SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
[ X ] SECURITIES AND EXCHANGE ACT OF 1934
For the Quarter ended March 31, 1995
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number: 1-8089
DANAHER CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 59-1995548
(State of incorporation) (I.R.S. Employer
Identification number)
1250 24th Street, N.W., Suite 800
Washington, D.C. 20037
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: 202-828-0850
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
The number of shares of common stock outstanding at April 19, 1995 was
58,442,688.<PAGE>
DANAHER CORPORATION
INDEX
FORM 10-Q
PART I - FINANCIAL INFORMATION Page
Item 1. Financial Statements
Consolidated Condensed Balance Sheets
at March 31, 1995 and December 31, 1994 1
Consolidated Condensed Statements of
Earnings for the three months ended
March 31, 1995 and April 1, 1994 2
Consolidated Condensed Statements of
Cash Flow for the three months ended
March 31, 1995 and April 1, 1994 3
Notes to Consolidated Condensed
Financial Statements 4
Item 2. Management's Discussion and
Analysis of Financial Condition
and Results of Operations 5
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 6
<PAGE>
DANAHER CORPORATION
CONSOLIDATED CONDENSED BALANCE SHEETS
(000's omitted)
March 31, December 31,
1995 1994
(unaudited) (NOTE 1)
ASSETS
Current Assets:
Cash and marketable securities $15,749 $ 1,978
Accounts receivable, net 208,329 193,364
Inventories:
Finished goods 88,050 71,293
Work in process 33,519 33,668
Raw material and supplies 45,078 37,429
Total inventories 166,647 142,390
Prepaid expenses and other
current assets 46,530 50,955
Total current assets 437,255 388,687
Property, plant and equipment, net of
depreciation of $163,966 and $148,596
respectively 279,208 273,076
Other assets 30,965 30,523
Excess of cost over net assets of
acquired companies, net 437,684 442,655
Total assets $1,185,112 $1,134,941
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Notes payable and current
portion of long-term debt $65,162 $ 68,771
Accounts payable 107,209 94,609
Accrued expenses 235,627 232,855
Total current liabilities 407,998 396,235
Other liabilities 157,486 146,091
Long-term debt 116,566 116,515
Stockholders' equity:
Common stock - $.01 par value 633 632
Additional paid-in capital 313,966 311,648
Retained earnings 221,399 200,719
Cumulative foreign translation
adjustment 4,553 590
Treasury stock (37,489) (37,489)
Total stockholders' equity 503,062 476,100
Total liabilities and
stockholders' equity $1,185,112 $1,134,941
See notes to consolidated condensed financial statements.<PAGE>
DANAHER CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS
(000's omitted except per share amounts)
(unaudited)
Three Months Ended
March 31, April 1,
1995 1994
Net revenues $376,504 $289,153
Operating costs and expenses:
Cost of sales 274,275 213,454
Selling, general and
administrative expenses 59,296 46,222
Goodwill and other amortization 3,431 2,421
Total operating costs and expenses 337,002 262,097
Operating profit 39,502 27,056
Interest expense 3,174 2,432
Earnings before income taxes 36,328 24,624
Income taxes 14,480 10,096
Net earnings $21,848 $14,528
Per share $ .37 $ .25
Average common stock and common
equivalent shares outstanding 59,771,541 58,142,410
See notes to consolidated condensed financial statements.
<PAGE>
DANAHER CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOW
(000's omitted)
(unaudited)
March 31, April 1,
1995 1994
Cash flows from operating activities:
Net earnings $21,848 $14,528
Noncash items, depreciation and
amortization 17,341 10,628
Increase in accounts receivable (14,215) (13,468)
Increase in inventories (23,262) (16,467)
Increase in accounts payable 12,160 4,895
Change in other assets and liabilities 18,150 10,010
Total operating cash flows 32,022 10,126
Cash flows from investing activities:
Payments for additions to property,
plant, and equipment, net (16,652) (10,347)
Cash paid for acquisition - (4,580)
Net cash used in investing activities (16,652) (14,927)
Cash flows from financing activities:
Proceeds from issuance of common stock 2,319 377
Dividends paid (1,168) (855)
Borrowings (repayment) of debt (3,558) 9,675
Net cash provided (used) by
financing activities (2,407) 9,197
Effect of exchange rate changes on cash 808 213
Net change in cash and equivalents 13,771 4,609
Beginning balance of cash equivalents 1,978 6,767
Ending balance of cash equivalents $15,749 $ 11,376
Supplemental disclosures:
Cash interest payments $ 309 $ 38
Cash income tax payments $ 8,157 $ 8,494
See notes to consolidated condensed financial statements.
<PAGE>
DANAHER CORPORATION
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
March 31, 1995
(unaudited)
NOTE 1. GENERAL
The consolidated condensed financial statements included
herein have been prepared by Danaher Corporation (the Company)
without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and
footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules
and regulations; however, the Company believes that the disclosures
are adequate to make the information presented not misleading. The
condensed financial statements included herein should be read in
conjunction with the financial statements and the notes thereto
included in the Company's 1994 Annual Report on Form 10-K.
In the opinion of the registrant, the accompanying
financial statements contain all adjustments (consisting of only
normal recurring accruals) necessary to present fairly the
financial position of the Company at March 31, 1995 and December
31, 1994, its results of operations for the three months ended
March 31, 1995 and April 1, 1994, and its cash flows for the three
months ended March 31, 1995 and April 1, 1994.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Results of Operations
Net Revenues for the first quarter of 1995 of $376.5 million
were 30.2% higher than the 1994 quarter. Revenues were higher in
all business segments. This increase is principally the result of
higher demand for the Company's products within the markets
currently served along with acquisitions made in the fourth quarter
of 1994 which accounted for approximately 16% of the increase.
Gross profit margin for the first quarter of 1995, as a
percentage of sales, was 27.2% which represents a 1.0 percentage
point increase from 1994 levels. This results principally from the
contribution of higher sales given the fixed nature of certain
costs coupled with productivity improvements.
Selling, general and administrative expenses for the 1995
first quarter were 28% higher than in 1994 because of higher sales
levels. As a percentage of sales, these costs decreased to 15.7%
from 16.0% in 1994, as a result of cost reduction steps taken in
earlier periods and the fixed nature of certain costs.
Interest expense of $3,174,000 in 1995 was 31% higher than the
corresponding 1994 period. Total debt levels were higher in 1995,
reflecting the acquisitions made in the fourth quarter of 1994.
The 1995 effective tax rate of 40% is 1% lower than the 1994
effective rate, reflecting the lesser impact of nondeductible
goodwill amortization given higher pretax earnings.
<PAGE>
Liquidity and Capital Resources
During the first quarter of 1995, the Company experienced
increases in accounts receivable, inventory, and accounts payable.
This is principally due to the lower activity levels experienced in
the last weeks of the 1994 year due to the holiday season. Total
debt under the Company's borrowing facilities decreased to $181.7
at March 31, 1995, compared to $185.3 at December 27, 1994, due to
earnings for the quarter offset somewhat by the seasonal working
capital increase discussed above.
The Company declared a regular quarterly dividend of $.02
per share payable on April 28, 1995, to holders of record on March
27, 1995.
The Company's cash provided from operations, as well as
credit facilities available, should provide sufficient available
funds to meet normal working capital requirements, capital
expenditures, dividends and scheduled debt repayments.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits: None
(b) Reports on Form 8-K: None
<PAGE>
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 thereunto duly authorized.
DANAHER CORPORATION:
Date: April 20, 1995 By: /s/ Patrick W. Allender
Patrick W. Allender
Chief Financial Officer
Date: April 20, 1995 By: /s/ C. Scott Brannan
C. Scott Brannan
Controller
