SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): January 22, 2004
CHATTEM, INC.
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(Exact name of registrant as specified in its charter)
Tennessee 0-5905 62-0156300
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(State of incorporation) (Commission File No.) (IRS Employer
Identification No.)
1715 West 38th Street, Chattanooga, Tennessee 37409
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(Address of principal executive offices, including zip code)
(423) 821-4571
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(Registrant's telephone number, including area code)
Item 7. Financial Statements and Exhibits.
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(c) Exhibits:
99.1 Press Release Dated January 22, 2004
Item 12. Results of Operations and Financial Condition
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On January 22, 2004, the Company issued a press release announcing financial
results for the fiscal year and fourth quarter ended November 30, 2003 (the
"Press Release"). A copy of the Press Release is attached as Exhibit 99.1 and is
incorporated by reference herein.
The Press Release contains disclosure regarding the Company's earnings before
cumulative effect of change in accounting principle, interest, taxes,
depreciation and amortization ("EBITDA"), a non-GAAP financial measure. The most
directly comparable GAAP financial measure to EBITDA is net income. A
reconciliation of EBITDA to net income is contained in the Company's unaudited
consolidated statements of income attached to the Press Release. The attachment
to the Press Release also sets forth net income margin as the most directly
comparable GAAP financial measure to EBITDA margin.
The Company considers EBITDA an important indicator of its operational strength
and performance, including its ability to pay interest, service debt and fund
capital expenditures. EBITDA should be considered in addition to, but not as a
substitute for, operating income, net income and other measures of financial
performance reported in accordance with GAAP. Further, EBITDA is one measure
used in the calculation of certain ratios to determine the Company's compliance
with its existing credit facility.
The information in this Current Report on Form 8-K is being furnished and shall
not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended (the "Exchange Act"), or incorporated by reference in any
filing under the Securities Act of 1933, as amended, or the Exchange Act, except
as shall be expressly set forth by specific reference in such filing.
SIGNATURES
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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.
January 22, 2004 CHATTEM, INC.
By:/s/ A. Alexander Taylor II
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A. Alexander Taylor II
President and Chief Operating Officer
EXHIBIT INDEX
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Exhibit No. Exhibit Description
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99.1 Press Release dated January 22, 2004