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Previous: CALENERGY CO INC, SC 13G/A, 2000-02-11 |
Next: NOBEL LEARNING COMMUNITIES INC, 10-Q, 2000-02-11 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1999 or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________to _________
Commission file number: 0-12744
SUNRISE MEDICAL INC. (Exact name of Registrant as specified in its charter)
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2382 Faraday Avenue, Suite 200
Carlsbad, CA 92008
(Address of Principal Executive Offices)
(760) 930-1500
(Registrant's Telephone Number, Including Area Code)
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 (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No
As of February 4, 2000, the company had 22,243,013 outstanding shares of $1 par value common stock.
INDEX
PART I. FINANCIAL INFORMATION
Item 1: Financial Statements
Condensed Consolidated Balance Sheets as of December 31, 1999 and July 2, 1999
Item 2: Management's Discussion and Analysis of
Financial Condition and Results of Operations
Item 3: Quantitative and Qualitative Disclosures
about Market Risks
PART II. OTHER INFORMATION
Item 4: Submission of Matters to a Vote of Security Holders
Item 6: Exhibits and Reports on Form 8-K
PART I. FINANCIAL INFORMATION
Item 1: Financial Statements
SUNRISE MEDICAL INC. AND SUBSIDIARIES
(See accompanying notes to condensed consolidated financial statements)
SUNRISE MEDICAL INC. AND SUBSIDIARIES
(See accompanying notes to condensed consolidated financial statements)
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except per share amounts)
December 31, July 2,
1999 1999
----------- -----------
(Unaudited)
Assets
Current assets:
Cash and cash equivalents....................... $1,929 $1,485
Trade receivables, net.......................... 126,664 127,374
Installment receivables, net.................... 3,292 23,068
Inventories..................................... 83,504 87,941
Prepaid Expenses................................ 6,630 6,745
Other current assets............................ 15,789 15,958
----------- -----------
Total current assets......................... 237,808 262,571
Property and equipment, net........................ 84,879 83,560
Goodwill and other intangible assets, net.......... 246,845 250,650
Other assets....................................... 3,478 10,409
----------- -----------
Total assets....................................... $573,010 $607,190
=========== ===========
Liabilities and stockholders' equity
Current liabilities:
Current installments of long-term debt.......... $644 $14,890
Trade accounts payable.......................... 54,013 57,879
Accrued compensation and other liabilities...... 63,636 68,913
Accrued income taxes............................ 3,317 802
----------- -----------
Total current liabilities.................... 121,610 142,484
Long-term debt, less current installments.......... 173,286 190,948
Deferred income taxes.............................. 6,584 6,760
Stockholders' equity:
Preferred stock, $1 par. Authorized 5,000
shares; none issued........................... -- --
Common stock, $1 par. Authorized 40,000 shares;
22,243 and 22,204 shares, respectively,
issued and outstanding........................ 22,243 22,204
Additional paid-in capital......................... 203,678 203,548
Retained earnings.................................. 54,106 51,492
Accumulated other comprehensive (loss) income...... (8,497) (10,246)
----------- -----------
Total stockholders' equity......................... 271,530 266,998
----------- -----------
Total liabilities and stockholders' equity......... $573,010 $607,190
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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited)
Thirteen Weeks Ended Twenty-six Weeks Ended
---------------------- -----------------------
December 31, January 1, December 31, January 1,
1999 1999 1999 1999
----------- ---------- ----------- -----------
Net sales..................... $160,956 $163,460 $316,498 $328,255
Cost of sales................. 112,973 112,556 219,546 225,774
----------- ---------- ----------- -----------
Gross profit.................. 47,983 50,904 96,952 102,481
Marketing, selling and
administrative expenses..... 33,863 37,297 69,183 72,209
Research and development
expenses.................... 4,929 4,938 9,549 9,347
Amortization of goodwill
and other intangibles....... 2,566 2,123 4,789 4,246
----------- ---------- ----------- -----------
Operating income.............. 6,625 6,546 13,431 16,679
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Other (expense) income:
Interest expense............ (4,483) (3,910) (9,082) (7,945)
Interest income and
other, net................ 132 1,143 1,213 2,364
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(4,351) (2,767) (7,869) (5,581)
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Income before income
taxes....................... 2,274 3,779 5,562 11,098
Income tax expense............ 1,196 1,963 2,948 5,725
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Net income ................... $1,078 $1,816 $2,614 $5,373
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Basic and diluted earnings
Per share...... ............. $0.05 $0.08 $0.12 $0.24
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Basic weighted average
number of shares outstanding 22,240 22,197 22,233 22,187
=========== ========== =========== ===========
Diluted weighted average
number of shares outstanding 22,255 22,326 22,253 22,297
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SUNRISE MEDICAL INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Twenty-six Weeks Ended
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December 31, January 1,
1999 1999
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Cash flows from operating activities:
Net income....................................... $2,614 $5,373
Depreciation and amortization.................... 8,152 8,219
Amortization of goodwill and other intangibles... 4,789 4,246
Loss on asset dispositions........................ 635 --
Other non-cash items............................. (45) 2,860
Changes in assets and liabilities:
Trade receivables, net........................... 816 (12,566)
Installment receivables, net..................... 4,823 (2,406)
Inventories...................................... 4,584 3,428
Other assets..................................... (289) (4,553)
Income taxes..................................... 2,713 4,923
Accounts payable and other liabilities........... (8,246) (8,822)
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Net cash provided by operating activities............. 20,546 702
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Cash flows from investing activities:
Purchase of property and equipment............... (9,195) (8,948)
Proceeds from sales of assets..................... 20,863 --
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Net cash used for investing activities................ 11,668 (8,948)
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Cash flows from financing activities:
Proceeds from long-term borrowings............... 10,600 48,507
Principal payments on long-term borrowings....... (43,427) (38,669)
Proceeds from issuance of common stock........... 169 257
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Net cash provided by (used for) financing activities.. (32,658) 10,095
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Effect of exchange rate changes on cash
and cash equivalents.................................. 888 (1,563)
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Net increase (decrease) in cash and cash equivalents.. 444 286
Cash and cash equivalents at beginning of period...... 1,485 931
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Cash and cash equivalents at end of period............ $1,929 $1,217
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(See accompanying notes to condensed consolidated financial statements)
SUNRISE MEDICAL INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands, except per share amounts)
(Unaudited)
1. Basis of Presentation
The unaudited condensed consolidated financial statements include the
accounts of Sunrise Medical Inc. and its subsidiaries and include all
adjustments (consisting of normal recurring adjustments) considered
necessary for a fair presentation. The preparation of financial
statements in conformity with generally accepted accounting principles
requires management to make estimates and assumptions that affect the
amounts reported in the financial statements and accompanying notes.
Actual results could differ from those estimates. The results of
operations for the thirteen week and twenty-six week periods ended
December 31, 1999 and January 1, 1999 are not necessarily indicative of
the results that may be expected for the entire year.
2. Inventories
Certain inventories are stated at the lower of last-in, first-out (LIFO)
cost or market value. All other inventories are stated at the lower of
the first-in, first-out (FIFO) cost or market value. Inventories consist
of the following:
December 31, July 2,
1999 1999
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Raw material................... $37,350 $37,477
Work-in-progress............... 10,285 12,758
Finished goods................. 35,869 37,706
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Total inventories.............. $83,504 $87,941
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3. Comprehensive Income (Loss)
Components of comprehensive income (loss) include net income and foreign currency translation adjustments. Comprehensive income (loss) was as follows:
Thirteen Weeks Ended Twenty-six Weeks Ended
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December 31, January 1, December 31, January 1,
1999 1999 1999 1999
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Net income ..................... $1,078 $1,816 $2,614 $5,373
Foreign currency
translation adjustment........ (7,119) (2,339) 1,749 1,832
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Total comprehensive income (loss) ($6,041) ($523) $4,363 $7,205
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4. Earnings Per Share (EPS)
The following is a reconciliation of the denominators of the basic and diluted EPS computations.
Thirteen Weeks Ended Twenty-six Weeks Ended
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December 31, January 1, December 31, January 1,
1999 1999 1999 1999
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Weighted average number
of shares outstanding........ 22,240 22,197 22,233 22,187
Effect of dilutive stock
options (1).(2).............. 15 129 20 110
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Weighted average number
of shares assuming dilution.... 22,255 22,326 22,253 22,297
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5. Segment Information
Revenues and operating income (loss) by segment were as follows:
Thirteen Weeks Ended Twenty-six Weeks Ended
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December 31, January 1, December 31, January 1,
1999 1999 1999 1999
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Revenues:
North American rehabilitation products $90,285 $92,190 $175,328 $180,802
European rehabilitation products...... 53,565 51,961 109,378 108,137
Institutional products................ 17,106 19,309 31,792 39,316
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$160,956 $163,460 $316,498 $328,255
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Operating income (loss):
North American rehabilitation products $5,746 $5,362 $8,716 $8,463
European rehabilitation products...... 3,518 1,775 8,758 7,822
Institutional products................ (1,596) (1,081) (3,222) (975)
Other................................. (1,043) 490 (821) 1,369
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$6,625 $6,546 $13,431 $16,679
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6. Asset Disposition
During the quarter, the company sold approximately $22 million of its installment receivable portfolio to an independent third party. The company recorded a loss of $635 on the sale, which is included in interest income and other, net.
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of financial condition and results of operations should be read in conjunction with the Unaudited Condensed Consolidated Financial Statements and Notes included elsewhere in this report and the Consolidated Financial Statements and Notes included in our annual report on Form 10-K.
Thirteen weeks ended December 31, 1999 compared to thirteen weeks ended January 1, 1999
Net Sales
Net sales for the thirteen weeks ended December 31, 1999 of $161 million were flat with the prior year quarter, excluding a 2% negative impact from foreign currency translations. Net sales for the quarter increased in the European rehabilitation products segment, but decreased in the North American rehabilitation products and institutional products segments.
North American Rehabilitation Products
Net sales of North American rehabilitation products, which includes wheelchairs, personal care products, respiratory and speech devices, decreased 2% to $90 million, compared to $92 million in the second quarter of 1999. The decrease was primarily in wheelchairs and speech devices. Wheelchair product sales were impacted by a plant reorganization and vendor supply issues slowed production of speech devices this quarter.
European Rehabilitation Products
Net sales of European rehabilitation products were $54 million for the quarter, an increase of 8% compared to the prior year on a currency adjusted basis. All regions contributed to the sales growth, with the U.K and Germany having the largest impact.
Institutional Products
Net sales of institutional products, which include nursing home beds and specialized bathing systems, declined to $17 million from $19 million in the second quarter of last year. Continued adverse industry conditions in the U.S. nursing home market as a result of the government's implementation of the Prospective Payment System for Medicare were responsible for the majority of the decrease. However, sales in this segment showed sequential improvement, up 16% from the first quarter.
Expense and Profit Analysis
Thirteen Weeks Ended
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December 31, January 1,
1999 1999
(% to sales) ----------- ----------
Gross profit.................. 29.8% 31.1%
Marketing, selling and
administrative expenses..... 21.0% 22.8%
Operating income ............. 4.1% 4.0%
Interest expense............... 2.8% 2.4%
Net income ................... 0.7% 1.1%
Gross profit as a percentage of net sales for the second quarter decreased 1.3 percentage points compared to the same period last year. Margins in both the North American rehabilitation products and institutional products segments declined, while margins in the European rehabilitation products segment improved compared to the prior year second quarter. The increase is mainly the result of improved sales and favorable mix in the U.K. versus a year ago. The decline in North American rehabilitation productions is mainly due to product mix and the disruption from the previously mentioned plant re-organization. Margins in the institutional products segment declined as a result of lower production volume.
Marketing, selling and administrative expenses decreased 180 basis points as a percentage of sales from the second quarter of last year. The decrease represents a 6% reduction in expenses compared to the prior year period, excluding the favorable impact from the termination of a long- term purchase commitment for materials. Expenses decreased as a result of savings achieved through our profit improvement plan.
Operating income for the quarter was $6.6 million compared to $6.5 million for the comparable period of 1999. Operating income from European rehabilitation products increased to $3.5 million this quarter compared to $1.8 million last year primarily as a result of improved gross margins. Operating income from North American rehabilitation products increased to $5.7 million compared to $5.4 million in the prior year as a result of lower operating expenses. The institutional products segment had an operating loss of $1.6 million driven by the lower sales volume compared to a loss of $1.1 million for the second quarter of 1999.
Interest expense in the second quarter increased $0.6 million compared to the second quarter of the prior year as a result of higher interest rates on our credit facility, partially offset by lower average borrowings.
Interest income and other, net decreased from the prior year as a result of the decrease in our installment receivables together with the loss on the sale of the portfolio at the end of the quarter.
The effective tax rate for the second quarter was 52.6% compared to 51.9% in the same period of 1999. The increase is due to the effect of non-deductible goodwill amortization on lower pre-tax earnings when compared to the prior year.
Net income for the second quarter was $1.1 million, or $0.05 per share, compared to net income of $1.8 million or $0.08 per share in the second quarter of last year. This quarter's results were favorably impacted by $0.02 per share due to the net impact of the termination of a long-term purchase commitment on favorable terms, partially offset by a loss on the sale of a portion of our installment receivables. The decline from the prior year is largely due to the decline in gross margin.
Twenty-six weeks ended December 31, 1999 compared to twenty-six weeks ended January 1, 1999
Net Sales
Net sales for the first half of fiscal 2000 declined 2% to $316 million compared to $328 million in the comparable period of 1999, excluding a 2% negative impact from foreign currency translations. The majority of the decline was in the institutional products segment, due to unfavorable industry conditions. Net sales increased in the European rehabilitation products segment, while North American rehabilitation product sales decreased.
North American Rehabilitation Products
Net sales of North American rehabilitation products in the first half of the year decreased 3% to $175 million, compared to $181 million for the same period last year. The decrease was primarily in wheelchairs as a result of competitive conditions at the start of the year, together with a plant reorganization toward the end of the period, which increased backlog.
European Rehabilitation Products
Net sales of European rehabilitation products were $109 million for the first half of this year, an increase of 6% compared to the first half of 1999 on a currency adjusted basis. All regions contributed to the sales growth, with Spain, France and Germany showing the most improvement.
Institutional Products
Net sales of institutional products declined to $32 million from
$39 million last year. The decrease was mainly due to continued adverse
industry conditions in the U.S. nursing home market as a result of the
government's Prospective Payment System for Medicare as well as the
termination of a hospital contract in France.
Expense and Profit Analysis
Twenty-Six Weeks Ended
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December 31, January 1,
1999 1999
(% to sales) ----------- ----------
Gross profit.................. 30.6% 31.2%
Marketing, selling and
administrative expenses..... 21.9% 22.0%
Operating income ............. 4.2% 5.1%
Interest expense............... 2.9% 2.4%
Net income ................... 0.8% 1.6%
Gross profit as a percentage of net sales decreased 0.6 percentage points compared to the first half of the prior year. Margins in both the North American rehabilitation products and institutional products segments declined, while margins in the European rehabilitation products segment improved compared to the first half of the prior year. The decline in North American rehabilitation products is mainly due to product mix and the disruption from the plant re-organization. Margins in the institutional products segment declined as a result of the lower production volume.
Marketing, selling and administrative expenses for the first half of 2000 decreased 2% compared to the prior year, excluding the favorable impact from the termination of a long-term purchase commitment for materials. The decrease resulted from headcount reductions in connection with our profit improvement plan.
Operating income was $13.4 million compared to $16.7 million for the comparable period of 1999. Operating income from European rehabilitation products increased to $8.8 million compared to $7.8 million last year as a result of improved gross margins. Operating income from North American rehabilitation products increased 8.7 million from $8.5 million last year due to the decline in gross margin and the institutional products segment had an operating loss of $3.2 million driven by the lower sales volume compared to a $1.0 loss last year.
Interest expense was $1.1 million higher than the first half of 1999 as a result of higher interest rates on our credit facility.
Interest income and other, net declined as a result of the events discussed above for the second quarter.
The effective tax rate for the first half of the year was 53.0% compared to 51.6% in the same period of 1999. The effective tax rate is greater than the expected statutory rate due to the effect of amortization of non-deductible goodwill. The increase is due to the effect of non-deductible goodwill amortization on lower pre-tax earnings when compared to the prior year.
Net income was $2.6 million, or $0.12 per share, compared to net income of $5.4 million or $0.24 per share last year. This year's results were favorably impacted by $0.02 per share due to the net impact of the termination of a long-term purchase commitment on favorable terms, partially offset by a loss on the sale of a portion of our installment receivables. The decrease from the prior year is primarily due to lower sales and the decline in gross margins.
Liquidity and Capital Resources
During the first half of 2000, working capital decreased $3.9 million to $116 million primarily due to the net effect of selling installment receivables and paying down the current portion of long term debt.
Capital spending was $9.2 million during the first half of 2000, primarily invested for machinery and equipment. There were no material capital expenditure commitments outstanding as of December 31, 1999.
Long-term borrowings have been reduced by $33 million this year. We used $21 million in cash generated from the sale of our installment receivables together with cash generated from operations to reduce long- term borrowings to $174 million at quarter end. Historically the principal source of liquidity has been cash flow from operations supplemented with borrowings under our bank credit line. We expect to maintain an adequate liquidity position with cash generated from operations, management of working capital and capital expenditure levels, and available borrowings under our present credit facility and future credit arrangements.
Year 2000 Compliance
To address year 2000 issues, we formed a corporate oversight task force, including our internal auditors, which performed independent reviews and evaluations of equipment and systems to verify compliance. Our approach to compliance included the following:
We reviewed software, products, machinery and components licenses, warranties and contractual agreements. We obtained vendor compliance confirmation for purchased software, products, machinery and components. We performed Year 2000 compliance testing under the supervision of information system department heads and our internal audit department.
Most of our products were not affected due to the mechanical nature and the absence of date-dependent functions. Those products with date functions were analyzed and tested by our engineering and quality assurance staff and it was determined that all our products manufactured in the last five years are year 2000 compliant.
To prepare for the possibility of experiencing Year 2000 related problems, we developed a contingency plan. The plan included backing up computer files prior to Year 2000, having backup power supplies in the event of a power failure, identifying alternative suppliers and/or building up safety stocks of raw materials or finished products to cover supply chain failures and targeting alternative distribution methods in the event of a distribution system failure. As a result of our contingency plans, we did not have an overstocking of inventory.
We did not experience any significant problems as a result of Year 2000, and are not aware of any issues that would impact our future operations or financial performance. However, no assurances can be given that we will not experience future problems. Our contingency plan and remediation efforts for continuing operations in the event these problems arise may not be fully successful in this regard.
Recent Accounting Developments
In June 1998, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 133 (SFAS 133), "Accounting for Derivative Instruments and Hedging Activities", which establishes accounting and reporting standards for derivative instruments and hedging activities. SFAS 133 requires that an entity recognize all derivatives as either assets or liabilities in the statement of financial position and measure those instruments at fair value. The Statement, as amended, is effective for all fiscal quarters of fiscal years beginning after June 15, 2000. Earlier application of the Statement is permitted. Adoption of SFAS 133 is not expected to have a material effect on our financial position or results of operations.
Forward Looking Statements
We have made forward-looking statements in this Form 10-Q. These statements are only predictions. Actual events or results may differ materially as a result of risks and uncertainties facing the company including: (i) the impact of competitive products and activities; (ii) increased industry pricing pressures; (iii) the rising cost and availability of raw materials; (iv) product development, commercialization and market acceptance risks; (v) the reduction or elimination of government funding for the company's products; (vi) unfavorable governmental regulatory actions (such as by the FDA in the U.S.); (vii) disruptions caused by the company's consolidation of operations; (viii) risks related to the company's international operations; (ix) year 2000 compliance issues; (x) dependence on key personnel; and (xi) other factors referenced in this and other Securities and Exchange Commission filings of the company. We disclaim any obligation to update any such factors or to announce publicly the result of any revision to any of the forward-looking statements contained in this Form 10-Q, or to make corrections to reflect future events or developments.
Item 3: Quantitative and Qualitative Disclosure about Market Risk
Our primary financial market risks include fluctuations in interest rates and currency exchange rates. Although the majority of our transactions are in U.S. dollars, some transactions are based in various foreign currencies. We purchase short-term, forward exchange contracts to hedge the impact of foreign currency fluctuations on certain underlying assets, liabilities and commitments for operating costs denominated in foreign currencies. The purpose of entering into these contracts is to protect against economic losses associated with foreign exchange transactions. Gains and losses on the hedges offset a majority of the increases or decreases in our local currency operating costs in the corresponding periods. The contracts have maturity dates that do not normally exceed 12 months. The unrealized gains and losses on these contracts are deferred and recognized in the results of operations in the period in which hedged transactions impact earnings. We purchase short- term forward exchange contracts only for purposes of risk management.
As of December 31, 1999 we had $34.2 million in foreign currency forward contracts. We performed a sensitivity analysis assuming a hypothetical 10% adverse movement in foreign exchange rates applied to the hedging contracts. As of December 31, 1999, the analysis indicated that such market movements would have resulted in a $3.3 million loss on foreign currency forward contracts outstanding. Such losses would be substantially offset by gains from the revaluation or settlement of the underlying positions hedged. This calculation assumes that each exchange rate would change in the same direction relative to the U.S. dollar. Actual gains and losses in the future may differ materially from that analysis based on changes in the timing and amount of foreign currency exchange rate movements and our actual exposures and hedges. There were no foreign currency exchange contracts outstanding at July 2, 1999.
At December 31, 1999, a hypothetical 10% adverse movement in short- term interest rates on our variable rate debt would have resulted in a reduction of $0.5 million in annual pre-tax income. We cannot predict market fluctuations in interest rates and their impact on debt. Consequently, future results may differ materially from the estimated results due to adverse changes in interest rates.
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
The company held its Annual Meeting of Stockholders on December 15, 1999. The matters voted on at the meeting and the votes cast with respect thereto were as follows:
1) The following six directors were elected for a one-year term.
Voted
For Withheld
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Lee A. Ault III 19,168,903 338,827
Michael N. Hammes 19,184,695 323,035
Murray H. Hutchison 19,153,104 354,626
William L. Pierpoint 19,153,553 354,177
Joseph Stemler 19,168,688 339,042
John R. Woodhull 19,148,653 359,077
2) Adoption of an Employee Stock Purchase Plan for the company.
Voted For 15,561,088
Voted Against 3,885,474
Abstained 61,168
Broker Non-Vote None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit
Number Description
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3.1 Certificate of Incorporation of the company and amendments thereto. (a)
3.2 Amendment to Certificate of Incorporation of the company as set fort
under the caption "Article III - Liability of Director to the
Corporation."(b)
3.3 Second Amended and Restated Bylaws of the company.(c)
3.4 Amendment to Certificate of Incorporation of the company as to the
number of authorized shares.(d)
4.1 Amended and Restated Shareholders' Rights Agreement dated
May 16, 1997. (e)
4.2 Amendment to Amended and Restated Shareholders' Rights Agreement.(c)
10.1 Third Amended and Restated Credit Agreement and Waiver dated as of
August 28, 1997, among Sunrise Medical Inc. and certain subsidiary
borrowers and guarantors, Bank of America as agent and other lenders.(f)
10.2 Note Purchase Agreement dated as of October 1, 1997 for $50 million
7.09% Series A Senior Notes Due October 28, 2004 and for $50 million
7.25% Series B Senior Notes Due October 28, 2007.
10.3 Second Amendment to the Third Amended and Restated Credit Agreement
and Waiver dated as of August 28, 1997, among Sunrise Medical Inc.
and certain subsidiary borrowers and guarantors, Bank of America as
agent and other lenders.(f)
10.4 Third Amendment to the Third Amended and Restated Credit Agreement
and Waiver dated as of August 28, 1997 among Sunrise Medical Inc.
and certain subsidiary borrowers and guarantors, Bank of America as
agent and other lenders.(g)
10.5 Fourth Amendment to the Third Amended and Restated Credit Agreement
and Waiver dated as of August 28, 1997 among Sunrise Medical Inc.
and certain subsidiary borrowers and guarantors, Bank of America as
agent and other lenders. (g)
10.6 Fifth Amendment to the Third Amended and Restated Credit Agreement
and Waiver dated as of August 28, 1997 among Sunrise Medical Inc.
and certain subsidiary borrowers and guarantors, Bank of America as
agent and other lenders. (g)
27 Financial Data Schedule.
(a) Incorporated herein by reference our Registration Statement No. 2- 86314.
(b) Incorporated herein by reference to our 1987 Definitive Proxy Statement.
(c) Incorporated herein by reference to our Form 8-K dated February 11, 1999.
(d) Incorporated herein by reference to our Form 10-Q for the quarter ended January 1, 1993.
(e) Incorporated herein by reference to our Form 8-K dated May 16, 1997.
(f) Incorporated herein by reference to our Form 10-Q dated January 1, 1999.
(g) Incorporated herein by reference to our Form 10-K dated October 15, 1999.
(b) Reports on Form 8-K
A report on Form 8-K was filed January 26, 2000 in connection with the appointment of Michael N. Hammes as Chief Executive Officer.
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.
| SUNRISE MEDICAL INC. AND SUBSIDIARIES |
| (Registrant) |
Date: February 10, 1999
| By: | /s/ Ted N. Tarbet |
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| Ted N. Tarbet | |
| Senior Vice President and Chief Financial Officer | |
| (Principal Financial Officer) |
Date: February 10, 1999
| By: | /s/ John M. Radak |
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| John M. Radak | |
| Vice President and Controller | |
| (Principal Accounting Officer) |
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