UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended February 28, 2006.
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______________ to _______________.
Commission file Number 0-12515.
BIOMET, INC.
(Exact name of registrant as specified in its charter)
Indiana 35-1418342
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
56 East Bell Drive, Warsaw, Indiana 46582
(Address of principal executive offices)
(574) 267-6639
(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
described in Rule 12b-2 of the Exchange Act). Yes _X_ No ___
Indicate by check mark whether the registrant is a shell company (as described
in Rule 12b-2 of the Exchange Act). Yes ___ No _X_
As of February 28, 2006, the registrant had 246,072,123 common shares
outstanding.
BIOMET, INC.
CONTENTS
Pages
Part I. Financial Information
Item 1. Financial Statements:
Consolidated Balance Sheets 1-2
Consolidated Statements of Income 3
Consolidated Statements of Cash Flows 4
Notes to Consolidated Financial Statements 5-7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8-10
Item 3. Quantitative and Qualitative Disclosure about
Market Risks 11
Item 4. Controls and Procedures 11
Part II. Other Information
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 12
Item 5. Other Information 12
Item 6. Exhibits 12
Signatures 13
Index to Exhibits 14
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
BIOMET, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
at February 28, 2006 and May 31, 2005
(in thousands)
ASSETS
February 28, May 31,
2006 2005
----------- -------
(Unaudited)
Current assets:
Cash and cash equivalents $ 102,543 $ 104,706
Investments 8,100 10,962
Accounts and notes receivable, net 498,761 479,745
Inventories 523,323 469,791
Deferred income taxes 76,087 72,732
Prepaid expenses and other 41,315 35,980
--------- ---------
Total current assets 1,250,129 1,173,916
--------- ---------
Property, plant and equipment, at cost 621,566 574,398
Less, Accumulated depreciation 280,694 251,511
--------- ---------
Property, plant and equipment, net 340,872 322,887
--------- ---------
Investments 59,193 61,406
Goodwill 432,966 435,621
Intangible assets, net 80,595 87,835
Other assets 14,212 14,912
--------- ---------
Total assets $2,177,967 $2,096,577
========= =========
The accompanying notes are a part of the consolidated financial statements.
BIOMET, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
at February 28, 2006 and May 31, 2005
(in thousands)
LIABILITIES AND SHAREHOLDERS' EQUITY
February 28, May 31,
2006 2005
----------- -------
(Unaudited)
Current liabilities:
Short-term borrowings $ 273,723 $ 282,193
Accounts payable 60,245 57,021
Accrued income taxes 9,764 9,725
Accrued wages and commissions 65,376 62,171
Other accrued expenses 97,094 90,281
--------- ---------
Total current liabilities 506,202 501,391
Long-term liabilities:
Deferred income taxes 29,195 31,255
--------- ---------
Total liabilities 535,397 532,646
--------- ---------
Contingencies
Shareholders' equity:
Common shares 197,387 188,162
Additional paid-in capital 67,623 67,613
Retained earnings 1,375,532 1,284,905
Accumulated other comprehensive income 2,028 23,251
--------- ---------
Total shareholders' equity 1,642,570 1,563,931
--------- ---------
Total liabilities and shareholders' equity $2,177,967 $2,096,577
========= =========
The accompanying notes are a part of the consolidated financial statements.
BIOMET, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
for the nine and three month periods ended February 28, 2006 and 2005
(Unaudited, in thousands, except per share data)
Nine Months Ended Three Months Ended
---------------- ------------------
2006 2005 2006 2005
---- ---- ---- ----
Net sales $1,485,847 $1,376,857 $ 506,254 $ 482,023
Cost of sales 417,167 395,155 143,061 138,068
-------- -------- -------- --------
Gross profit 1,068,680 981,702 363,193 343,955
Selling, general and
administrative expenses 544,772 505,989 185,137 179,224
Research and development expense 63,182 58,543 21,063 20,461
In-process research and development -- 26,020 -- --
-------- -------- -------- --------
Operating income 460,726 391,150 156,993 144,270
Other income, net 2,575 2,157 2,262 2,641
-------- -------- -------- --------
Income before income taxes 463,301 393,307 159,255 146,911
Provision for income taxes 155,659 144,891 53,190 50,127
-------- -------- -------- --------
Net income $ 307,642 $ 248,416 $ 106,065 $ 96,784
======== ======== ======== ========
Earnings per share:
Basic $1.24 $.98 $.43 $.38
===== ==== ==== ====
Diluted $1.23 $.97 $.43 $.38
===== ==== ==== ====
Shares used in the computation
of earnings per share:
Basic 248,270 253,000 246,859 252,182
======= ======= ======= =======
Diluted 249,202 255,029 247,772 253,994
======= ======= ======= =======
Cash dividends per common share $.25 $.20 $ -- $ --
==== ==== ==== ====
The accompanying notes are a part of the consolidated financial statements.
BIOMET, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
for the nine months ended February 28, 2006 and 2005
(Unaudited, in thousands)
2006 2005
---- ----
Cash flows from (used in) operating activities:
Net income $307,642 $248,416
Adjustments to reconcile net income to
net cash from operating activities:
Depreciation 51,062 45,001
Amortization 8,044 5,212
Write off of in-process research and development -- 26,020
Loss on sale of investments, net 1,166 103
Deferred income taxes (5,368) (3,159)
Changes in current assets and liabilities:
Accounts and notes receivable, net (29,654) 8,774
Inventories (66,287) (29,136)
Accounts payable 4,430 (1,519)
Accrued income taxes (1,685) (6,318)
Other 8,588 (8,678)
------- -------
Net cash from operating activities 277,938 284,716
------- -------
Cash flows from (used in) investing activities:
Proceeds from sales and maturities of investments 48,209 41,630
Purchases of investments (41,679) (36,607)
Capital expenditures (75,259) (73,396)
Acquisitions, net of cash acquired -- (266,229)
Other 305 (3,070)
------- ------
Net cash used in investing activities (68,424) (337,672)
------- ------
Cash flows from (used in) financing activities:
Increase (decrease) in short-term borrowings, net (4,680) 183,733
Issuance of common shares 12,598 19,466
Cash dividends (62,473) (50,872)
Purchase of common shares (159,122) (155,405)
------- ------
Net cash used in financing activities (213,677) (3,078)
------- ------
Effect of exchange rate changes on cash 2,000 (3,342)
------- ------
Decrease in cash and cash equivalents (2,163) (59,376)
Cash and cash equivalents, beginning of year 104,706 159,243
------- -------
Cash and cash equivalents, end of period $102,543 $ 99,867
======= =======
The accompanying notes are a part of the consolidated financial statements.
BIOMET, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1: BASIS OF PRESENTATION.
The accompanying consolidated financial statements include the accounts of
Biomet, Inc. and its subsidiaries (individually and collectively referred to as
the "Company"). The unaudited consolidated financial statements have been
prepared in accordance with accounting principles generally accepted in the
United States for interim financial information and with the instructions to
Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include
all of the information and notes required by accounting principles generally
accepted in the United States for complete financial statements. In the opinion
of management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included. Operating
results for the nine-month period ended February 28, 2006 are not necessarily
indicative of the results that may be expected for the fiscal year ending
May 31, 2006. For further information, refer to the consolidated financial
statements and notes thereto included in the Company's Annual Report on Form
10-K for the fiscal year ended May 31, 2005.
The accompanying consolidated balance sheet at May 31, 2005, has been derived
from the audited Consolidated Financial Statements at that date, but does not
include all disclosures required by accounting principles generally accepted
in the United States.
The Company operates in one business segment, musculoskeletal products, which
includes the designing, manufacturing and marketing of reconstructive products,
fixation devices, spinal products and other products. Other products consist
primarily of softgoods and bracing products, arthroscopy products, general
instruments and operating room supplies. The Company manages its business
segment primarily on a geographic basis. These geographic markets are
comprised of the United States, Europe and the Rest of World. Major markets
included in the Rest of World geographic market are Canada, South America,
Mexico, Japan and the Pacific Rim.
Net sales of musculoskeletal products by product category are as follows for the
nine and three month periods ended February 28, 2006 and 2005:
Nine Months Ended Three Months Ended
----------------- ------------------
2006 2005 2006 2005
---- ---- ---- ----
(in thousands)
Reconstructive Products $1,006,764 $ 910,087 $346,610 $326,220
Fixation Devices 187,192 185,131 62,338 62,090
Spinal Products 164,267 158,756 53,914 52,615
Other Products 127,624 122,883 43,392 41,098
--------- --------- ------- -------
Total $1,485,847 $1,376,857 $506,254 $482,023
========= ========= ======= =======
As permitted by SFAS No. 123, the Company accounts for its employee stock
options using the intrinsic value method. Accordingly, no compensation expense
is recognized for the employee stock-based compensation plans. If compensation
expense for the Company's employee stock options had been determined based on
the fair value method of accounting, pro forma net income and diluted earnings
per share for the nine and three month periods ended February 28, 2006 and 2005
would have been as follows:
Nine Months Ended Three Months Ended
----------------- ------------------
2006 2005 2006 2005
---- ---- ---- ----
Net income as reported (in thousands) $307,642 $248,416 $106,065 $ 96,784
Deduct: Total stock-based employee
compensation expense determined
under the fair value method for
all awards net of related tax
effects (in thousands) 6,812 4,694 2,362 1,660
------- ------- ------- -------
Pro forma net income (in thousands) $300,830 $243,722 $103,703 $ 95,124
======= ======= ======= =======
Earning per share:
Basic, as reported $1.24 $0.98 $0.43 $0.38
==== ==== ==== ====
Basic, pro forma $1.21 $0.96 $0.42 $0.38
==== ==== ==== ====
Diluted, as reported $1.23 $0.97 $0.43 $0.38
==== ==== ==== ====
Diluted, pro forma $1.21 $0.96 $0.42 $0.37
==== ==== ==== ====
In December 2004, the FASB issued SFAS No. 123(R), "Share-Based Payment", which
is a revision to SFAS No. 123, "Accounting for Stock Based Compensation". SFAS
123(R) requires all share-based payments to employees, including stock options,
to be expensed based on their fair values over the required award service
period. Although it is difficult to predict the exact impact the adoption of
SFAS 123(R) will have on the Company's consolidated earnings due to the number
of variables involved, we believe the above pro forma disclosures provide an
appropriate indicator of the level of expense that may be recognized upon
adoption of the statement. The SEC has amended the compliance dates of SFAS
123(R) requiring adoption in the first fiscal year beginning after June 15,
2005. The Company intends to adopt SFAS 123(R) on June 1, 2006.
NOTE 2: COMPREHENSIVE INCOME.
Other comprehensive income includes foreign currency translation adjustments
and unrealized appreciation of available-for-sale securities, net of taxes.
Other comprehensive income for the three months ended February 28, 2006
and 2005 was $7,701,000 and $8,620,000, respectively. Other comprehensive
income for the nine months ended February 28, 2006 and 2005 was $(21,223,000
and $27,151,000, respectively. Total comprehensive income combines reported
net income and other comprehensive income. Total comprehensive income for the
three months ended February 28, 2006 and 2005 was $113,766,000 and $105,404,000,
respectively. Total comprehensive income for the nine months ended February 28,
2006 and 2005 was $286,419,000 and $275,567,000, respectively.
NOTE 3: INVENTORIES.
Inventories at February 28, 2006 and May 31, 2005 are as follows:
February 28, May 31,
2006 2005
------------ -------
(in thousands)
Raw materials $ 67,652 $ 50,676
Work-in-process 55,862 56,610
Finished goods 222,636 200,041
Consigned inventory 177,173 162,464
------- -------
$523,323 $469,791
======= =======
NOTE 4: COMMON SHARES.
During the nine months ended February 28, 2006, the Company issued 649,814
Common Shares upon the exercise of outstanding stock options for proceeds
aggregating $12,598,000. Purchases of Common Shares pursuant to the Common
Share Repurchase Programs aggregated 4,456,400 shares for $159,122,000 during
the nine months ended February 28, 2006.
NOTE 5: EARNINGS PER SHARE.
Earnings per common share amounts ("basic EPS") are computed by dividing net
income by the weighted average number of common shares outstanding and excludes
any potential dilution. Earnings per common share amounts assuming dilution
("diluted EPS") are computed by reflecting potential dilution from the
exercise of stock options.
NOTE 6: INCOME TAXES.
The difference between the reported provision for income taxes and a provision
computed by applying the federal statutory rate to pre-tax accounting income is
primarily attributable to state income taxes, tax benefits relating to
operations in Puerto Rico, tax-exempt income and tax credits.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
On Monday, March 27, 2006, The Board of Directors of Biomet, Inc. announced
that Dane A. Miller, Ph.D., the Company's President and Chief Executive Officer
and a co-founder, has informed the Board of his decision to retire and has
resigned. He will remain a Director and serve as a consultant. The Board has
appointed Senior Vice President Daniel P. Hann, the Company's General Counsel
and a member of the Board, to be President and Chief Executive Officer on an
interim basis.
FINANCIAL CONDITION AS OF FEBRUARY 28, 2006
The Company's cash and investments decreased $7,238,000 to $169,836,000 at
February 28, 2006. This decrease resulted from the $62,473,000 dividend
payment made during the first quarter and the $159,122,000 used to purchase
shares during the first nine months pursuant to the Company's share repurchase
programs, offset by positive cash flow from operations. On December 21, 2005,
the Company announced an expansion to its discretionary share repurchase
program to add an additional $100 million.
Cash flows provided by operating activities were $277,938,000 for the first
nine months of fiscal 2006 compared to $284,716,000 in 2005. The primary
sources of fiscal year 2006 cash flows from operating activities was net
income adjusted for depreciation. The primary uses were increases in accounts
receivable and inventory. The Company's major cash collection day is Monday,
and as the Company's quarter end moves further away from a Monday, accounts
receivable ending balances increase. Inventories increased from new product
introductions, specifically the Oxford, Vanguard and OSS knee systems, the
Magnum hip system, the ReCap resurfacing system and the Polaris spine system.
In addition, the Company increased inventory for the launch of its new bone
cements, while maintaining adequate supplies of its previous products.
Accounts and notes receivable and inventory balances were decreased during
the nine month period by $10.6 million and $12.8 million, respectively, due
to currency exchange rates.
Cash flows used in investing activities were $68,424,000 for the first nine
months of fiscal 2006 compared to $337,672,000 in 2005. The primary use of
cash flows from investing activities in fiscal 2006 has been for capital
expenditures. The Company continues to upgrade its instruments used in various
international markets and to support the new implant systems being launched.
In addition, 3i is currently expanding its manufacturing facilities in Florida.
Last years investing activities included the acquisition of Interpore.
Cash flows used in financing activities were $213,677,000 for the first nine
months of fiscal 2006 compared to a use of $3,078,000 in 2005. The primary
uses of cash flows in financing activities were the cash dividend paid and
the share repurchase programs. In July 2005, the Company's Board of Directors
declared a cash dividend of twenty five cents ($0.25) per share payable to
shareholders of record at the close of business on July 16, 2005. Over the
last thirteen quarters, the Company has used $1 billion to purchase its
common stock.
Currently available funds, together with anticipated cash flows generated from
future operations are believed to be adequate to cover the Company's
anticipated cash requirements, including capital expenditures, research and
development costs and share repurchases.
RESULTS OF OPERATIONS FOR THE NINE MONTHS ENDED FEBRUARY 28, 2006
AS COMPARED TO THE NINE MONTHS ENDED FEBRUARY 28, 2005
Net sales increased 8% to $1,485,847,000 for the nine months ended February
28, 2006, from $1,376,857,000 for the same period last year. Excluding the
impact from foreign currency, net sales grew 9%. The Company's sales were
impacted by the hurricane activity in the gulf coast and Florida, resulting
in an estimated revenue loss of approximately $4.5 million. The Company's
U.S.-based revenue increased 6% to $975,605,000 during the first nine months
of fiscal 2006, while foreign sales increased 11% (13% currency adjusted) to
$510,242,000. The Company's worldwide sales of reconstructive products during
the first nine months of fiscal 2006 were $1,006,764,000, representing an 11%
increase compared to the first nine months of last year. Sales of fixation
products were $187,192,000 for the first nine months of fiscal 2006,
representing a 1% increase as compared to the same period in 2005. Sales of
spinal products were $164,267,000 for the first nine months of fiscal 2006,
representing a 3% increase as compared to the same period in 2005. Fixation
and spinal product sales have been negatively impacted by the combination of
the Interpore and EBI sales forces, and at the same time the integration of
Biomet's internal fixation sales force into EBI's fixation sales force.
During the fourth quarter of last year and the first quarter of this year,
EBI has introduced several new products in both the internal fixation and
spinal implant markets that we believe will have a positive impact on sales
in the future. In addition, during the first quarter, the Company announced
the appointment of Bart Doedens, M.D., as the new president of EBI's
operations following the resignation of James R. Pastena. EBI's fixation,
spinal stimulation and softgoods and bracing products have continued to
underperform management's expectations and it is hoped that Dr. Doedens will
provide the leadership necessary to improve EBI's performance in these
markets. The Company's sales of other products totaled $127,624,000,
representing a 4% increase over the first nine months of fiscal year 2005.
Cost of sales decreased as a percentage of net sales to 28.0% for the first
nine months of fiscal 2006 from 28.7% for the same period last year. The
components of this change are a decrease of 1.6% relating to the impact of
inventory step-up from acquisitions on last year's cost of goods sold,
offset by an increase of 0.3% due to an unanticipated, retroactive price
increase from the supplier of Biomet's antibiotic delivery system in Europe
and 0.6% from higher growth rates in foreign sales, where gross margins are
lower, versus domestic sales. Selling, general and administrative expenses,
as a percentage of net sales, were flat at 36.7%. Research and development
expenditures increased 7.9% during the first nine months to $63,182,000
reflecting the Company's continued emphasis on new product introductions.
In-process research and development expense relates to the acquired in-process
research and development related to the Interpore acquisition completed last
year, which was written off at the acquisition date. Operating income
increased 18% from $391,150,000 for the first nine months of fiscal 2005, to
$460,726,000 for the first nine months of fiscal 2006. After adjusting
operating income for acquisition related expenses in fiscal 2005, operating
income increased 5%. Other income increased from $2,157,000 last year to
$2,575,000 this year. Other income has been positively impacted by higher
daily balances of investments during the first quarter and an increase in
interest rates. The effective income tax rate decreased to 33.6% for the
first nine months of fiscal year 2006 from 36.8% last year primarily as a
result of the write-off of in-process research and development last year
not being tax affected.
These factors resulted in a 24% increase in net income from $248,416,000 to
$307,642,000, a 27% increase in basic earnings per share from $0.98 to $1.24
and a 27% increase in diluted earnings per share from $0.97 to $1.23 for the
periods presented. Before acquisition related expenses last year, net income
increased by 7%, basic and diluted earning per share increased 9% for the
periods presented.
RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED FEBRUARY 28, 2006
AS COMPARED TO THE THREE MONTHS ENDED FEBRUARY 28, 2005
Net sales increased 5% to $506,254,000 for the third quarter ended February 28,
2006, from $482,023,000 for the same period last year. Excluding the impact
from foreign currency, net sales grew 8%. The Company's U.S.-based revenue
increased 6% to $332,678,000 during the third quarter of fiscal 2006, while
foreign sales increased 3% to $173,576,000. Excluding the foreign currency
adjustment, foreign revenue increased 11%. The Company's worldwide sales of
reconstructive products during the third quarter of fiscal 2006 were
$346,610,000, representing a 6% increase (10% excluding foreign currency)
compared to the third quarter of last year. Sales of fixation products were
$62,338,000 for the third quarter fiscal 2006, representing a slight increase
(2% excluding foreign currency) as compared to the same period in 2005. Sales
of spinal products were $53,914,000 for the third quarter of fiscal 2006,
representing a 2% increase (3% excluding foreign currency) as compared to the
same period in 2005. Fixation and spinal product sales have been negatively
impacted by the combination of the Interpore and EBI sales forces, and at the
same time the integration of Biomet's internal fixation sales force into EBI's
fixation sales force. The Company expects this negative impact to continue
during the next quarter. The Company's sales of other products totaled
$43,392,000, representing a 6% increase (8% excluding foreign currency) over
the third quarter of fiscal year 2005.
Cost of sales decreased as a percentage of net sales to 28.3% for the third
quarter of fiscal 2006 from 28.6% for the same period last year. The
components of this change are a decrease of 1.5% relating to the impact of
inventory step-up from acquisitions on last year's cost of goods sold, offset
by an increase of 0.2% due to an unanticipated price increase from the supplier
of Biomet's antibiotic delivery system in Europe and 1% from lower gross
margins, mainly from international sales. Selling, general and administrative
expenses, as a percentage of net sales, decreased to 36.6% compared to 37.2%
for the third quarter last year. This decrease is mainly attributable to lower
selling expenses in the bone healing product line offset by the national
branding campaign commenced during the first quarter. Research and development
expenditures increased 3% during the third quarter to $21,063,000 reflecting
the Company's continued emphasis on new product introductions. Operating
income increased 9% from $144,270,000 for the third quarter of fiscal 2005,
to $156,993,000 for the third quarter of fiscal 2006. After adjusting
operating income for acquisition related expenses in fiscal 2005, operating
income increased 4%. Other income decreased from $2,641,000 last year to
$2,262,000 this year. Other income has been negatively impacted by a reduction
in cash available for investments due to the large amount of shares repurchased
during the third quarter. The effective income tax rate decreased to 33.4% for
the quarter from 34.1% last year.
These factors resulted in a 10% increase in net income to $106,065,000 for the
third quarter of fiscal 2006 as compared to $96,784,000 for the same period in
fiscal 2005, while basic and diluted earnings per share increased 13%, from
$0.38 to $0.43 for the periods presented. Before acquisition related expenses
last year, net income increased by 4%, while basic and diluted earnings per
share increased 8% for the periods presented.
Item 3. Quantitative and Qualitative Disclosures about Market Risks.
There have been no material changes from the information provided in the
Company's Annual Report on Form 10-K for the year ended May 31, 2005.
Item 4. Controls and Procedures.
(a) Evaluation of Disclosure Controls and Procedures. As of the end of the
period covered by this report, the Company carried out an evaluation, under
the supervision and with the participation of its management, including the
Company's Chief Executive Officer and Chief Financial Officer, of the
effectiveness of the Company's disclosure controls and procedures (as defined
in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934).
Based on this evaluation, the Company's Chief Executive Officer and Chief
Financial Officer have concluded that the Company's disclosure controls and
procedures are effective in timely notification to them of information the
Company is required to disclose in its periodic SEC filings and in ensuring
that this information is recorded, processed, summarized and reported within
the time periods specified in the SEC's rules and regulations.
(b) Changes in Internal Control. During the third quarter of fiscal 2006
covered by this report, there have been no changes in internal control over
financial reporting that have materially affected, or are reasonably likely
to materially affect, our internal control over financial reporting.
PART II. OTHER INFORMATION
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
(c) Stock Repurchases
As of February 28, 2006, the Company had two publicly-announced share repurchase
programs outstanding. The first, announced June 30, 2005, approved the purchase
of 2,500,000 shares to be automatically purchased in equal installments over a
twelve-month period expiring June 29, 2006. The second, announced December 21,
2006, approved the purchase of shares up to $100 million in open market or
privately negotiated transactions expiring December 20, 2006. The march 20,
2005 plan authorization has been exhausted. Information on shares repurchased
in the most recently completed quarter is as follows:
Total Number Maximum Number of
of Shares Shares (or Approximate
Total Number Average Purchased as Dollar Value) that May
of shares Price Paid Part of Publicly Yet be Purchased
Period Purchased Per Share Announced Plans Under the Plans
------ ------------ ---------- ---------------- ----------------------
December 1-31 210,000 $37.06 210,000 1,240,000 shares and
$118,017,406
January 1-31 1,281,800 36.25 1,281,800 1,040,000 shares and
$78,849,931
February 1-28 190,000 36.53 190,000 830,000 shares and
$78,849,931
--------- ----- --------- --------------------
Total 1,681,800 36.39 1,681,800 830,000 shares and
$78,849,931
Item 6. Exhibits.
See Index to Exhibits.
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.
BIOMET, INC.
------------
DATE: 4/10/2006 BY: /s/ Gregory D. Hartman
----------- -----------------------
Gregory D. Hartman
Senior Vice President - Finance
(Principal Financial Officer)
(Signing on behalf of the registrant
and as principal financial officer)
BIOMET, INC.
FORM 10-Q
INDEX TO EXHIBITS
Exhibits. Descriptions.
31.1 Certification of Chief Exectuive Officer pursuant
to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 Certification of Chief Financial Officer pursuant
to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1 Written Statement of Chief Executive Officer and
Chief Financial Officer Pursuant to Sections 906
of the Sarbanes-Oxley Act of 2002.