<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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Form 10-Q
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/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 25, 1994
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission File Number 1-5353
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TELEFLEX INCORPORATED
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(Exact Name of Registrant as Specified in its Charter)
Delaware 23-1147939
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(State of Incorporation) (IRS Employer Identification Number)
630 West Germantown Pike, Suite 450
Plymouth Meeting, PA 19462
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(Address of Principal Executive Office) (Zip Code)
(610) 834-6301
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(Telephone Number Including Area Code)
None
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(Former Name, Former Address and Former Fiscal Year,
If Changed Since Last Report)
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
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Indicate the number of shares outstanding of each of the issuer's classes of
Common Stock as of the latest practicable date.
<TABLE>
<CAPTION>
Class Outstanding at September 25, 1994
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<S> <C>
Common Stock, $1.00 Par Value 17,219,146
</TABLE>
<PAGE> 2
Teleflex Incorporated
Condensed Consolidated Balance Sheet
(Dollars in Thousands)
Assets
<TABLE>
<CAPTION>
Sept. 25, Dec. 26,
1994 1993
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<S> <C> <C>
Current assets
Cash and cash equivalents $35,964 $11,255
Accounts receivable less allowance for
doubtful accounts 176,819 143,489
Inventories
Raw materials and manufactured parts 74,475 67,979
Work-in-process and finished goods 90,455 91,308
Prepaid expenses 7,382 8,218
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385,095 322,249
Property, plant and equipment, at cost,
less accumulated depreciation 256,491 261,421
Investments in affiliates 8,279 5,297
Intangibles and other assets 49,163 51,609
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$699,028 $640,576
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<CAPTION>
Liabilities and shareholders' equity
<S> <C> <C>
Current liabilities
Current portion of borrowings and
demand loans $72,657 $70,739
Accounts payable and accrued expenses 92,385 77,259
Estimated income taxes payable 8,223 2,855
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173,265 150,853
Long-term borrowings 191,079 183,504
Deferred income taxes and other 37,399 36,429
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401,743 370,786
Shareholders' equity 297,285 269,790
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$699,028 $640,576
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</TABLE>
<PAGE> 3
Teleflex Incorporated
Condensed Consolidated Statement of Income
(Dollars in Thousands Except for Per Share Amounts)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
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Sept. 25, Sept. 26, Sept. 25, Sept. 26,
1994 1993 1994 1993
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Revenues $193,367 $156,878 $593,907 $489,374
-------- -------- -------- --------
Cost of sales 133,602 109,178 410,869 337,996
Operating expenses 43,697 34,359 125,181 103,455
Interest expense 4,688 3,680 13,953 10,838
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181,987 147,217 550,003 452,289
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Income before taxes 11,380 9,661 43,904 37,085
Provision for taxes on income 3,983 3,757 15,366 13,355
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Net income $7,397 $5,904 $28,538 $23,730
======== ======== ======== ========
Earnings per share $0.42 $0.34 $1.63 $1.38
Dividends per share $0.135 $0.115 $0.385 $0.335
Average number of common and common
equivalent shares outstanding 17,543 17,298 17,509 17,238
</TABLE>
<PAGE> 4
Teleflex Incorporated
Condensed Consolidated Statement of Cash Flows
(Dollars in Thousands)
<TABLE>
<CAPTION>
Nine Months Ended
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Sept. 25, Sept. 26,
1994 1993
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<S> <C> <C>
Cash flows from operating activities:
Net income $28,538 $23,730
Adjustments to reconcile net income to cash
flows from operating activities:
Depreciation and amortization 24,128 21,019
(Increase) in accounts receivable (26,622) (3,898)
Decrease in inventory 111 1,306
Decrease (increase) in prepaid expenses 836 (400)
Increase in accounts payable and
accrued expenses 12,212 2,653
Increase (decrease) in estimated income
taxes payable 4,962 (4,159)
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44,165 40,251
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Cash flows from financing activities:
Proceeds from new borrowings 3,574 10,667
Reduction in long-term borrowings (6,641) (14,785)
(Decrease)increase in current borrowings
and demand loans (358) 2,100
Proceeds from stock compensation plans
and distribution of treasury shares 3,276 3,809
Dividends (6,607) (5,678)
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(6,756) (3,887)
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Cash flows from investing activities:
Expenditures for plant assets 15,739 17,568
Payments for businesses acquired 1,972 37,315
Proceeds from sale of businesses and assets (6,345)
Investments in affiliates 3,180 924
Other (1,846) 346
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12,700 56,153
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Net increase (decrease) in cash
and cash equivalents 24,709 (19,789)
Cash and cash equivalents at the
beginning of the period 11,255 36,331
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Cash and cash equivalents at the
end of the period $35,964 $16,542
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</TABLE>
<PAGE> 5
Teleflex Incorporated
Notes to Condensed Consolidated Financial Statements
Note 1 The accompanying unaudited condensed consolidated financial statements
for the three months ended September 25, 1994 and September 26, 1993
contain all adjustments, consisting only of normal recurring
adjustments, which in the opinion of management are necessary to
present fairly the financial position, results of operations and
cash flows for the periods then ended in accordance with the current
requirements for Form 10-Q.
Note 2 At September 25, 1994, 1,229,833 shares of common stock were reserved
for issuance under the Company's stock compensation plans.
<PAGE> 6
Management's Analysis of Quarterly Financial Data
Revenues increased 23% to $193.4 million in the third quarter of 1994
compared to $156.9 million in 1993. The increase was the result of gains in
the Commercial Products and Medical Products segments while sales in the
Aerospace Products and Services Segment declined slightly. The Commercial
Segment increase was brought about by improved market conditions for the
Automotive, Marine and Industrial product lines and increased sales of new
marine electronics products. Medical Segment sales increased from the
acquisition of Edward Weck Incorporated in December 1993 and higher volume in
European markets. The decline in Aerospace Segment sales was attributable to
continued weakness in the aerospace controls and commercial aviation markets.
Overall gross profit as a percentage of sales improved slightly from 30.4%
in 1993 to 30.9% in 1994 due to increases in Medical and Commercial Segment
margins which offset a decline in the Aerospace Segment. Operating expenses
increased from 21.9% of sales in 1993 to 22.6% of sales in 1994 resulting
generally from an increase in the Aerospace Segment.
Working capital increased from $171.4 million at December 26, 1993 to
$211.8 million at September 25, 1994 due primarily to the increase in accounts
receivable associated with the increase in revenues. The ratio of current
assets to current liabilities was 2.2 to 1 at September 25, 1994 compared to
2.1 to 1 at December 26, 1993. Cash provided by operations increased during
the third quarter of 1994 compared with 1993 which was due to higher net income
and improvement in the changes in current liability accounts mainly related to
timing.
Long-term borrowings increased from $183.5 million at December 26, 1993 to
$191.1 million at September 25, 1994. The increase resulted principally from
the effects of translation on the Company's foreign currency denominated
long-term debt. Long-term debt to total capitalization was approximately 40%
at both December 26, 1993 and at September 25, 1994.
<PAGE> 7
Teleflex Incorporated
Part II Other Information
Item 6. Exhibits and Reports on Form 8-K
(A) Reports on Form 8-K.
No reports on Form 8-K were filed during
the quarter.
<PAGE> 8
Teleflex Incorporated
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.
TELEFLEX INCORPORATED
/s/ Harold L. Zuber, Jr.
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Harold L. Zuber, Jr.
(Principal Financial and
Accounting Officer)
/s/ Steve K. Chance
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Steven K. Chance
(Vice President)
October 28, 1994
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-25-1994
<PERIOD-START> DEC-27-1993
<PERIOD-END> SEP-25-1994
<CASH> 35,964
<SECURITIES> 0
<RECEIVABLES> 176,819
<ALLOWANCES> 0
<INVENTORY> 164,930
<CURRENT-ASSETS> 385,095
<PP&E> 256,491
<DEPRECIATION> 0
<TOTAL-ASSETS> 699,028
<CURRENT-LIABILITIES> 173,265
<BONDS> 191,079
<COMMON> 0
0
0
<OTHER-SE> 297,285
<TOTAL-LIABILITY-AND-EQUITY> 699,028
<SALES> 593,907
<TOTAL-REVENUES> 593,907
<CGS> 410,869
<TOTAL-COSTS> 410,869
<OTHER-EXPENSES> 125,181
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 13,953
<INCOME-PRETAX> 43,904
<INCOME-TAX> 15,366
<INCOME-CONTINUING> 28,538
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 28,538
<EPS-PRIMARY> 1.63
<EPS-DILUTED> 1.63
</TABLE>