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) July 17, 2003 ------------- ICU MEDICAL, INC. (Exact name of registrant as specified in its charter) DELAWARE 0-19974 33-0022692 -------- ------- ---------- (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 951 Calle Amanecer, San Clemente, California 92673 - -------------------------------------------- ----- (Address of principal executive offices) (Zip Code) (949) 366-2183 -------------- Registrant's telephone number, including area code N/A --- (Former name or former address, if changed since last report) INFORMATION TO BE INCLUDED IN THE REPORT Item 7. Financial Statements and Exhibits --------------------------------- (c) Exhibits 99.1 Press release, dated July 17, 2003 announcing ICU Medical, Inc.'s second quarter 2003 earnings. Item 12. Results of Operations and Financial Condition --------------------------------------------- ICU Medical, Inc. announced its earnings for the second quarter of 2003. 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 hereunto duly authorized. Date: July 17, 2003 ICU MEDICAL, INC. /s/ Francis J. O'Brien ------------------------ Francis J. O'Brien Secretary, Treasurer and Chief Financial Officer
Exhibit 99.1 [ICU MEDICAL, INC. LOGO] ICU MEDICAL, INC. ANNOUNCES RESULTS FOR THE SECOND QUARTER OF 2003 JULY 17, 2003, SAN CLEMENTE, CALIFORNIA --ICU Medical, Inc., (NASDAQ/NMS:ICUI), the San Clemente based maker of safe medical connectors and custom intravenous systems, today announced preliminary results for the second quarter and first half of 2003. Revenues for the second quarter were $21,283,000, as compared with $22,668,000 in 2002. Net income for the quarter was $3,899,000, or 26 cents per share (diluted), as compared to $4,998,000, or 32 cents per share in 2002. For the first half of the year, revenues were $52,059,000, or 19% over the $43,573,000 reported for the first half of 2002. Net income was $10,969,000 for the first half of 2003 versus $9,521,000 for the first half of 2002, or a 15% increase, and earnings per share was 72 cents (diluted) versus 62 cents in 2002. Frank O'Brien, ICU Medical's Chief Financial Officer, commented, "As we have stated often, our quarterly results are subject to fluctuations. Our second quarter of 2003 had a downward fluctuation, which looks accentuated when compared to the strong second quarter in 2002. We are still targeting annual results in line with our historic pattern." The Company also announced that it had acquired in June a manufacturer of intravenous sets in Italy. Mr. O'Brien stated, "This gives us the European manufacturing facility that will enable us to aggressively expand our custom I.V. set business throughout Europe." The Company will continue to pursue acquisition opportunities as part of its growth strategy. The foregoing statement concerning Management's expectation with respect to future results is a forward looking statement based upon the best information currently available to Management and assumptions Management believes are reasonable, but Management does not intend the statement to be a representation as to future results. Future results are subject to risks and uncertainties, including the risk factors described in the Company's filings with the Securities and Exchange Commission, which include those in the Form 8-K dated February 15, 2002. Actual results in the future may differ materially from Management's current expectations. The Company will be conducting a conference call concerning its second quarter results at 8:00 a.m. PDT (11:00 a.m. EDT) on Thursday, July 17, 2003, which can be accessed at 800-915-4836, passcode "ICU Medical" or by replay at 800-428-6051, passcode I.D. 298396. The conference call will be simultaneously available by webcast, which can be accessed by going to the Company's website at www.icumed.com, clicking on the Investors tab, clicking on the Webcast icon and following the prompts. The webcast will also be available by replay. Certain information provided as part of that call will be provided on the Company's website at www.icumed.com within 48 hours of this announcement. CONTACT: Francis J. O'Brien Chief Financial Officer ICU Medical, Inc. (949) 366-2183 ICU MEDICAL, INC. Statements of Income For the Three and Six Months Ended June 30, 2003 and June 30, 2002 (all dollar amounts in thousands except per share data) (unaudited)
THREE MONTHS ENDED SIX MONTHS ENDED 6/30/2003 6/30/2002 6/30/2003 6/30/2002 ------------ ------------ ------------ ------------ Revenue Net Sales $ 19,864 $ 22,668 $ 48,600 $ 43,573 Other 1,419 -- 3,459 -- ------------ ------------ ------------ ------------ Total Revenue 21,283 22,668 52,059 43,573 Cost of Sales 9,148 9,332 22,172 17,888 ------------ ------------ ------------ ------------ Gross Profit 12,135 13,336 29,887 25,685 Selling, general and administrative expenses 5,543 5,416 11,630 10,655 Research and development expenses 537 346 1,008 649 ------------ ------------ ------------ ------------ Total operating expenses 6,080 5,762 12,638 11,304 ------------ ------------ ------------ ------------ Income from operations 6,055 7,574 17,249 14,381 Investment income 274 364 570 740 ------------ ------------ ------------ ------------ Income before income taxes 6,329 7,938 17,819 15,121 Provision for income taxes 2,430 2,940 6,850 5,600 ------------ ------------ ------------ ------------ Net income $ 3,899 $ 4,998 $ 10,969 $ 9,521 ------------ ------------ ------------ ------------ Net income per share - diluted $ 0.26 $ 0.32 $ 0.72 $ 0.62 ============ ============ ============ ============ Weighted average number of 15,081,815 15,403,283 15,209,590 15,234,070 common shares - diluted