SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 1995
Commission File Number 1-6926
C. R. BARD, INC.
(Exact name of registrant as specified in its charter)
New Jersey 22-1454160
(State of incorporation) (I.R.S. Employer Identification No.)
730 Central Avenue, Murray Hill, New Jersey 07974
(Address of principal executive offices)
Registrant's telephone number,
including area code: (908) 277-8000
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
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Class Outstanding at April 28, 1995
Common Stock - $.25 par value 52,114,302
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C. R. BARD, INC. AND SUBSIDIARIES
INDEX
Page No.
PART I - FINANCIAL INFORMATION
Condensed Consolidated Balance Sheets -
March 31, 1995 and December 31, 1994 1
Condensed Statements of Consolidated Income
and Retained Earnings For The Three Months
Ended March 31, 1995 and 1994 2
Condensed Consolidated Statements of Cash
Flows For The Three Months Ended
March 31, 1995 and 1994 3
Notes to Consolidated Financial Statements 4
Management's Discussion and Analysis of Financial
Condition and Results of Operations 4
PART II - OTHER INFORMATION 6
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C. R. BARD, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(thousands of dollars)
<CAPTION>
March 31, December 31,
1995 1994
<S> <C> <C>
ASSETS (Unaudited)
Current Assets:
Cash and short-term investments $ 37,800 $ 34,200
Accounts receivable, net 191,400 187,300
Inventories 202,000 199,200
Other current assets 14,200 7,300
Total current assets 445,400 428,000
Long-term investments 12,500 13,300
Property, plant and equipment, net 198,900 199,900
Intangible assets, net of amortization 264,900 265,400
Other assets 54,900 51,800
$976,600 $958,400
</TABLE>
<TABLE>
<CAPTION>
LIABILITIES AND SHAREHOLDERS' INVESTMENT
<S> <C> <C>
Current Liabilities:
Short-term borrowings and current
maturities of long-term debt $202,200 $195,900
Accounts payable 36,200 39,200
Accrued expenses 112,100 121,500
Federal and foreign income taxes 14,100 8,000
Total current liabilities 364,600 364,600
Long-term debt 78,900 78,300
Other long-term liabilities 70,400 75,700
Shareholders' Investment
Preferred stock, $1 par value,
authorized 5,000,000 shares;
none issued --- ---
Common stock, $.25 par value,
authorized 300,000,000 shares;
issued and outstanding 52,068,912
shares and 52,047,524 shares 13,000 13,000
Capital in excess of par value 21,900 20,500
Retained earnings 418,100 403,300
Other 9,700 3,000
462,700 439,800
$976,600 $958,400
<FN>
</TABLE>
The accompanying notes to consolidated financial statements are an
integral part of these balance sheets.
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C. R. BARD, INC. AND SUBSIDIARIES
CONDENSED STATEMENTS OF CONSOLIDATED INCOME AND RETAINED EARNINGS
(thousands except per share amounts)
(Unaudited)
<CAPTION>
For The Three Months Ended
March 31,
1995 1994
<S> <C> <C>
Net sales $264,100 $247,400
Costs and expenses:
Cost of goods sold 129,300 121,300
Marketing, selling and administrative 77,800 71,800
Research and development expense 18,400 17,700
225,500 210,800
Operating income 38,600 36,600
Interest expense 5,700 2,600
Other income(expense), net 1,700 (1,000)
Income before taxes 34,600 33,000
Provision for income taxes 10,400 10,200
Net income 24,200 22,800
Retained earnings, beginning of period 403,300 367,400
Treasury stock retired (1,600) (5,000)
Cash dividends (7,800) (7,300)
Retained earnings, end of period $418,100 $377,900
Weighted average shares outstanding 51,992 52,027
Net income per share $ .47 $ .44
Cash dividends per share $ .15 $ .14
<FN>
</TABLE>
The accompanying notes to consolidated financial statements are an
integral part of these statements.
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C. R. BARD, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(thousands of dollars)
(Unaudited)
<CAPTION>
For The Three Months Ended
March 31,
1995 1994
<S> <C> <C>
Cash flows from operating activities:
Net income $ 24,200 $ 22,800
Noncash items and other (14,100) (8,500)
10,100 14,300
Cash flows from investing activities:
Capital expenditures (4,200) (9,300)
Other long-term investments, net (1,200) (900)
(5,400) (10,200)
Cash flows from financing activities:
Purchase of common stock (1,600) (5,100)
Dividends paid (7,800) (7,300)
Other financing activities 8,300 20,100
(1,100) 7,700
Increase in cash and short-term
investments $ 3,600 $ 11,800
<FN>
</TABLE>
The accompanying notes to consolidated financial statements are an
integral part of these statements.
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C. R. BARD, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
The Company believes that it has included all adjustments,
consisting only of normal recurring adjustments, which are
necessary to present fairly the results of operations for these
periods. The results of operations for the interim periods are not
necessarily indicative of results of operations for a full year.
These financial statements should be read in conjunction with the
Consolidated Financial Statements and Notes to Consolidated
Financial Statements, as filed by the Company in the 1994 Annual
Report on Form 10-K.
The Company enters into foreign exchange contracts to help reduce
the exposure to fluctuations between certain currencies. As of
March 31, 1995, the contracts relate to the anticipated normal
purchases by its subsidiaries in Japan and Germany from its
subsidiary in Ireland. At March 31, 1995, there were Irish pound
contracts outstanding payable in Japanese yen and German marks on
a monthly basis through February 1996 totaling 21,600,000 Irish
pounds. Gains and losses which are required to be reflected on a
mark-to-market basis are not significant.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Consolidated net sales for the first quarter of 1995 of
$264,100,000 was an increase of 7 percent over the first quarter
1994 sales of $247,400,000. Surgical is now the Company's largest
product group with 12 percent growth helped by acquisitions made in
1994 and specialty products. Urology increased 11 percent with
Contigen Bard Collagen implant and acquisitions playing major
roles. Cardiovascular was down 2 percent, however, two angioplasty
catheters were fully launched during the second quarter in
international markets which should increase sales for the
cardiovascular group through the remainder of 1995.
PRODUCT GROUP SUMMARY OF NET SALES
(in thousands)
For the Three Months Ended March 31,
Percent
1995 1994 Change
Cardiovascular $ 90,900 $ 92,400 (2)
Urological 78,800 71,000 11
Surgical 94,400 84,000 12
Net sales $264,100 $247,400 7
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C. R. BARD, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (cont'd)
U.S. sales were $177,600,000 for the first quarter of 1995, a
decline of 1 percent against the first quarter of 1994. The
cardiovascular business declined due to a lack of new product
introductions. The core urological and surgical products were soft
in the first quarter since key hospital procedure rates had
dropped. However, offsetting these factors, the Company did
experience good growth in several surgical specialties led by
vascular access products and gastroenterology products. Contigen
Bard Collagen implant grew at over 20 percent for the quarter.
International sales were $86,500,000 for the first quarter of 1995
representing a 27 percent increase. This increase was helped
significantly by the Company's acquisitions made in 1994. Currency
translation contributed 7 percent of the increase to international
sales for the quarter.
The gross profit margin of 51.0 percent remained the same for the
three months ended March 31, 1994 and 1995.
Interest expense increased during the first quarter of 1995 as a
result of additional borrowings incurred to fund acquisitions made
in 1994 and an increase in interest rates.
Other income (expense), net, totaled $1,700,000 as income
(primarily foreign exchange gains) for the three months ended March
31, 1995 compared with expense of $1,000,000 for the same period in
1994.
Net income of $24,200,000 and earnings per share of 47 cents for
the quarter ended March 31, 1995 were increases of 6 percent and 7
percent, respectively, compared with the first quarter of 1994.
During the first three months of 1995 and 1994, the Company
acquired 59,500 and 186,400, respectively, of its common shares
which were retired.
Other shareholders' investment consisted of translation adjustment
of $12,300,000 offset by $2,600,000 of unearned restricted stock at
March 31, 1995 and translation adjustment of $5,800,000 offset by
$2,800,000 of unearned restricted stock at December 31, 1994.
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C. R. BARD, INC. AND SUBSIDIARIES
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders.
(a) The registrant held its Annual Meeting of Shareholders on
April 19, 1995.
(b) Proxies for the meeting were solicited pursuant to
Regulation 14; there was no solicitation in opposition to
management's nominees for directors as listed in the Proxy
Statement and all such nominees were elected. The results
of voting for the four Class II directors elected for a
term of three years to serve until the 1998 Annual Meeting
were as follow: Joseph F. Abeley, Jr., For - 43,544,078
Authority Withheld - 315,575; Robert P. Luciano, For -
43,577,678 Authority Withheld - 281,975; and Robert H.
McCaffrey, For - 43,552,038 Authority Withheld - 307,615;
Benson F. Smith, For - 43,585,234 authority withheld -
274,419 and the additional Class III director elected for
a term of one year was as follow: T. Kevin Dunnigan, For -
43,563,085 Authority Withheld - 296,568.
(c) Briefly described below is each other matter voted upon at
the Annual Meeting and the number of affirmative votes,
negative votes and abstentions and broker nonvotes with
respect to each matter.
(i) Ratification of the appointment of Arthur
Andersen LLP as independent public accountants
for the year 1995.
For 43,614,980
Against 98,669
Abstain and Broker Nonvotes 146,004
(ii) Shareholder proposal relating to annual election
of directors.
For 16,433,914
Against 20,834,302
Abstain and Broker Nonvotes 6,591,437
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C. R. BARD, INC. AND SUBSIDIARIES
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 27 - Financial Data Schedule
(b) There were no reports on Form 8-K filed by the Company
during the quarter ended March 31, 1995.
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.
C. R. BARD, INC.
(Registrant)
William C. Bopp /s/
William C. Bopp
Senior Vice President and
Chief Financial Officer
Charles P. Grom /s/
Charles P. Grom
Vice President and Controller
and Chief Accounting Officer
DATE: May 5, 1995
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<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<CASH> 37,800
<SECURITIES> 0
<RECEIVABLES> 191,400
<ALLOWANCES> 0
<INVENTORY> 202,000
<CURRENT-ASSETS> 445,400
<PP&E> 319,600
<DEPRECIATION> 120,700
<TOTAL-ASSETS> 976,600
<CURRENT-LIABILITIES> 364,600
<BONDS> 78,900
<COMMON> 13,000
0
0
<OTHER-SE> 449,700
<TOTAL-LIABILITY-AND-EQUITY> 976,600
<SALES> 264,100
<TOTAL-REVENUES> 264,100
<CGS> 129,300
<TOTAL-COSTS> 222,500
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 5,700
<INCOME-PRETAX> 34,600
<INCOME-TAX> 10,400
<INCOME-CONTINUING> 24,200
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 24,200
<EPS-PRIMARY> .47
<EPS-DILUTED> .47
</TABLE>