U.S. 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 July 4, 2003
Commission File Number 1-16137
WILSON GREATBATCH TECHNOLOGIES, INC.
(Exact name of Registrant as specified in its charter)
Delaware
(State of incorporation)
16-1531026
(I.R.S. employer identification no.)
9645 Wehrle Drive
Clarence, New York
14031
(Address of principal executive offices)
(716) 759-6901
(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. Yes [ X ] No [ ]
Indicate by check mark whether the Registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes [ X ] No [ ]
The number of shares outstanding of the Company's common stock, $.001 par value per share, as of August 15, 2003 was: 21,166,768
WILSON GREATBATCH TECHNOLOGIES, INC.
TABLE OF CONTENTS FOR FORM 10-Q
QUARTER AND SIX MONTH PERIOD ENDED JUNE 30, 2003
|
Page |
|
| COVER PAGE |
1 |
| TABLE OF CONTENTS |
2 |
| PART I - FINANCIAL INFORMATION | |
| ITEM 1. Financial Statements | |
| Condensed Consolidated Balance Sheets |
3 |
| Condensed Consolidated Statements of Operations |
4 |
| Condensed Consolidated Statements of Cash Flows |
5 |
| Notes to Condensed Consolidated Financial Statements |
6 |
| ITEM 2. Management's Discussion and Analysis of Financial Condition and |
14 |
| Results of Operations | |
| ITEM 3. Quantitative and Qualitative Disclosures About Market Risk |
19 |
| ITEM 4. Controls and Procedures |
20 |
| PART II - OTHER INFORMATION | |
| ITEM 1. Legal Proceedings |
21 |
| ITEM 2. Changes in Securities and Use of Proceeds |
21 |
| ITEM 3. Defaults Upon Senior Securities |
21 |
| ITEM 4. Submission of Matters to a Vote of Security Holders |
21 |
| ITEM 5. Other Information |
21 |
| ITEM 6. Exhibits and Reports on Form 8-K |
22 |
| SIGNATURES |
23 |
| EXHIBIT INDEX |
24 |
- 2 -
PART I – FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
WILSON GREATBATCH TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEET - Unaudited
(IN THOUSANDS)
|
ASSETS |
June 30, |
December 31, |
||
|
|
2003 |
2002 |
||
|
Current assets: |
||||
|
Cash and cash equivalents |
$ | 99,474 | $ | 4,608 |
|
Short-term investments |
2,991 | - | ||
|
Accounts receivable, net |
26,725 | 19,310 | ||
|
Inventories |
32,648 | 34,908 | ||
|
Prepaid expenses and other current assets |
849 | 3,339 | ||
|
Refundable income taxes |
2,887 | 3,038 | ||
|
Deferred income taxes |
3,349 | 3,349 | ||
|
Total current assets |
168,923 | 68,552 | ||
|
|
||||
|
Property, plant, and equipment, net |
65,270 | 64,699 | ||
|
Intangible assets, net |
53,042 | 55,804 | ||
|
Goodwill |
119,521 | 119,407 | ||
|
Other assets |
7,146 | 3,789 | ||
|
Total assets |
$ | 413,902 | $ | 312,251 |
|
|
||||
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
||||
|
|
||||
|
Current liabilities: |
||||
|
Accounts payable |
$ | 3,996 | $ | 5,726 |
|
Accrued expenses and other current liabilities |
15,600 | 13,872 | ||
|
Current portion of long-term debt |
475 | 8,750 | ||
|
Total current liabilities |
20,071 | 28,348 | ||
|
|
||||
|
Long-term debt, net of current portion |
170,970 | 76,250 | ||
|
Other long-term liabilities |
813 | 790 | ||
|
Total liabilities |
191,854 | 105,388 | ||
|
|
||||
|
Stockholders' equity: |
||||
|
Preferred stock |
- | - | ||
|
Common stock |
21 | 21 | ||
|
Additional paid-in capital |
206,716 | 202,279 | ||
|
Deferred stock-based compensation |
(1,104) |
|
- | |
|
Retained earnings |
16,415 | 5,426 | ||
|
Treasury stock, at cost |
- | (863) | ||
|
Total stockholders’equity |
222,048 | 206,863 | ||
|
Total liabilities and stockholders' equity |
$ | 413,902 | $ | 312,251 |
The accompanying notes are an integral part of these condensed consolidated financial statements
- 3 -
|
WILSON GREATBATCH TECHNOLOGIES, INC. |
|||||||
|
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS - Unaudited |
|||||||
|
(IN THOUSANDS EXCEPT PER SHARE AMOUNTS) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
Six months ended |
||||
|
|
|
June 30, |
|
June 30, |
||||
|
|
|
2003 |
|
2002 |
|
2003 |
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
Sales |
$ |
55,802 |
$ |
38,328 |
$ |
110,659 |
$ |
74,631 |
|
Cost of sales |
|
32,631 |
|
22,729 |
|
64,675 |
|
43,080 |
|
Gross profit |
|
23,171 |
|
15,599 |
|
45,984 |
|
31,551 |
|
Selling, general and administrative expenses |
|
8,177 |
|
5,354 |
|
15,868 |
|
11,010 |
|
Research, development and engineering costs, net |
4,635 |
|
3,390 |
|
9,195 |
|
7,044 |
|
|
Amortization of intangible assets |
|
813 |
|
886 |
|
1,628 |
||