=================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date of Report (Date of earliest event reported): April 29, 1999
THE COOPER COMPANIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-8597 94-2657368
(State or other jurisdiction (Commission File Number) (IRS Employer Identification No.)
of incorporation)
6140 Stoneridge Mall Road, Suite 590, Pleasanton, California 94588
(Address of principal executive offices)
(925) 460-3600
(Registrant's telephone number, including area code)
=================================================================
ITEM 5. Other Events.
On April 29, 1999, The Cooper Companies, Inc. (the "Company") issued a press
release announcing that new marketing initiatives will mean rapid growth and
market leadership.
On May 12, 1999, the Company issued a press release announcing it expects to
exceed second quarter earnings estimates as gross margins improve.
These two releases are filed as exhibits hereto and are incorporated by
reference herein.
ITEM 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit
No. Description
- ------- -----------
99.1 Press Release dated April 29, 1999 of The Cooper
Companies, Inc.
99.2 Press Release dated May 12, 1999 of The Cooper
Companies, Inc.
SIGNATURE
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 hereunto duly authorized.
THE COOPER COMPANIES, INC.
By /s/ Robert S. Weiss
----------------------
Robert S. Weiss
Executive Vice President, Chief
Financial Officer and Treasurer
(Principal Accounting Officer)
Dated: May 14, 1999
EXHIBIT INDEX
Exhibit Sequentially
No. Description Numbered Page
- ------- ----------- -------------
99.1 Press Release dated April 29, 1999 of The Cooper
Companies, Inc.
99.2 Press Release dated May 12, 1999 of The Cooper
Companies, Inc.
STATEMENT OF DIFFERENCES
The trademark symbol shall be expressed as...........................'TM'
The registered trademark symbol shall be expressed as................'r'
The service mark symbol shall be expressed as........................'sm'
Exhibit 99.1
CONTACT:
Norris Battin
nbattin@usa.net
COOPER CEO SAYS NEW MARKETING INITIATIVES WILL MEAN RAPID GROWTH AND MARKET
- ---------------------------------------------------------------------------
LEADERSHIP
----------
Irvine, Calif., April 29, 1999--In an interview with the editor of OptiStock, an
online publication for investors who track companies serving the eyecare market
(HTTP://WWW.OPTISTOCK.COM/CEO.HTM), A. Thomas Bender, chief executive officer of
The Cooper Companies, Inc. (NYSE/PCX: COO), said that he expects new products
and geographic expansion to drive the Company's CooperVision contact lens
business toward its five year 15%-20% per annum revenue growth target and to
assume the leading market share position in the worldwide toric soft contact
lens market by the end of 2000.
"Now that we have a European market presence through our acquisition of Aspect
Vision and have had our products recently approved in Japan through our
marketing partner, Rohto Pharmaceuticals, Ltd., we have major opportunities to
expand the global reach of CooperVision and achieve our long-term objectives,"
said Bender. During 1999, CooperVision (CVI) expects to launch four new products
in fifteen separate European markets while Rohto launches both spherical and
toric lenses in Japan later this summer.
Bender also reported that the rollout of the full range of parameters of CVI's
Frequency 55 Toric has just been completed in North America. Frequency 55 toric
is the newest entry into the disposable planned replacement toric segment, which
has been the fastest growing part of the contact lens market for the past two
years.
"In the more frequent replacement/lower price point segment," he said,
"Frequency 55 Toric will now offer over 5,800 parameters, about twice as many as
market leader CibaVision's Focus Toric and almost four times as many as
SofLens66 Toric, Bausch and Lomb's new entry. A wide range of parameters is
important because it means that contact lens practitioners can fit more patients
more precisely and more rapidly than when fewer choices are available. Frequency
55 Toric also offers plus power lenses to correct farsightedness and is the only
product in this category with a 100% guaranteed fit warranty program. In
addition, it's competitively priced. All in all, we have a competitive edge
against any existing or anticipated competitive product in this market segment."
CooperVision has developed a sustainable competitive advantage in the toric lens
segment by offering the widest range of products and parameters in the industry,
excellent lens performance and superior customer support. These characteristics
combine to raise significant entry barriers against potential competition. CVI's
recently introduced `Total Toric Solution' marketing initiative is designed to
capitalize on this strength with contact lens practitioners throughout the world
who can, with the broad CVI toric product line, provide value added benefits
from a single source for virtually every astigmatic contact lens patient.
In North America, the toric contact lens market in 1998 is estimated at revenue
of about $200 million, ($270 million worldwide) and is growing about fifteen
percent per year, more than double the rate of the commodity-like spherical lens
segment. While the toric market is one-fifth the size of the spherical market,
toric lenses command higher margins because of the complex designs they employ
to successfully correct astigmatism, a vision defect resulting from an
irregularity in the shape of the cornea.
The North American disposable/planned replacement toric market has two distinct
price segments. At the higher end, practitioners view lens performance and
quality as more important than price. This segment, currently about 40% of the
market, has been growing at the expense of the lower price point segment, as the
clinical and financial benefits of these lenses become more apparent. CVI's
Preference Toric is the dominant market leader in this segment. It offers 15,500
different lens parameters, a higher quality deposit resistant material and a
user friendly handling advantage. With Preference Toric, practitioners can fit
more patients correctly in less time than with lenses that offer fewer choices.
It is referred to as the gold standard of toric lenses.
In the lower priced segment, practitioners can choose among several brands that
offer as few as 750 to as many as nearly 3,000 different fitting parameters, but
with the Frequency 55 Toric rollout now completed, practitioners who prefer
lower price point lenses with a more frequent replacement schedule will now have
available a competitively priced product that offers many more lens parameters
and other benefits.
CooperVision is also differentiated by its unique manufacturing technologies. It
is the only contact lens supplier producing lenses using three different
manufacturing processes, allowing it to maximize cost-volume productivity with
manufacturing flexibility across its product line.
CVI's Hydrasoft line of custom toric lenses and custom planned replacement
torics (Hydrasoft Options) for patients with complex prescriptions is made using
computerized auto-lathing. This process can generate many parameters--about 13
million different combinations can be made--but is more labor intensive than
molding processes and offers maximum flexibility.
Both Frequency 55 Toric and Preference Toric are made with CVI's proprietary
manufacturing process called FIPS (finished inside polymerization system) which
combines the benefits of lathing and molding for added flexibility with low
cost.
"CooperVision," Bender stated, "now provides the most complete line of toric
lenses in the industry. With our Preference Toric, Frequency 55 Toric and
Hydrasoft Toric Options lines we now offer a disposable-planned replacement soft
toric lens for virtually all toric patients. Competitively, we're extremely well
positioned. We have more lens parameters available at each price point than any
of our existing or anticipated competitors. This translates into improved
practice economics without compromising quality for the eyecare professional who
chooses CooperVision torics.
Over the next five years, CooperVision estimates that the worldwide toric
contact lens market will grow at a compounded rate in excess of 25%, more than
three times the rate of the disposable/planned replacement spherical lens
market, and reach about $1 billion in revenue value. (The CooperVision Worldwide
Contact Lens Model 1998-2003 can be found at www.coopercos.com in the
"Presentations" section).
Forward-Looking Statements
- --------------------------
Statements in this report that are not based on historical fact may be
"forward-looking statements" as defined by the Private Securities Litigation
Reform Act of 1995. They include words like "may," "will," "expect," "estimate,"
"anticipate," "continue" or similar terms and reflect Cooper's current analysis
of existing trends. Actual results could differ materially from those indicated
due to: major changes in business conditions and the economy, loss of key senior
Management, major disruptions in the operations of Cooper's manufacturing
facilities, new competitors or technologies, significant disruptions caused by
the failure of third parties to address the Year 2000 issue or by unforeseen
delays in completing Cooper's Year 2000 compliance program, acquisition
integration costs, foreign currency exchange exposure including the potential
impact of the Euro, investments in research and development and other start-up
projects, dilution to earnings per share from acquisitions or issuing stock,
regulatory issues, significant environmental clean-up costs above those already
accrued, litigation costs, costs of business divestitures, and items listed in
the Company's SEC reports, including the section entitled "Business " in its
Annual Report on Form 10-K for the year ended October 31, 1998.
The Cooper Companies, Inc. and its subsidiaries develop, manufacture and market
specialty healthcare products.
CooperVision, Inc., headquartered in Irvine, Calif., with manufacturing
facilities in Huntington Beach, Calif., Rochester, N.Y., Toronto, Canada and
Hamble, England, markets a broad range of contact lenses for the vision care
market. CooperSurgical, Inc., headquartered in Shelton, Conn., markets
diagnostic and surgical instruments, and accessories for the gynecological
market. Corporate offices are located in Irvine and Pleasanton, Calif.
NOTE: A toll free interactive telephone system at 1-800-334-1986 provides stock
quotes, recent press releases and financial data. Cooper's Internet address is
www.coopercos.com.
Frequency 55'TM', Preference'r', Hydrasoft'r' and CooperVision Total Toric
Solution'sm' are trademarks of The Cooper Companies, Inc., its subsidiaries or
affiliates and are shown in Italics in the text. SofLens66'TM' is a trademark of
Bausch and Lomb, Inc. and Focus'r' is a trademark of Ciba Vision.
# # # # #
CONTACT:
Norris Battin
nbattin@usa.net
COOPER EXPECTS TO EXCEED SECOND QUARTER
---------------------------------------
EARNINGS ESTIMATES AS GROSS MARGINS IMPROVE
-------------------------------------------
Irvine, Calif., May 12, 1999 - The Cooper Companies, Inc. (NYSE/PCX: COO) said
today that it expects to report earnings per share from continuing operations
for its second quarter ending April 30, 1999, above analysts' consensus estimate
of 34 cents.
Commenting on Cooper's outlook for the current quarter at the Robert W. Baird
1999 Growth Stock Conference, A. Thomas Bender, chief executive officer, said,
"We are seeing significant improvement in our gross margins from successfully
integrating manufacturing technologies in our contact lens plants following our
acquisition of Aspect Vision Care. At the same time, we continue to gain market
share with our high margin specialty toric lenses as sales continue to be
strong." Cooper will report its second quarter results on May 27.
Bender also said that he expects Cooper to exceed the per share consensus for
its 1999 fiscal year of $1.48 from continuing operations.
Forward-Looking Statements
- --------------------------
Statements in this report that are not based on historical fact may be
"forward-looking statements" as defined by the Private Securities Litigation
Reform Act of 1995. They include words like "may," "will," "expect," "estimate,"
"anticipate," "continue" or similar terms and reflect Cooper's current analysis
of existing trends. Actual results could differ materially from those indicated
due to: major changes in business conditions and the economy, loss of key senior
Management, major disruptions in the operations of Cooper's manufacturing
facilities, new competitors or technologies, significant
disruptions caused by the failure of third parties to address the Year 2000
issue or by unforeseen delays in completing Cooper's Year 2000 compliance
program, acquisition integration costs, foreign currency exchange exposure
including the potential impact of the Euro, investments in research and
development and other start-up projects, dilution to earnings per share from
acquisitions or issuing stock, regulatory issues, significant environmental
clean-up costs above those already accrued, litigation costs, costs of business
divestitures, and items listed in the Company's SEC reports, including the
section entitled "Business" in its Annual Report on Form 10-K for the year ended
October 31, 1998.
The Cooper Companies, Inc. and its subsidiaries develop, manufacture and market
specialty healthcare products.
CooperVision, Inc., headquartered in Irvine, Calif., with manufacturing
facilities in Huntington Beach, Calif., Rochester, N.Y., Toronto, Canada and
Hamble, England, markets a broad range of contact lenses for the vision care
market. CooperSurgical, Inc., headquartered in Shelton, Conn., markets
diagnostic and surgical instruments, and accessories for the gynecological
market. Corporate offices are located in Irvine and Pleasanton, Calif.
NOTE: A toll free interactive telephone system at 1-800-334-1986 provides stock
quotes, recent press releases and financial data. Cooper's Internet address is
www.coopercos.com.
# # # # #
