favorable impact of currency on revenue tends to be offset by the
unfavorable translation of manufacturing and operating costs outside the United
States. The effect of currency on operating income in the quarter was not
significant.
SG&A expense grew 18% during the quarter compared to revenue growth of 17%.
Proposed Acquisition of Ocular Sciences, Inc.
In July, Cooper and Ocular Sciences, Inc.(Nasdaq: OCLR) announced that they had
signed a definitive agreement for Cooper to acquire Ocular in a merger in which
Ocular stockholders will be entitled to receive 0.3879 of a share of Cooper
common stock and $22.00 in cash, without interest, for each share of Ocular
common stock they own.
At closing, expected in the first quarter of Cooper's 2005 fiscal year, which
begins on November 1, 2004, Cooper will pay approximately $600 million in cash
and issue approximately 10.5 million shares of its common stock to Ocular
Sciences stockholders and option holders.
Completion of the transaction, which has been unanimously approved by the boards
of directors of both companies, is subject to customary closing conditions,
including approvals of each company's stockholders and expiration of the waiting
period required under the Hart-Scott-Rodino Antitrust Improvements Act and
approval of the Company's registration statement by the Securities and Exchange
Commission. No other regulatory approvals are required prior to closing.
Page 5
Revenue and Earnings Per Share Guidance
The table below shows Cooper's estimates of the revenue and earnings of the
combined company for the fiscal years 2005 through 2007 assuming no major change
in exchange rates. They are exclusive of nonrecurring charges for acquisition
accounting and restructuring. They assume, for the purpose of these projections,
that the transaction closes on November 1, 2004. They do not include the impact
of a proposed amendment to Financial Accounting Standards Board Statement No.128
"Earnings Per Share" which is discussed below.
- ---------------------------------------------------------------------------------------------------------
COOPER REVENUE AND EARNING PER SHARE GUIDANCE FISCAL 2005-2007
--------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
2005 2006 2007
---- ---- ----
- ---------------------------------------------------------------------------------------------------------
Total Revenue $930-$943 million $1042-$1050 million $1165-$1180 million
- ---------------------------------------------------------------------------------------------------------
CooperVision $815-$825million $915-$920 million $1025-$1035 million
- ---------------------------------------------------------------------------------------------------------
CooperSurgical $115-$118 million $127-$130 million $140-$145 million
- ---------------------------------------------------------------------------------------------------------
Earnings Per Share $3.25-$3.35 $4.20-$4.30 $5.00-$5.10
- ---------------------------------------------------------------------------------------------------------
Effective Tax Rate 21% 20% 20%
- ---------------------------------------------------------------------------------------------------------
Information
In connection with Cooper's proposed merger with Ocular Sciences, Cooper has
filed with the SEC a registration statement on Form S-4, containing a joint
proxy statement/prospectus and other relevant materials. INVESTORS AND
SECURITYHOLDERS OF COOPER AND OCULAR SCIENCES ARE URGED TO READ THE PRELIMINARY
PROXY STATEMENT/PROSPECTUS REGARDING THE ACQUISITION AND THE DEFINITIVE JOINT
PROXY STATEMENT/PROSPECTUS, WHEN IT BECOMES AVAILABLE, AS WELL AS OTHER
DOCUMENTS TO BE FILED WITH THE SEC IN CONNECTION WITH THE ACQUISITION OR
INCORPORATED BY REFERENCE IN THE PROXY STATEMENT/PROSPECTUS, BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION. Investors will be able to obtain these documents
free of charge at the SEC web site www.sec.gov. The definitive joint proxy
statement/prospectus and other relevant materials (when they become available)
will be mailed to stockholders of Cooper and Ocular Sciences in advance of the
special meetings to consider the transaction. In addition, investors and
security holders may obtain free copies of the documents filed with the SEC by
Cooper by contacting Investor Relations, The Cooper Companies, Inc., 21062 Bake
Parkway, Suite 200, Lake Forest, CA 92630, 949-597-4700, ir@coopercos.com.
Investors and security holders may obtain free copies of the documents filed
with the SEC by Ocular Sciences by contacting EVC Group, Inc, 90 Montgomery
Street Suite 1001, San Francisco, CA 94165, 415-896-6820, ocular@irevcgroup.com.
Cooper, Ocular Sciences and their respective officers and directors may be
deemed to be participants in the solicitation of proxies from their respective
stockholders with respect to the transactions contemplated by the proposed
merger. A description of the interests of the directors and executive officers
of Cooper is set forth in Cooper's proxy statement for its 2004 annual meeting,
which was filed with the SEC on February 6, 2004. A description of the interests
of the directors and executive
Page 6
officers of Ocular Sciences is set forth in Ocular Sciences' proxy statement for
its 2004 annual meeting, which was filed with the SEC on April 22, 2004.
Investors and security holders may obtain additional information regarding the
interests of such potential participants by reading the preliminary proxy
statement/prospectus and the definitive proxy statement/prospectus, when it
becomes available, as well as other relevant documents filed with the SEC when
they become available.
CooperSurgical
Revenue at CSI, Cooper's women's healthcare medical device business, grew 27%
over last year's third quarter to $26.3 million with organic growth of 6%. CSI's
operating margin was 20% for the quarter, down from 23% in the third quarter of
2003, reflecting integration expenses of two recent acquisitions - SURx and
Milex - and increased marketing expenditures.
CSI plans to increase marketing expenses over the next 12 to 18 months for
programs designed to increase the organic growth of its business. These programs
will focus on CSI's products in the incontinence, infertility and female
sterilization markets using its restructured sales force of 175 independent and
direct sales representatives.
Convertible Senior 2.625% Debentures and Proposed Changes to FASB 128
In the third quarter of 2003, we issued $115 million of 2.625% contingently
convertible senior debentures due on July 1, 2023. The debentures are
convertible into 22.5201 shares of our common stock per $1,000 principal amount
or approximately 2.6 million shares.
Because Cooper's share price has exceeded the conversion price specified for the
securities, earnings per share will be diluted to account for the additional
shares that could be issued beginning in the fiscal fourth quarter 2004. As the
Company has a right to and intends to redeem the principal for cash, current
accounting standards define the level of dilution as equal to the number of
shares that might become issued exclusive of the principal amount. This would
dilute fiscal 2004 and fiscal 2005 earnings per share by about 4 cents at
current share price levels. This estimated dilution is included in the fourth
quarter and fiscal 2004 earnings per share guidance and the 2005-2007 guidance
for the proposed combination of Cooper and Ocular.
The Financial Accounting Standards Board has issued an Exposure Draft, "Earnings
Per Share - an Amendment of FASB Statement No. 128" that requires contracts with
an option to settle the principal in cash or stock to presume a stock settlement
for fully diluted earnings per share computations. If adopted, this could
require Cooper to include additional shares in the computation of diluted
earnings per share beginning in the fiscal first quarter 2005 and subsequent
periods and could also require the Company to restate prior period earnings per
share for the comparative amounts.
The proposed method could dilute Cooper's fiscal 2004 and fiscal 2005 fully
diluted earnings per share by 11 cents and 13 cents, respectively. The
incremental dilution between the current and the proposed accounting methods is
not included in the fourth quarter and fiscal 2004 earnings per share guidance
or the 2005-2007 guidance for the combination of Cooper and Ocular.
Page 7
Earnings Per Share
All per share amounts in this news release refer to diluted per share amounts.
Non-GAAP Financial Measures
In this news release, we report Cooper's "cash flow per share" as 99 cents for
the third quarter of fiscal 2004, 84 cents for the third quarter of 2003 and
$3.67 for the 12 months ended July 31, 2004.
Although "cash flow per share" is a non-GAAP financial measure, we disclose it
because we think it is the most appropriate measure of our liquidity and
financial strength, particularly when calculated consistently over time.
In Cooper's case, cash flow per share is more informative than the more common
non-GAAP measure of liquidity called "earnings before interest, taxes,
depreciation and amortization" (EBITDA) because unlike most companies, Cooper
does not expect to pay federal income taxes until about 2007, when we expect to
exhaust the usage of our U.S. net operating loss carryforwards. Cooper has a
significant competitive advantage, as most companies expend a large portion of
their pretax profits on taxes. Readers should understand this and judge our
financial strength accordingly.
To calculate "cash flow per share," we add back non-cash charges for
depreciation and amortization to income before income taxes, and then divide the
result by the average number of shares used to calculate diluted earnings per
share. In the tables below, we reconcile earnings per share (the closest GAAP
disclosure) to "cash flow per share" for all periods reported using the same
diluted per share figures.
Page 8
I. For the Three Months Ended July 31,
2004 2003
---------------------- ----------------------
$(000) Per Share $(000) Per Share
----------- --------- ----------- ---------
Net income $ 24,048 $0.70 $18,663 $0.58
===== =====
Add:
Income taxes 5,707 5,383
Depreciation 3,399 2,756
Amortization 629 388
-------- --------
"Cash flow" $ 33,783 $0.99 $ 27,190 $0.84
======== ===== ======== =====
Shares (000) 34,128 32,398
======== ========
II. For the Nine Months Ended July 31,
2004 2003
---------------------- ----------------------
$(000) Per Share $(000) Per Share
----------- --------- ----------- ---------
Net income $ 64,102 $1.89 $ 47,729 $1.49
===== =====
Add:
Income taxes 17,008 15,072
Depreciation 10,118 7,949
Amortization 1,437 1,143
--------- --------
"Cash flow" $ 92,665 $2.73 $ 71,893 $2.25
========= ===== ======== =====
Shares (000) 33,885 31,950
========= ========
III. For the Twelve Months Ended July 31 2004
$(000) Per Share
----------- ---------
Year ended October 31, 2003:
Net income $ 68,770 $2.13
=====
Add:
Income taxes 21,717
Depreciation 10,990
Amortization 1,535
--------
"Cash flow" $103,012 $3.19
========
Shares (000) 32,274
=======
Plus (minus) nine months ended July 31:
2004 2.73
2003 (2.25)
-----
"Cash flow" per share for the 12 months
ended July 31, 2004 $3.67
=====
Forward-Looking Statements
This news release contains "forward-looking statements" as defined by the
Private Securities Litigation Reform Act of 1995. These include certain
statements about the merger with Ocular Sciences, our capital resources,
performance and results of operations. In addition, all statements regarding
anticipated growth in our revenue, anticipated market conditions, planned
product launches and results of operations are forward-looking. To identify
these statements look for words like "believes," "expects," "may," "will,"
"should," "could," "seeks," "intends," "plans," "estimates" or "anticipates" and
similar words or phrases. Discussions of strategy, plans or
Page 9
intentions often contain forward-looking statements. Forward-looking statements
necessarily depend on assumptions, data or methods that may be incorrect or
imprecise and are subject to risks and uncertainties. These include risks
related to the inability to obtain, or meet conditions imposed for governmental
and other approvals of the proposed merger, including approval by stockholders
of both companies; the risk that the Cooper and Ocular businesses will not be
integrated successfully; risks related to any uncertainty surrounding the
merger, and the costs related to the merger; the risk that the combined company
may to realize anticipated benefits from its cost-cutting measures; the ultimate
validity and enforceability of the companies' patent applications and patents
and the possible infringement of the intellectual property of others.
Events, among others, that could cause our actual results and future actions of
the company (or following the completion of the proposed merger, in the combined
company) to differ materially from those described in forward-looking statements
include major changes in business conditions, a major disruption in the
operations of our manufacturing facilities or distribution facilities, new
competitors or technologies, significant delays in new product introductions,
the impact of an undetected virus on our computer systems, acquisition
integration delays or costs, increases in interest rates, foreign currency
exchange exposure, investments in research and development and other start-up
projects, dilution to earnings per share from acquisitions or issuing stock,
worldwide regulatory issues, including product recalls and the effect of
healthcare reform legislation, cost of complying with new corporate governance
requirements, changes in tax laws or their interpretation, changes in geographic
profit mix effecting tax rates, significant environmental cleanup costs above
those already accrued, litigation costs including any related settlements or
judgments, cost of business divestitures, the requirement to provide for a
significant liability or to write off a significant asset, including impaired
goodwill, changes in accounting principles or estimates, including the potential
cost of expensing stock options, the potential impact of changes to FASB 128,
and other events described in our Securities and Exchange Commission filings,
including the "Business" section in our Annual Report on Form 10-K for the year
ended October 31, 2003. We caution investors that forward-looking statements
reflect our analysis only on their stated date. We disclaim any intent to update
them except as required by law.
Conference Call
The Cooper Companies will hold a conference call to discuss its second quarter
results today at 2 p.m. Pacific Daylight Time. To access the live call in
the United States, dial (1-800-599-9816.) From outside the U.S. call,
(1-617-847-8705.) A replay will be available at 1-888-286-8010 approximately one
hour after the call ends and remain available for five days. This call will also
be broadcast live on The Cooper Companies' Web site, www.coopercos.com and at
www.streetevents.com.
Corporate Information
The Cooper Companies, Inc. manufactures and markets specialty healthcare
products through its CooperVision and CooperSurgical units. Corporate offices
are in Lake Forest and Pleasanton, Calif. The World Wide Web address is
www.coopercos.com. A toll free interactive telephone system at 1-800-334-1986
provides stock quotes, recent press releases and financial data.
Page 10
CooperVision manufacturers and markets contact lenses and ophthalmic surgery
products. Headquartered in Lake Forest, Calif., it manufactures in Huntington
Beach, Calif., Rochester, N.Y., Norfolk, Va., Adelaide, Australia, Hamble,
England, Madrid, Spain and Toronto. Its Web address is www.coopervision.com.
CooperSurgical manufactures and markets diagnostic products, surgical
instruments and accessories to the women's healthcare market. With headquarters
and manufacturing facilities in Trumbull, Conn., it also manufactures in
Pasadena, Calif., North Normandy, Ill., Fort Atkinson, Wis., Malmo, Sweden,
Montreal and Berlin. Its Web address is www.coopersurgical.com.
Proclear'r' is a registered trademark of The Cooper Companies, Inc.
CooperSync'TM' is a trademark of The Cooper Companies, Inc. Gen II'TM' is a
trademark of Ocular Sciences, Inc. These trademarks are italicized in this news
release.
Page 11
FINANCIAL STATEMENTS FOLLOW
THE COOPER COMPANIES, INC. AND SUBSIDIARIES
Consolidated Condensed Statements of Income
(In thousands, except earnings per share amounts)
(Unaudited)
Three Months Ended Nine Months Ended
July 31, July 31
--------------------- ---------------------
2004 2003 2004 2003
--------- --------- --------- ---------
Net sales $129,079 $108,442 $359,365 $298,824
Cost of sales 45,945 39,810 127,890 108,405
-------- -------- -------- --------
Gross profit 83,134 68,632 231,475 190,419
Selling, general and administrative expense 49,012 41,518 141,126 118,985
Research and development expense 1,825 1,400 4,572 3,994
Amortization of intangibles 629 388 1,437 1,143
-------- -------- -------- --------
Operating income 31,668 25,326 84,340 66,297
Interest expense 1,454 1,655 4,433 5,167
Other income (loss), net (459) 375 1,203 1,671
-------- -------- -------- --------
Income before income taxes 29,755 24,046 81,110 62,801
Provision for income taxes 5,707 5,383 17,008 15,072
-------- -------- -------- --------
Net income $ 24,048 $ 18,663 $ 64,102 $ 47,729
======== ======== ======== ========
Diluted earnings per share $ 0.70 $ 0.58 $ 1.89 $ 1.49
======== ======== ======== ========
Number of shares used to compute
diluted earnings per share 34,128 32,398 33,885 31,950
======== ======== ======== ========
Page 12
THE COOPER COMPANIES, INC. AND SUBSIDIARIES
Consolidated Condensed Balance Sheets
(In thousands)
(Unaudited)
July 31, October 31,
2004 2003
-------- -----------
ASSETS
Current assets:
Cash and cash equivalents $ 26,075 $ 47,433
Trade receivables, net 92,301 84,607
Marketable securities 1,187 5,746
Inventories 105,078 89,718
Deferred tax asset 17,601 14,616
Other current assets 25,211 22,104
-------- --------
Total current assets 267,453 264,224
Property, plant and equipment, net 143,500 116,277
Goodwill 313,415 282,634
Other intangibles, net 25,527 15,888
Deferred tax asset 18,559 22,367
Other assets 3,739 4,174
-------- --------
$772,193 $705,564
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Short-term debt $ 20,682 $ 20,658
Other current liabilities 93,445 97,656
-------- --------
Total current liabilities 114,127 118,314
Long-term debt 149,746 165,203
-------- --------
Total liabilities 263,873 283,517
Stockholders' equity 508,320 422,047
-------- --------
$772,193 $705,564
======== ========
# # #
Page 13