UNITED STATES
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) May 1, 2003
CONMED CORPORATION
(Exact name of registrant as specified in its charter)
New York 0-16093 16-0977505
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
525 French Road, Utica, New York 13502
(Address of principal executive offices) (Zip Code)
(315) 797-8375
(Registrant's telephone number, including area code)
Item 5. Other Events
The following discussion is intended to supplement, to the extent inconsistent
therewith, the discussion of the Registrant's Liquidity and Capital Resources
included in the Registrant's Form 10-K for the year ended December 31, 2002:
Liquidity and Capital Resources
Cash generated from our operations and borrowings under our revolving
credit facility have traditionally provided the working capital for our
operations, debt service under our credit facility and the funding of our
capital expenditures. In addition, we have used term borrowings, including:
o borrowings under our senior credit agreement;
o Senior Subordinated Notes issued to refinance borrowings under our
senior credit agreement, in the case of the acquisition of Linvatec
Corporation in 1997;
o borrowings under separate loan facilities, in the case of real
property acquisitions, to finance our acquisitions.
We expect to continue to use cash flow from our operations and borrowings
under our revolving credit facility to finance our operations, our debt service
under our new senior credit facility and term borrowings and the funding of our
capital expenditures.
During the quarter ended March 31, 2003, outstanding borrowings under our
$200 million senior credit agreement (our "senior credit agreement") increased,
from $105.0 million at December 31, 2002 to $135.5 million at March 31, 2003,
principally as a result of our borrowing $31.0 million to fund a portion of our
acquisition of Bionx Implants, Inc.
On May 1, 2003, we borrowed an additional $15.0 million under our senior
credit agreement to redeem $15 million of our outstanding Senior Subordinated
Notes (at a premium of 4.5%), which have a maturity date of March 15, 2008 and
bear interest at 9.0% per annum. Giving effect to the redemption and the
repurchase of $2.6 million of our Senior Subordinated Bonds on the open market
during the first quarter of 2003, $112.4 million of our Senior Subordinated
Bonds remain outstanding.
Management believes that cash generated from operations, our current cash
resources and funds available under our new senior credit agreement will provide
sufficient liquidity to ensure continued working capital for operations, debt
service and funding of capital expenditures in the foreseeable future. In
addition, although the outstanding Senior Subordinated Bonds do not mature until
2008, management continues to review alternatives for redeeming outstanding
bonds, including the addition of an additional term loan tranche to the senior
credit agreement to redeem all outstanding Senior Subordinated Bonds at the
applicable redemption price.
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 thereunto duly authorized.
CONMED CORPORATION
By:/s/ Robert D. Shallish, Jr.
---------------------------
Vice President-Finance and
Chief Financial Officer
Date: May 1, 2003