SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000
--------------
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 0-16211
DENTSPLY International Inc.
- -----------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 39-1434669
- -----------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
570 West College Avenue, P. O. Box 872, York, PA 17405-0872
- -----------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(717) 845-7511
----------------------
(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
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: At May 5, 2000 the Company
had 51,898,826 shares of Common Stock outstanding, with a par value of $.01
per share.
Page 1 of 18
----
Exhibit Index at Page 17
----
<PAGE>
DENTSPLY INTERNATIONAL INC.
FORM 10-Q
For Quarter Ended March 31, 2000
---------------
INDEX
-----
Page No.
--------
PART I - FINANCIAL INFORMATION (unaudited)
Item 1 - Financial Statements
Consolidated Condensed Balance Sheets............ 3
Consolidated Condensed Statements of Income...... 4
Consolidated Condensed Statements of Cash Flows.. 5
Consolidated Condensed Statement of
Stockholders' Equity........................... 6
Notes to Unaudited Consolidated Condensed
Financial Statements........................... 7
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of Operations.... 11
Item 3 - Quantitative and Qualitative Disclosures
About Market Risk................................ 14
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings........................... 15
Item 6 - Exhibits and Reports on Form 8-K............ 15
Signatures........................................... 16
2
<PAGE>
PART I
FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
DENTSPLY INTERNATIONAL INC.
CONSOLIDATED CONDENSED BALANCE SHEETS (unaudited)
March 31, December 31,
2000 1999
ASSETS ----------- ------------
Current assets: (in thousands)
Cash and cash equivalents $ 7,298 $ 7,276
Accounts and notes receivable-trade, net 124,899 127,911
Inventories 136,497 135,480
Prepaid expenses and other current assets 38,875 44,001
--------- ---------
Total Current Assets 307,569 314,668
Property, plant and equipment, net 177,461 180,536
Other noncurrent assets, net 14,828 14,963
Identifiable intangible assets, net 78,240 80,374
Costs in excess of fair value of net
assets acquired, net 265,460 269,047
---------- -----------
Total Assets $ 843,558 $ 859,588
LIABILITIES AND STOCKHOLDERS' EQUITY ========== ===========
Current liabilities:
Accounts payable $ 37,203 $ 40,467
Accrued liabilities 80,089 80,922
Income taxes payable 41,247 34,676
Notes payable and current portion
of long-term debt 18,163 20,155
---------- -----------
Total Current Liabilities 176,702 176,220
Long-term debt 134,162 145,312
Deferred income taxes 20,789 20,240
Other liabilities 44,928 46,445
---------- -----------
Total Liabilities 376,581 388,217
---------- -----------
Minority interests in consolidated subsidiaries 2,426 2,499
----------- -----------
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.01 par value; .25 million
shares authorized; no shares issued
Common stock, $.01 par value; 100 million
shares authorized; 54.3 million shares
issued at March 31, 2000 and 54.3 million shares
issued shares issued at December 31, 1999 543 543
Capital in excess of par value 151,479 151,509
Retained earnings 421,349 402,408
Accumulated other comprehensive income (loss) (47,483) (43,209)
Employee stock ownership plan reserve (6,078) (6,458)
Treasury stock, at cost, 2.3 million shares
at March 31, 2000 and 1.5 million shares
at December 31, 1999 (55,259) (35,921)
---------- ----------
Total Stockholders' Equity 464,551 468,872
---------- ----------
Total Liabilities and Stockholders' Equity $ 843,558 $ 859,588
========== ==========
See accompanying notes to unaudited consolidated condensed financial
statements.
3
<PAGE>
DENTSPLY INTERNATIONAL INC.
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(unaudited)
Three Months Ended
March 31,
--------------------
2000 1999
-------- -------
(in thousands, except per share data)
Net sales $212,530 $196,589
Cost of products sold 102,013 94,960
-------- -------
Gross profit 110,517 101,629
Selling, general and
administrative expenses 73,777 67,320
-------- -------
Operating income 36,740 34,309
Interest expense 3,000 4,573
Interest income (389) (121)
Other (income) expense, net 23 (554)
-------- --------
Income before income taxes 34,106 30,411
Provision for income taxes 11,913 10,884
-------- --------
Net income $ 22,193 $19,527
======== ========
Earnings per common share:
Basic $.42 $.37
Diluted $.42 $.37
Cash dividends declared
per common share $.0625 $.05625
Weighted average common
shares outstanding:
Basic 52,315 52,566
Diluted 52,536 52,758
See accompanying notes to unaudited consolidated condensed financial
statements.
4
<PAGE>
DENTSPLY INTERNATIONAL INC.
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(unaudited)
Three Months Ended
March 31,
-------------------
2000 1999
-------- --------
Cash flows from operating activities: (in thousands)
Net income $ 22,193 $ 19,527
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 5,925 5,090
Amortization 4,811 5,519
Other, net 7,783 (12,885)
-------- --------
Net cash provided by operating activities 40,712 17,251
-------- --------
Cash flows from investing activities:
Acquisition of businesses, net of cash acquired --- 3,446
Property, plant and equipment additions (7,018) (6,668)
Other, net (528) ---
-------- --------
Net cash used in investing activities (7,546) (3,222)
-------- --------
Cash flows from financing activities:
Debt repayment (86,787) (27,574)
Proceeds from long-term debt 75,907 7,653
Increase in bank overdrafts and other
short-term borrowings (1,506) 12,829
Cash paid for treasury stock (19,973) ---
Cash dividends paid (3,295) (5,912)
Other, net 985 1,837
-------- --------
Net cash used in financing activities (34,669) (11,167)
-------- --------
Effect of exchange rate changes on cash
and cash equivalents 1,525 (2,444)
-------- --------
Net increase in cash and cash equivalents 22 418
Cash and cash equivalents at beginning of period 7,276 8,690
-------- --------
Cash and cash equivalents at end of period $ 7,298 $ 9,108
======== ========
Supplemental disclosures of cash flow information:
Interest paid $ 2,351 $ 3,848
Income taxes paid 4,528 6,662
See accompanying notes to unaudited consolidated condensed financial
statements.
5
<PAGE>
<TABLE>
<CAPTION>
DENTSPLY INTERNATIONAL INC.
CONSOLIDATED CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY
(unaudited)
Accumulated
Capital in Other Total
Common Excess of Retained Comprehensive Treasury Stockholders'
Stock Par Value Earnings Income(Loss) ESOP Reserve Stock Equity
(in thousands) ------ ----------- -------- ------------- ------------ --------- ------------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1999 $ 543 $151,509 $402,408 $(43,209) $ (6,458) $(35,921) $468,872
Comprehensive Income:
Net income 22,193 22,193
Other comprehensive income
Foreign currency translation
adjustments (4,274) (4,274)
--------
Comprehensive Income 17,919
Exercise of stock options and
warrants (81) 635 554
Tax benefit related to stock
options and warrants exercised 51 51
Repurchase of .81 million shares
of common stock (19,973) (19,973)
Cash dividends declared, $.0625
per share (3,252) (3,252)
Net change in ESOP reserve 380 380
Balance at March 31, 2000 $ 543 $151,479 $421,349 $(47,483) $ (6,078) $(55,259) $464,551
====== ======== ======== ======== ======== ======== ========
<FN>
See accompanying notes to unaudited consolidated condensed financial statements.
</FN>
</TABLE>
6
<PAGE>
DENTSPLY INTERNATIONAL INC.
NOTES TO UNAUDITED INTERIM CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
--------------------------------------------------------------
MARCH 31, 2000
------------------
The accompanying unaudited interim consolidated condensed financial
statements reflect all adjustments (consisting only of normal recurring
adjustments) which in the opinion of management are necessary for a fair
presentation of financial position, results of operations and cash flows for
the interim periods. These interim financial statements conform to the
requirements for interim financial statements and consequently do not
include all the disclosures normally required by generally accepted
accounting principles. Disclosures included in the Company's most recent
10-K Filed March 30, 2000 are updated where appropriate.
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
- ----------------------------------------
Principles of Consolidation
- ---------------------------
The consolidated condensed financial statements include the accounts of
DENTSPLY International Inc. (the "Company") and its subsidiaries. Minority
interests in net income of consolidated subsidiaries are not material and
are included in other (income) expense, net.
Inventories
- -----------
Inventories are stated at the lower of cost or market. At March 31,
2000 and December 31, 1999, the cost of $14.4 million or 11% and $15.5
million or 11%, respectively, of inventories was determined by the last-in,
first-out (LIFO) method. The cost of other inventories was determined by
the first-in, first-out (FIFO) or average cost method.
Property, Plant and Equipment
- -----------------------------
Property, plant and equipment are stated at cost, net of accumulated
depreciation. Except for leasehold improvements, depreciation for financial
reporting purposes is computed by the straight-line method over the
following estimated useful lives: buildings - generally 40 years; and
machinery and equipment - 4 to 15 years. The cost of leasehold improvements
is amortized over the shorter of the estimated useful life or the term of
the lease. For income tax purposes, depreciation is computed using various
methods.
Derivatives
- -----------
The Company's only involvement with derivative financial instruments is
forward contracts to hedge certain assets and liabilities denominated in
foreign currencies and swap agreements which convert current floating
interest debt to fixed rates.
7
<PAGE>
NOTE 2 - EARNINGS PER COMMON SHARE
- ----------------------------------
The following table sets forth the computation of basic and diluted
earnings per common share:
Three Months Ended
March 31,
2000 1999
Basic EPS Computation: ------- -------
- ---------------------
Numerator(Income) $22,193 $19,527
------- -------
Denominator:
Common shares outstanding 52,315 52,566
------- -------
Basic EPS $ .42 $ .37
======= =======
Diluted EPS Computation:
- -----------------------
Numerator(Income) $22,193 $19,527
------- -------
Denominator:
Common shares outstanding 52,315 52,566
Incremental shares from assumed
exercise of dilutive options
and warrants 221 192
------- -------
Total shares 52,536 52,758
------- -------
Diluted EPS $ .42 $ .37
======= =======
NOTE 3 - INVENTORIES
- --------------------
Inventories consist of the following:
March 31, December 31,
2000 1999
------------- ------------
(in thousands)
Finished goods $ 81,304 $ 77,786
Work-in-process 23,599 25,519
Raw materials and supplies 31,594 32,175
-------- --------
$136,497 $135,480
======== ========
Pre-tax income was $.1 million lower in the three months ended March
31, 2000 and $.1 million lower for the same period in 1999 as a result of
using the LIFO method compared to the first-in, first-out (FIFO) method. If
the FIFO method had been used to determine the cost of the LIFO inventories,
the amounts at which net inventories are stated would be lower than reported
at March 31, 2000 and December 31, 1999 by $.2 million and $.3 million,
respectively.
8
<PAGE>
NOTE 4 - PROPERTY, PLANT AND EQUIPMENT
- --------------------------------------
Property, plant and equipment consist of the following:
March 31, December 31,
2000 1999
------------- ------------
Assets, at cost: (in thousands)
Land $ 14,762 $ 15,405
Buildings and improvements 84,939 86,148
Machinery and equipment 159,042 155,735
Construction in progress 9,972 9,836
-------- --------
268,715 267,124
Less: Accumulated depreciation 91,254 86,588
-------- --------
$177,461 $180,536
======== ========
NOTE 5 - NOTES PAYABLE AND LONG-TERM DEBT
- ------------------------------------------
The decreases from December 31, 1999 in notes payable and current
portion of long-term debt ($2.0 million)and long-term debt ($11.2 million)
were primarily due to the company's strong cash flows from operating
activities.
NOTE 6 - RESTRUCTURING AND OTHER COSTS
- --------------------------------------
In 1998, the Company recorded restructuring charges related to the closure
of its German tooth manufacturing facility and the discontinuance of its New
Image division's intra-oral camera business. The activity related to these
restructurings was disclosed in the Company's most recent 10-K filed March
30, 2000 (Note 15). There was no material activity related to these
restructurings during the period ended March 31, 2000.
NOTE 7 - COMMITMENTS AND CONTINGENCIES
- --------------------------------------
DENTSPLY and its subsidiaries are from time to time parties to lawsuits
arising out of their respective operations. The Company believes that
pending litigation to which DENTSPLY is a party will not have a material
adverse effect upon its consolidated financial position or results of
operations.
9
<PAGE>
In June 1995, the Antitrust Division of the United States Department of
Justice initiated an antitrust investigation regarding the policies and
conduct undertaken by the Company's Trubyte Division with respect to the
distribution of artificial teeth and related products. On January 5, 1999
the Department of Justice filed a complaint against the Company in the U.S.
District Court in Wilmington, Delaware alleging that the Company's tooth
distribution practices violate the antitrust laws and seeking an order for
the Company to discontinue its practices. Three follow on private class
action suits on behalf of dentists, laboratories and denture patients in
seventeen states, respectively, who purchased Trubyte teeth or products
containing Trubyte teeth were filed and transferred to the U.S. District
Court in Wilmington, Delaware. These cases have been assigned to the same
judge who is handling the Department of Justice action. The class action
filed on behalf of the dentists has been dismissed by the plaintiffs. The
private party suits seek damages in an unspecified amount. The Company has
filed a motion for summary judgment in the Department of Justice case. It
is the Company's position that the conduct and activities of the Trubyte
Division do not violate the antitrust laws.
10
<PAGE>
DENTSPLY INTERNATIONAL INC.
Item 2 - Management's Discussion and Analysis of Financial Condition and
Results of Operations
Certain statements made by the Company, including without limitation,
statements containing the words "plans", "anticipates", "believes",
"expects", or words of similar import constitute forward-looking statements
which are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Investors are cautioned that
forward-looking statements involve risks and uncertainties which may
materially affect the Company's business and prospects, and should be read
in conjunction with the risk factors set forth in the Company's Annual
Report on Form 10-K for the year ended December 31, 1999.
RESULTS OF OPERATIONS
Quarter Ended March 31, 2000 Compared to Quarter Ended March 31, 1999
For the quarter ended March 31, 2000, net sales increased $15.9 million, or
8.1%, to $212.5 million, up from $196.6 million in the same period of 1999.
Base business sales grew 11.1% in the first quarter. The impact of currency
translation had a significant negative effect of 3.0% on the first quarter
results compared to the comparable period in 1999 due to the strengthening
of the U.S. dollar against the major European currencies.
Sales for the first quarter in the United States grew 12.6%. Base business
growth in ultrasonic and x-ray equipment, consumables and other dental
products was partially offset by sales declines in handpieces and non-dental
products.
European base business sales, including the Commonwealth of Independent
States (CIS), increased 4.6%. This, however, was offset by the impact of
currency translation, which had a negative 10.2% effect on the quarter.
Sales of consumables in Germany rebounded compared to the prior year quarter
but was partially offset by weak sales of equipment.
Asia (excluding Japan) and Latin America sales increased 28.8% as the 30.7%
increase in base business sales was offset slightly by the impact of
currency translation, which had a negative 1.9% on the quarter. Asia's base
business grew 80.8% as the Asian economy continued to stabilize. Prior year
Asian sales were impacted by returns from over extended dealers in India.
The Asian base business sales increase would have been 30.9% without the
increase from India's sales. Base business in Latin America grew 15.8% in
local currency, including some large intermittent government and dental
school sales, offset by a decline of 2.9% due to currency translation. Due
to the infrequency of these government and school sales, the growth rate in
the first quarter is not expected to be sustained.
11
<PAGE>
Sales in the rest of the world grew 6.8%: 5.3% from base business primarily
in Canada and Middle East/Africa (MEA); plus 1.5% from the impact of
currency translation.
Consumable product sales were up 9.6% including base business sales growth
of 12.8%, less 3.2% from the impact of currency translation.
Equipment base sales increased 8.7%. Dental x-ray equipment base sales
increased 6.8% and ultrasonic base business sales increased 18.3% (up 10%
without the increase from India). These increases were offset somewhat by
negative 2.6% from currency translation and a slight reduction in the sale
of handpieces.
Gross profit grew 8.7% in the first quarter due to higher sales and a higher
gross profit percentage. The 2000 first quarter gross profit percentage was
52.0% compared to 51.7% for the first quarter of 1999. This resulted from
favorable product mix and operating improvements, offset partially by the
negative impacts of exchange rates.
Selling, general and administrative (SG&A) expenses increased $6.5 million,
or 9.6%. As a percentage of sales, expenses increased from 34.2% in the
first quarter of 1999 to 34.7% for the same period of 2000. This increase
was mainly due to sales and marketing expenses associated with new product
launches as well as expenses related to the introduction of PepGen P-15 (new
product for the treatment of osseous or "bony" defects resulting from
moderate to severe periodontitis) to the periodontal community. In
addition, the first quarter of 1999 included a credit of $1.1 million for
pension expense in Germany resulting from the curtailment of the Dreieich
operation pension plan.
Net interest expense decreased $1.8 million in the first quarter of 2000 due
to lower debt in 2000 and savings in interest expense resulting from lower
rate Swiss debt. Other income decreased $.6 million in the first quarter of
2000. Other income in the first quarter of 1999 included $.8 million
related to the divestiture of medical businesses in 1994.
Income before income taxes increased $3.7 million, or 12.2% to $34.1 million
from $30.4 million in the first quarter of 1999. The effective tax rate for
operations was lowered to 34.9% in the first quarter of 2000 compared to
35.8% in the first quarter of 1999 reflecting savings from federal, state
and foreign tax planning activities. Net income increased $2.7 million, or
13.7%, from the first quarter of 1999 due to higher sales, higher gross
profit as a percentage of net sales, lower net interest expense, and a lower
provision for income tax. Basic and diluted earnings per common share
increased from $.37 in 1999 to $.42 in 2000, or 13.5%.
12
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
Investing activities for the three months ended March 31, 2000 include
capital expenditures of $7.0 million.
In December 1999, the Board of Directors authorized a stock buyback program
for 2000 to purchase up to 1.0 million shares of common stock on the open
market or in negotiated transactions. In March 2000, the Board of Directors
made an amendment to this program which increased the number of shares to
4.0 million. During the first three months of 2000, the Company repurchased
.8 million shares of its common stock for approximately $20 million. The
timing and amounts of any additional purchases will depend upon many
factors, including market conditions and the Company's business and
financial condition.
The Company's current ratio was 1.7 with working capital of $130.7 million
at March 31, 2000. This compares with a current ratio of 1.8 and working
capital of $138.4 million at December 31, 1999.
At the beginning of the first quarter, the Company converted approximately
$60 million under its revolving credit agreement to Swiss francs. This
enabled the Company to not only reduce its interest expense by 2.5% to 3.5%
but also allowed the Company to naturally hedge its Swiss franc exposure on
its investments in Switzerland. The Company expects on an ongoing basis, to
be able to finance cash requirements, including capital expenditures, stock
repurchases, debt service, and possible future acquisitions, from the funds
generated from operations and amounts available under the existing Bank
Revolving Loan and Commercial Paper facilities.
For the three months ended March 31, 2000, cash flows from operating
activities were $40.7 million compared to $17.3 million for the three months
ended March 31, 1999. The 1999 cash flows from operating activities
included $9.2 million of negative cash flows associated with the two
restructurings recorded in 1998. The increase of $23.4 million results
primarily from increased earnings, decreases in accounts receivable,
deferred income taxes and prepaid expenses and other current assets and
increases in accrued liabilities offset by increases in inventories.
NEW STANDARDS
Statement of Financial Accounting Standards No. 133 ("FASB 133"),
"Accounting for Derivative Instruments and Hedging Activities," was issued
by the Financial Accounting Standards Board (FASB) in June 1998. This
Statement establishes accounting and reporting standards for derivative
instruments, including certain derivative instruments embedded in other
contracts, and for hedging activities. It requires recognition of all
derivatives as either assets or liabilities on the balance sheet and
measurement of those instruments at fair value. If certain conditions are
met, a derivative may be designated specifically as (a) a hedge of the
exposure to changes in the fair value of a recognized asset or liability or
an unrecognized firm commitment referred to as a fair value hedge, (b) a
hedge of the exposure to variability in cash flows of a forecasted
transaction (a cash flow hedge), or (c) a hedge of the foreign currency
exposure of a net investment in a foreign operation, an unrecognized firm
commitment, an available-for-sale security, or a forecasted transaction.
13
<PAGE>
This statement was originally required to be adopted effective January 1,
2000; however, in June 1999 FASB issued SFAS No. 137 "Accounting for
Derivative Instruments and Hedging Activities - Deferral of the Effective
Date of FASB Statement No. 133", which delays the effective date to January
1, 2001. The Company has not yet determined the full effect of adopting
FASB 133.
YEAR 2000
The changeover to the year 2000 ("Y2K") has resulted in no significant
issues or problems for the Company. Worldwide operations continued without
interruption as the Company's information systems, equipment and utility
providers functioned as normal throughout the transition. In addition, to
date, the Company has not been adversely impacted by any Y2K problems
experienced by its customers or vendors. Although the Company has not
experienced any Y2K problems, it is continuing to monitor potential areas of
risk.
EURO CURRENCY CONVERSION
On January 1, 1999, eleven of the fifteen member countries of the European
Union (the "participating countries") established fixed conversion rates
between their legacy currencies and the newly established Euro currency.
The legacy currencies will remain legal tender in the participating
countries between January 1, 1999 and January 1, 2002 (the "transition
period"). Starting January 1, 2002 the European Central Bank will issue
Euro-denominated bills and coins for use in cash transactions. On or before
July 1, 2002, the legacy currencies of participating countries will no
longer be legal tender for any transactions.
The Company's various operating units which are affected by the Euro
conversion intend to keep their books in their respective legacy currency
through a portion of the three year transition period. At this time, the
Company does not expect the reasonable foreseeable consequences of the Euro
conversion to have material adverse effects on the Company's business,
operations or financial condition.
IMPACT OF INFLATION
The Company has generally offset the impact of inflation on wages and the
cost of purchased materials by reducing operating costs and increasing
selling prices to the extent permitted by market conditions.
Item 3 - Quantitative and Qualitative Disclosures About Market Risk
There have been no significant material changes to the market risks as
disclosed in the Company's Annual Report on Form 10-K filed for the year
ending December 31, 1999.
14
<PAGE>
PART II
OTHER INFORMATION
Item 1 - Legal Proceedings
DENTSPLY and its subsidiaries are from time to time parties to lawsuits
arising out of their respective operations. The Company believes that
pending litigation to which DENTSPLY is a party will not have a material
adverse effect upon its consolidated financial position or results of
operations.
In June 1995, the Antitrust Division of the United States Department of
Justice initiated an antitrust investigation regarding the policies and
conduct undertaken by the Company's Trubyte Division with respect to the
distribution of artificial teeth and related products. On January 5, 1999
the Department of Justice filed a complaint against the Company in the U.S.
District Court in Wilmington, Delaware alleging that the Company's tooth
distribution practices violate the antitrust laws and seeking an order for
the Company to discontinue its practices. Three follow on private class
action suits on behalf of dentists, laboratories and denture patients in
seventeen states, respectively, who purchased Trubyte teeth or products
containing Trubyte teeth were filed and transferred to the U.S. District
Court in Wilmington, Delaware. These cases have been assigned to the same
judge who is handling the Department of Justice action. The class action
filed on behalf of the dentists has been dismissed by the plaintiffs. The
private party suits seek damages in an unspecified amount. The Company has
filed a motion for summary judgment in the Department of Justice case. It
is the Company's position that the conduct and activities of the Trubyte
Division do not violate the antitrust laws.
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibits. The following exhibits are filed herewith:
---------
Number Description
------ -----------
27 Financial Data Schedule (pursuant to Item 601(c)(1)(iv)
of Regulation S-K, this exhibit shall not be deemed
filed for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended)
(b) Reports on Form 8-K
-------------------
On February 16, 2000 the Company filed a Form 8-K, under item 4,
reporting that it had changed its Certifying Accountants effective
for the 2000 fiscal year and other information required by
Regulation S-K Item 304. On March 1, 2000, Amendment 1 to this
Form 8-K was filed on Form 8-K/A, under items 4 and 7. This
amendment related to the inclusion of a letter from the former
accountants stating whether they agree or disagree with the
statements made by the Company under item 4.
15
<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.
DENTSPLY INTERNATIONAL INC.
May 15, 2000 /s/ John C. Miles II
- ----------------- ----------------------------------
Date John C. Miles II
Chairman and
Chief Executive Officer
May 15, 2000 /s/ William R. Jellison
- ----------------- ----------------------------------
Date William R. Jellison
Senior Vice President and
Chief Financial Officer
16
<PAGE>
EXHIBIT INDEX
-------------
Number Description Sequential Page No.
------ ----------- -------------------
27 Financial Data Schedule 18
(pursuant to Item 601(c)(1)(iv) of
Regulation S-K, this exhibit shall
not be deemed filed for purposes
of Section 18 of the Securities
Exchange Act of 1934, as amended)
17
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS OF DENTSPLY INTERNATIONAL
INC. AT MARCH 31, 2000 AND FOR THE FISCAL QUARTER THEN ENDED, AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000818479
<NAME> DENTSPLY INTERNATIONAL
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 7298
<SECURITIES> 0
<RECEIVABLES> 124899
<ALLOWANCES> 0
<INVENTORY> 136497
<CURRENT-ASSETS> 307569
<PP&E> 268715
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0
0
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</TABLE>
