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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): January 11, 1999
THE COOPER COMPANIES, INC.
(Exact name of registrant as specified in its charter)
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<S> <C> <C>
Delaware 1-8597 94-2657368
(State or other jurisdiction (Commission (IRS Employer Identification No.)
of incorporation) File Number)
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6140 Stoneridge Mall Road, Suite 590, Pleasanton, California 94588
(Address of principal executive offices)
(925) 460-3600
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
On January 11, 1999, The Cooper Companies, Inc. (the "Company") issued a press
release announcing it has signed a definitive agreement to sell the MeadowWood
Hospital property of its Hospital Group of America business unit to Focus
Healthcare, LLC. On January 20, 1999, the Company issued a press release
announcing the completion of this sale.
These two press releases are filed as exhibits hereto and are incorporated by
reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
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Exhibit
No. Description
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99.1 Press Release dated January 11, 1999 of The Cooper Companies, Inc.
99.2 Press Release dated January 20, 1999 of The Cooper Companies, Inc.
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SIGNATURE
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.
THE COOPER COMPANIES, INC.
By /s/ Stephen C. Whiteford
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Stephen C. Whiteford
Vice President and
Corporate Controller
(Principal Accounting Officer)
Dated: January 20, 1999
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EXHIBIT INDEX
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Exhibit Sequentially
No. Description Numbered Page
- ------- ----------- -------------
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99.1 Press Release dated January 11, 1999 of The Cooper
Companies, Inc.
99.2 Press Release dated January 20, 1999 of The Cooper
Companies, Inc.
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CONTACT:
NORRIS BATTIN
THE COOPER COMPANIES, INC.
E-MAIL: [email protected]
FOR IMMEDIATE RELEASE
COOPER SIGNS DEFINITIVE AGREEMENT WITH FOCUS
HEALTHCARE TO DIVEST MEADOWWOOD HOSPITAL
HOSPITAL GROUP OF AMERICA WILL CLOSE ITS HEADQUARTERS
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IRVINE, Calif., January 11, 1999--The Cooper Companies, Inc. (NYSE/PCX: COO)
today announced that it has signed a definitive agreement to sell the MeadowWood
hospital property of its Hospital Group of America business unit (HGA) to Focus
Healthcare, LLC. At closing, which is expected by the end of this month, Cooper
will net approximately $5.0 million in cash and trade receivables. The closing
is subject to customary closing conditions.
Cooper also said that it will close HGA's corporate headquarters at the end of
January, eliminating approximately $1 million of annual costs.
In October 1998, Cooper declared HGA a discontinued operation.
The Cooper Companies, Inc. and its subsidiaries develop, manufacture and market
specialty healthcare products. Corporate offices are located in Irvine and
Pleasanton, Calif. CooperVision, Inc., markets a broad range of contact lenses
for the vision care market. It is headquartered in Irvine, Calif., with
manufacturing facilities in Huntington Beach, Calif., Rochester, N.Y., Toronto,
Canada and Hampshire, England. CooperSurgical, Inc., headquartered in Shelton,
Conn., markets diagnostic products and surgical instruments, equipment and
accessories for the women's healthcare market.
FORWARD-LOOKING STATEMENTS
Statements in this report that are not based on historical fact may be
"forward-looking statements" as defined by the Private Securities Litigation
Reform Act of 1995. They include words like "may," "will," "expect," "estimate,"
"anticipate," "continue" or similar terms and reflect Cooper's current analysis
of existing trends. Actual results could differ materially from those indicated
due to: major changes in business conditions and the economy, loss of key senior
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management, major disruptions in the operations of Cooper's manufacturing
facilities, new competitors or technologies, significant disruptions caused by
the failure of third parties to address the Year 2000 issue or by unforeseen
delays in completing Cooper's Year 2000 compliance program, acquisition
integration costs, foreign currency exchange exposure including the potential
impact of the Euro, investments in research and development and other start-up
projects, dilution to earnings per share from acquisitions or issuing stock,
regulatory issues, significant environmental clean-up costs above those already
accrued, litigation costs, costs of business divestitures, and items listed in
the Company's SEC reports, including the section entitled "Business " in its
Annual Report on Form 10-K for the year ended October 31, 1997.
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CONTACT:
Norris Battin
The Cooper Companies, Inc.
E-mail: [email protected]
FOR IMMEDIATE RELEASE
COOPER COMPLETES SALE OF MEADOWWOOD HOSPITAL
IRVINE, Calif., January 20, 1999 - The Cooper Companies, Inc. (NYSE/PCX:COO)
today announced that it has completed the sale of the MeadowWood Hospital
property of its Hospital Group of America business unit (HGA) to Focus
Healthcare. Cooper netted approximately $5.0 million in cash and trade
receivables.
In October 1998, Cooper declared HGA a discontinued operation.
The Cooper Companies, Inc. and its subsidiaries develop, manufacture and market
specialty healthcare products. Corporate offices are located in Irvine and
Pleasanton, Calif. CooperVision, Inc. markets a broad range of contact lenses
for the vision care market. It is headquartered in Irvine, Calif., with
manufacturing facilities in Huntington Beach, Calif., Rochester, N.Y., Toronto,
Canada and Hampshire, England. CooperSurgical, Inc., headquartered in Shelton,
Conn., markets diagnostic products and surgical instruments, equipment and
accessories for the women's healthcare market.
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