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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) March 9, 1998
CONMED CORPORATION
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(Exact name of registrant as specified in its charter)
New York 0-16093 16-0977505
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
310 Broad Street, Utica, New York 13501
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(Address of principal executive offices) (Zip Code)
(315) 797-8375
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(Registrant's telephone number, including area code)
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Item 5. Other Events
On March 9, 1998, the Registrant issued the attached press release
relative to the completion of a $130,000,000 Senior Subordinated Note Offering
and certain unusual non-cash charges which will be recorded in the Company's
results for the first quarter of 1998.
Item 7. Financial Statements and Exhibits
(c) Exhibits
1. Press release dated March 9, 1998.
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Signature
Pursuant to the requirements of Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CONMED CORPORATION
By:/s/ Robert D. Shallish, Jr.
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Robert D. Shallish, Jr.
Vice President-Finance
Dated: March 9, 1998
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[GRAPHIC-LOGO CONMED CORPORATION] NEWS RELEASE
CONTACT: Robert D. Shallish, Jr.
Vice President - Finance
(315) 797-8375 ext. 2219
FOR RELEASE: 7:00 AM EST- Monday, March 9, 1998
CONMED Completes $130,000,000 Senior Subordinated Note Offering
UTICA, N.Y.- CONMED Corporation (NASDAQ: CNMD) announced that it has completed
an offering of $130,000,000 of Senior Subordinated Notes. The notes carry an
interest rate of 9% and are due in March 2008. The proceeds of the offering were
used to permanently reduce a portion of the senior term notes under the
Company's principal bank credit agreement incurred in connection with the
Company's purchase of Linvatec Corporation from Bristol-Myers Squibb Company on
December 31, 1997. Linvatec is a manufacturer and distributor of arthroscopic
and powered surgical instruments.
As a result of the repayment of a portion of the amounts outstanding under the
Company's principal bank credit agreement, a non-cash charge of approximately
$2.0 million of deferred financing fees will be incurred in the first quarter of
1998 as an extraordinary item. Additionally, a non-cash charge of approximately
$3.0 million related to the purchase accounting valuation of beginning Linvatec
inventory will be recorded in the first quarter of 1998.
Mr. Eugene R. Corasanti, Chairman, Chief Executive Officer, and President said,
"I am very pleased with the progress we have made to date assimilating the
Linvatec acquisition. We have completed the longer term financing at reasonable
rates and are progressing on our operational and sales plans to optimize the
Linvatec business. We continue to believe that Linvatec's operating results will
be accretive in 1998 and further accretive in 1999".
CONMED is a leading developer, manufacturer and supplier of a broad range of
medical instruments and systems used in surgical and other medical procedures.
The Company's product offerings include electrosurgical systems,
electrocardiogram ("ECG") electrodes and accessories, surgical suction
instruments, intravenous ("IV") therapy accessories and wound care products. In
addition, through its recent acquisition of Linvatec, the Company has broadened
its product offerings to include arthroscopic surgery devices and products,
powered surgical instruments and imaging products for minimally-invasive
surgery. The Company's products are used in a variety of clinical settings, such
as operating rooms, surgery centers, physicians' offices and critical care areas
of hospitals.
Certain statements contained above are forward-looking and may involve risk and
uncertainties, including but not limited to, the interim effects of
consolidating the Linvatec business.
