<PAGE>
This Form 10-Q consists of 9 sequentially numbered pages. The exhibit index
appears on sequentially numbered page 5.
FORM 10-Q/A
(Amendment No. 1)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
Commission file number: 01-10920
Fisher Scientific International Inc.
(Exact name of registrant as specified in its charter)
Delaware 02-0451017
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Liberty Lane
Hampton, New Hampshire 03842
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (603) 926-5911
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: Yes x .No .
--- ---
The number of shares of Common Stock outstanding at April 30, 1996 was
16,401,915.
1
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FISHER SCIENTIFIC INTERNATIONAL INC.
FORM 10-Q/A
(Amendment No. 1)
FOR THE QUARTER ENDED MARCH 31, 1996
INDEX
Page No.
--------
Part II - Other Information:
Item 6 - Exhibits and Reports on Form 8-K. . . . . . . . . . . . . 3
SIGNATURE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
EXHIBIT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
2
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The undersigned registrant hereby amends Item 6 of Part II of its Quarterly
Report on Form 10-Q for the period ended March 31, 1996.
PART II - OTHER INFORMATION
ITEM 6 - EXHIBITS AND REPORTS ON FORMS 8-K
(a) Exhibits:
Exhibit 11 - Computation of Earnings Per Common Share for the Three
Months Ended March 31, 1996 and 1995
Exhibit 18 - Letter Regarding Change in Methods of Accounting for
Certain Inventories from Deloitte & Touche LLP.
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K:
none
3
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this amendment to be signed on its behalf
by the undersigned thereunto duly authorized.
FISHER SCIENTIFIC INTERNATIONAL INC.
Date: May 21, 1996 Paul F. Patek
------------------------------------
PAUL F. PATEK
Vice President
Controller
4
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- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------------------
FISHER SCIENTIFIC INTERNATIONAL INC.
EXHIBITS
TO
FORM 10-Q/A
(Amendment No. 1)
for the three months ended March 31, 1996
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
5
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION PAGE
- ----------- ----------- ----
11 Computation of Earnings 7
Per Common Share for the
Three Months Ended
March 31, 1996 and 1995
18 Letter Regarding Change 8
in Method of Accounting for
Certain Inventories from
Deloitte & Touche LLP
27 Financial Data 9
Schedule
6
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EXHIBIT 11
FISHER SCIENTIFIC INTERNATIONAL INC.
COMPUTATION OF EARNINGS PER COMMON SHARE
(IN MILLIONS, EXCEPT PER SHARE AMOUNTS)
(unaudited)
PRIMARY EARNINGS PER SHARE WERE CALCULATED AS FOLLOWS:
Three Months Ended
March 31,
1996 1995
----- -----
Total income used for primary
earnings per share
$ 4.5 $ 6.8
----- -----
----- -----
Average common shares
outstanding 16.4 16.0
Other 0.4 0.3
----- -----
Average shares and equivalents 16.8 16.3
----- -----
----- -----
Primary earnings per share $0.27 $0.42
FULLY DILUTED EARNINGS PER SHARE WERE
CALCULATED AS FOLLOWS:
Three Months Ended
March 31,
1996 1995
----- -----
Net income $ 4.5 $ 6.8
Interest expense of
Convertible Subordinated Notes,
net of taxes 1.1 1.1
----- -----
Total income used for fully
diluted earnings per share $ 5.6 $ 7.9
----- -----
----- -----
Average common shares
outstanding 16.4 16.0
Common equivalent shares
for Convertible Subordinated Notes 3.6 3.6
Other 0.4 0.3
----- -----
Average shares and equivalents 20.4 19.9
----- -----
----- -----
Fully diluted earnings per share $0.27 $0.40
----- -----
----- -----
Note: Amounts may not calculate due to rounding.
7
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EXHIBIT 18
LETTER REGARDING CHANGE IN METHOD OF ACCOUNTING
FOR CERTAIN INVENTORIES
May 8, 1996
Fisher Scientific International Inc.
Liberty Lane
Hampton, New Hampshire 03842
Dear Sirs:
At your request, we have read the description included in Note 3 to the
condensed consolidated financial statements of Fisher Scientific International
Inc. (the "Company") as of and for the three months ended March 31, 1996
included in your Quarterly Report on Form 10-Q to the Securities and Exchange
Commission for the quarter ended March 31, 1996 of the facts relating to a
change in the method of accounting for certain inventories of the Company's
newly acquired subsidiary, Curtin Matheson Scientific Inc., from the first-in,
first-out method to the last-in, first-out method. You have advised us that you
believe the change is to a preferable method in your circumstances because the
last-in, first-out method is the method used by the Company's principal United
States operating subsidiary, Fisher Scientific Company, for similar inventories
and because this method more closely matches current costs with current selling
prices. While there are no specific authoritative criteria for determining a
"preferable" inventory cost method based on particular circumstances, we
believe, based on the facts so set forth and other information furnished to us
by appropriate officials of the Company, that the accounting change described in
your Form 10-Q is to an alternative accounting principle that is preferable
under the circumstances.
We have not audited any consolidated financial statements of Fisher Scientific
International Inc. as of any date or for any period subsequent to December 31,
1995. Therefore, we are unable to express, and do not express an opinion on the
facts set forth in the above-mentioned Form 10-Q, on the information furnished
to us by officials of the Company, or on the financial position, results of
operations, or cash flows of Fisher Scientific International Inc. as of any date
or for any period subsequent to December 31, 1995.
Yours truly,
DELOITTE & TOUCHE LLP
8
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<PAGE>
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<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET AS OF MARCH 31, 1996 AND THE INCOME STATEMENT FOR THE THREE MONTHS ENDED
MARCH 31, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
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