NEW
YORK
|
16-0345235
|
(State
or other jurisdiction of incorporation or organization)
|
(I.R.S.
Employer Identification No.)
|
ONE
BAUSCH & LOMB PLACE, ROCHESTER, NEW YORK
|
14604-2701
|
(Address
of principal executive offices)
|
(Zip
Code)
|
(Unaudited)
First
Quarter Ended
|
|||||||
Dollar
Amounts in Millions - Except Per Share Data
|
April
1,
2006
|
(Restated)
March
26,
2005
|
|||||
Net
Sales
|
$
|
546.0
|
$
|
554.7
|
|||
Costs
and Expenses
|
|||||||
Cost
of products sold
|
239.2
|
232.8
|
|||||
Selling,
administrative and general
|
230.6
|
227.5
|
|||||
Research
and development
|
43.5
|
39.2
|
|||||
513.3
|
499.5
|
||||||
Operating
Income
|
32.7
|
55.2
|
|||||
Other
(Income) Expense
|
|||||||
Interest
and investment income
|
(8.7
|
)
|
(3.9
|
)
|
|||
Interest
expense
|
16.2
|
11.3
|
|||||
Foreign
currency, net
|
0.8
|
-
|
|||||
8.3
|
7.4
|
||||||
Income
before Income Taxes and Minority Interest
|
24.4
|
47.8
|
|||||
Provision
for income taxes
|
12.0
|
13.3
|
|||||
Minority
interest in subsidiaries
|
0.6
|
1.2
|
|||||
Net
Income
|
$
|
11.8
|
$
|
33.3
|
|||
Basic
Earnings Per Share
|
$
|
0.22
|
$
|
0.63
|
|||
Average
Shares Outstanding - Basic (000s)
|
53,654
|
52,726
|
|||||
Diluted
Earnings Per Share
|
$
|
0.21
|
$
|
0.60
|
|||
Average
Shares Outstanding - Diluted (000s)
|
56,052
|
55,220
|
Dollar
Amounts in Millions - Except Per Share Data
|
(Unaudited)
April
1,
2006
|
December
31,
2005
|
|||||
Assets
|
|||||||
Cash
and cash equivalents
|
$
|
637.5
|
$
|
720.6
|
|||
Trade
receivables, less allowances of $16.6 and $16.2,
respectively
|
454.7
|
491.7
|
|||||
Inventories,
net
|
240.6
|
219.8
|
|||||
Other
current assets
|
152.6
|
124.6
|
|||||
Deferred
income taxes
|
69.4
|
71.2
|
|||||
Total
Current Assets
|
1,554.8
|
1,627.9
|
|||||
Property,
Plant and Equipment, net
|
612.3
|
604.4
|
|||||
Goodwill
|
802.6
|
799.0
|
|||||
Other
Intangibles, net
|
276.2
|
273.8
|
|||||
Other
Long-Term Assets
|
99.0
|
100.3
|
|||||
Deferred
Income Taxes
|
11.0
|
11.0
|
|||||
Total
Assets
|
$
|
3,355.9
|
$
|
3,416.4
|
|||
Liabilities
and Shareholders' Equity
|
|||||||
Notes
payable
|
$
|
5.2
|
$
|
0.2
|
|||
Current
portion of long-term debt
|
134.4
|
161.2
|
|||||
Accounts
payable
|
84.8
|
88.1
|
|||||
Accrued
compensation
|
114.1
|
126.0
|
|||||
Accrued
liabilities
|
472.9
|
495.5
|
|||||
Federal,
state and foreign income taxes payable
|
117.4
|
137.7
|
|||||
Deferred
income taxes
|
2.2
|
1.5
|
|||||
Total
Current Liabilities
|
931.0
|
1,010.2
|
|||||
Long-Term
Debt, less current portion
|
830.2
|
831.2
|
|||||
Pension
and Other Benefit Liabilities
|
137.0
|
137.9
|
|||||
Other
Long-Term Liabilities
|
10.1
|
8.0
|
|||||
Deferred
Income Taxes
|
121.0
|
120.7
|
|||||
Total
Liabilities
|
2,029.3
|
2,108.0
|
|||||
Minority
Interest
|
25.2
|
24.5
|
|||||
Commitments
and Contingencies (Note 10)
|
|||||||
Common
Stock, par value $0.40 per share, 200 million shares authorized,
60,439,172 shares issued (60,427,172 shares in 2005)
|
24.1
|
24.1
|
|||||
Class
B Stock, par value $0.08 per share, 15 million shares authorized,
253,255
shares issued (253,699 shares in 2005)
|
-
|
-
|
|||||
Capital
in Excess of Par Value
|
98.4
|
102.4
|
|||||
Common
and Class B Stock in Treasury, at cost, 6,732,293 shares (6,741,731
shares
in 2005)
|
(356.0
|
)
|
(356.3
|
)
|
|||
Retained
Earnings
|
1,476.4
|
1,471.6
|
|||||
Accumulated
Other Comprehensive Income
|
58.5
|
50.9
|
|||||
Other
Shareholders' Equity
|
-
|
(8.8
|
)
|
||||
Total
Shareholders' Equity
|
1,301.4
|
1,283.9
|
|||||
Total
Liabilities and Shareholders' Equity
|
$
|
3,355.9
|
$
|
3,416.4
|
(Unaudited)
First
Quarter Ended
|
|||||||
Dollar
Amounts in Millions
|
April
1,
2006
|
(Restated)
March
26,
2005
|
|||||
Cash
Flows from Operating Activities
|
|||||||
Net
Income
|
$
|
11.8
|
$
|
33.3
|
|||
Adjustments
to Reconcile Net Income to Net Cash Provided by Operating
Activities
|
|||||||
Depreciation
|
25.0
|
25.4
|
|||||
Amortization
|
7.6
|
6.6
|
|||||
Deferred
income taxes
|
2.5
|
(6.3
|
)
|
||||
Stock-based
compensation expense
|
3.0
|
4.4
|
|||||
Tax
benefits associated with exercise of stock options
|
-
|
4.8
|
|||||
Loss
on retirement of fixed assets
|
0.3
|
0.3
|
|||||
Changes
in Assets and Liabilities
|
|||||||
Trade
receivables
|
39.3
|
10.2
|
|||||
Inventories
|
(20.1
|
)
|
(13.8
|
)
|
|||
Other
current assets
|
(27.8
|
)
|
(14.9
|
)
|
|||
Other
long-term assets, including equipment on operating lease
|
0.2
|
0.6
|
|||||
Accounts
payable and accrued liabilities
|
(6.7
|
)
|
(43.7
|
)
|
|||
Income
taxes payable
|
(20.4
|
)
|
5.4
|
||||
Other
long-term liabilities
|
1.3
|
0.8
|
|||||
Net
Cash Provided by Operating Activities
|
16.0
|
13.1
|
|||||
Cash
Flows from Investing Activities
|
|||||||
Capital
expenditures
|
(30.1
|
)
|
(14.9
|
)
|
|||
Net
cash paid for acquisition of businesses and other
intangibles
|
(34.3
|
)
|
(12.6
|
)
|
|||
Other
|
(0.5
|
)
|
-
|
||||
Net
Cash Used in Investing Activities
|
(64.9
|
)
|
(27.5
|
)
|
|||
Cash
Flows from Financing Activities
|
|||||||
Repurchase
of Common and Class B shares
|
(1.2
|
)
|
(23.3
|
)
|
|||
Exercise
of stock options
|
-
|
24.4
|
|||||
Net
repayments of notes payables
|
0.1
|
0.1
|
|||||
Repayment
of long-term debt
|
(27.0
|
)
|
(0.2
|
)
|
|||
Payment
of dividends
|
(7.2
|
)
|
(6.9
|
)
|
|||
Net
Cash Used in Financing Activities
|
(35.3
|
)
|
(5.9
|
)
|
|||
Effect
of exchange rate changes on cash and cash equivalents
|
1.1
|
1.5
|
|||||
Net
Change in Cash and Cash Equivalents
|
(83.2
|
)
|
(18.8
|
)
|
|||
Cash
and Cash Equivalents - Beginning of Period
|
720.6
|
501.8
|
|||||
Cash
and Cash Equivalents - End of Period
|
$
|
637.5
|
$
|
483.0
|
|||
Supplemental
Cash Flow Disclosures
|
|||||||
Cash
paid for interest (net of portion capitalized)
|
$
|
11.8
|
$
|
13.1
|
|||
Net
cash payments for income taxes
|
$
|
35.8
|
$
|
13.2
|
|||
Supplemental
Schedule of Non-Cash Financing Activities
|
|||||||
Dividends
declared but not paid
|
$
|
7.1
|
$
|
7.0
|
First
Quarter Ended March 26, 2005
|
||||||||||||||||||||||
As
Previously Reported
|
Brazil
Matters
|
Asia
and Other Revenue Recognition Matters
|
Tax
Matters
|
Deferred
Compensation Plan
|
Other
Items
|
Restated
|
||||||||||||||||
Net
Sales
|
$
|
554.3
|
$
|
-
|
$
|
(0.4
|
)
|
$
|
-
|
$
|
-
|
$
|
0.8
|
$
|
554.7
|
|||||||
Costs
and Expenses
|
||||||||||||||||||||||
Cost
of products sold
|
232.0
|
-
|
0.6
|
-
|
-
|
0.2
|
232.8
|
|||||||||||||||
Selling,
administrative and general
|
222.6
|
0.7
|
0.1
|
-
|
2.9
|
1.2
|
227.5
|
|||||||||||||||
Research
and development
|
39.2
|
-
|
-
|
-
|
-
|
-
|
39.2
|
|||||||||||||||
493.8
|
0.7
|
0.7
|
-
|
2.9
|
1.4
|
499.5
|
||||||||||||||||
Operating
Income
|
60.5
|
(0.7
|
)
|
(1.1
|
)
|
-
|
(2.9
|
)
|
(0.6
|
)
|
55.2
|
|||||||||||
Other
(Income) Expense
|
||||||||||||||||||||||
Interest
and investment income
|
(3.9
|
)
|
-
|
-
|
-
|
-
|
-
|
(3.9
|
)
|
|||||||||||||
Interest
expense
|
10.9
|
0.3
|
-
|
-
|
-
|
0.1
|
11.3
|
|||||||||||||||
Foreign
currency, net
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
|||||||||||||||
7.0
|
0.3
|
-
|
-
|
-
|
0.1
|
7.4
|
||||||||||||||||
Income
before Income Taxes and
Minority Interest
|
53.5
|
(1.0
|
)
|
(1.1
|
)
|
-
|
(2.9
|
)
|
(0.7
|
)
|
47.8
|
|||||||||||
Provision
for income taxes
|
17.7
|
(0.3
|
)
|
(0.4
|
)
|
(2.6
|
)
|
(0.9
|
)
|
(0.2
|
)
|
13.3
|
||||||||||
Minority
interest in subsidiaries
|
1.3
|
-
|
(0.1
|
)
|
-
|
-
|
-
|
1.2
|
||||||||||||||
Net
Income
|
$
|
34.5
|
$
|
(0.7
|
)
|
$
|
(0.6
|
)
|
$
|
2.6
|
$
|
(2.0
|
)
|
$
|
(0.5
|
)
|
$
|
33.3
|
||||
Basic
Earnings Per Share
|
$
|
0.65
|
$
|
(0.01
|
)
|
$
|
(0.01
|
)
|
$
|
0.05
|
$
|
(0.04
|
)
|
$
|
(0.01
|
)
|
$
|
0.63
|
||||
Diluted
Earnings Per Share
|
$
|
0.63
|
$
|
(0.01
|
)
|
$
|
(0.01
|
)
|
$
|
0.05
|
$
|
(0.04
|
)
|
$
|
(0.01
|
)
|
$
|
0.60
|
First
Quarter Ended
March
26, 2005
|
|||||||
As
Previously
Reported
|
Restated
|
||||||
Net
Cash Provided by (Used In):
|
|||||||
Operating
activities
|
$
|
13.2
|
$
|
13.1
|
|||
Investing
activities
|
(27.5
|
)
|
(27.5
|
)
|
|||
Financing
activities
|
(6.0
|
)
|
(5.9
|
)
|
|||
Effect
of Exchange Rate Changes on Cash and Cash Equivalents
|
1.5
|
1.5
|
|||||
Net
Change in Cash and Cash Equivalents
|
(18.8
|
)
|
(18.8
|
)
|
|||
Cash
and Cash Equivalents, Beginning of Year
|
501.8
|
501.8
|
|||||
Cash
and Cash Equivalents, End of Year
|
$
|
483.0
|
$
|
483.0
|
First
Quarter Ended
|
|||||||
April
1,
2006
|
(Restated)
March
26,
2005
|
||||||
Foreign
currency translation adjustments
|
$
|
6.0
|
$
|
9.1
|
|||
Realized
(gains) losses from hedging activity
|
(0.5
|
)
|
0.5
|
||||
Market
value adjustments for available-for-sale securities
|
2.1
|
-
|
|||||
Other
comprehensive income
|
7.6
|
9.6
|
|||||
Net
income
|
11.8
|
33.3
|
|||||
Total
comprehensive income
|
$
|
19.4
|
$
|
42.9
|
|
First
Quarter Ended
|
||||||
(Dollar Amounts in Millions, Share Data in Thousands) |
April
1,
2006
|
(Restated)
March
26,
2005
|
|||||
Net
Income
|
$
|
11.8
|
$
|
33.3
|
|||
Weighted
Average Basic Shares Outstanding
|
53,654
|
52,726
|
|||||
Effect
of Dilutive Shares
|
2,062
|
2,112
|
|||||
Effect
of Convertible Senior Notes Shares
|
67
|
67
|
|||||
Effect
of 2004 Senior Convertible Securities Shares
|
269
|
315
|
|||||
Weighted
Average Diluted Shares Outstanding
|
56,052
|
55,220
|
|||||
Basic
Earnings Per Share
|
$
|
0.22
|
$
|
0.63
|
|||
Diluted
Earnings Per Share
|
$
|
0.21
|
$
|
0.60
|
Amounts
in millions, except per share data
|
For
the First Quarter
Ended
April 1, 2006
|
|||
Operating
income
|
$
|
3.0
|
||
Net
income
|
3.0
|
|||
Earnings
per share: Basic
|
0.06
|
|||
Earnings
per share: Diluted
|
$
|
0.05
|
Amounts
in millions, except per share data
|
For
the First Quarter
Ended
March
26,
2005
|
|||
Net
income, as reported
|
$
|
33.3
|
||
Add:
Share-based compensation expense included in reported net income,
net of
tax 1,2
|
2.7
|
|||
Deduct:
Total share-based compensation expense determined under the fair
value
based method for all awards, net of tax 1,
2
|
(6.1
|
)
|
||
Pro
forma net income
|
$
|
29.9
|
||
Earnings
per share - Basic:
|
||||
As
reported
|
$
|
0.63
|
||
Pro
forma
|
$
|
0.57
|
||
Earnings
per share - Diluted:
|
||||
As
reported
|
$
|
0.60
|
||
Pro
forma
|
$
|
0.54
|
1
|
Amounts
reflect mark-to-market adjustments associated with the Company's
Restricted Stock Deferred Compensation
Plan.
|
2
|
Net
of tax amounts were calculated using the combined U.S. Federal and
State
statutory rate of 38.3 percent.
|
Number
of Options (000s)
|
Weighted
Average Exercise Price
|
Weighted
Average Remaining Contractual Term in Years
|
Aggregate
Intrinsic Value 1
($000s)
|
||||||||||
Outstanding
as of December 31, 2005
|
5,824
|
$
|
49.96
|
||||||||||
Granted
|
7
|
70.03
|
|||||||||||
Exercised
|
-
|
-
|
|||||||||||
Forfeited
and canceled
|
(36
|
)
|
66.06
|
||||||||||
Outstanding
at April 1, 2006
|
5,795
|
49.89
|
6.0
|
$
|
114.4
|
||||||||
Options
exercisable at April 1, 2006
|
4,783
|
$
|
46.56
|
5.7
|
$
|
108.7
|
1
|
Calculated
using in-the-money stock options multiplied by the difference between
the
Company’s average of the high and low stock price on March 31, 2006 and
the option exercise price. The total number of in-the-money options
exercisable on April 1, 2006 was approximately 4.1
million.
|
For
the First
Quarter
Ended
April
1,
2006
|
For
the First Quarter
Ended
March
26,
2005
|
||||||
Weighted
average grant-date fair value of stock options granted
|
$
|
22.22
|
$
|
24.57
|
|||
Total
fair value of options vested ($000s)
|
$
|
17.5
|
$
|
17.4
|
|||
Total
intrinsic value of options exercised ($000s)
|
NM
|
$
|
15.7
|
For
the First
Quarter
Ended
April
1,
2006
|
For
the First
Quarter
Ended
March
26,
2005
|
||||||
Expected
life
|
5
|
5
|
|||||
Expected
volatility
|
28.85
|
%
|
35.15
|
%
|
|||
Risk-free
interest rate
|
4.70
|
%
|
4.34
|
%
|
|||
Expected
dividend yield
|
0.74
|
%
|
1.14
|
%
|
Nonvested
Options
|
Number
of Options (000s)
|
Weighted
Average Grant-Date Fair Value
|
|||||
Nonvested
options at December 31, 2005
|
2,024
|
$
|
19.84
|
||||
Granted
|
7
|
22.22
|
|||||
Vested
|
(1,007
|
)
|
17.38
|
||||
Forfeited
and canceled
|
(28
|
)
|
21.72
|
||||
Nonvested
options at April 1, 2006
|
996
|
$
|
22.30
|
Nonvested
Restricted Shares
|
Numbers
of Shares (000s)
|
Weighted
Average
Grant-Date
Fair
Value
|
|||||
Nonvested
restricted shares at December 31, 2005
|
288
|
$
|
52.37
|
||||
Granted
|
12
|
67.87
|
|||||
Vested
|
(1
|
)
|
33.59
|
||||
Forfeited
and canceled
|
(1
|
)
|
83.55
|
||||
Nonvested
restricted shares at April 1, 2006
|
298
|
$
|
52.94
|
April
1,
2006
|
March
26,
2005
|
||||||
Weighted
average grant-date fair value of restricted stock awards
granted
|
$
|
67.87
|
$
|
71.67
|
|||
Total
fair value of restricted stock awards vested ($000s)
|
$
|
0.1
|
$
|
3.8
|
April
1,
2006
|
(Restated)
March
26,
2005
|
||||||
Income
before taxes and minority interest
|
$
|
24.4
|
$
|
47.8
|
|||
Provision
for income taxes
|
$
|
12.0
|
$
|
13.3
|
|||
Effective
tax rate
|
49.2
|
%
|
27.8
|
%
|
First
Quarter Ended
|
|||||||||||||
April
1, 2006
|
(Restated)
March 26, 2005
|
||||||||||||
Net
Sales
|
Operating
Income
|
Net
Sales
|
Operating
Income
|
||||||||||
Americas
|
$
|
247.5
|
$
|
80.9
|
$
|
236.2
|
$
|
79.1
|
|||||
Europe
|
186.3
|
33.4
|
216.5
|
65.1
|
|||||||||
Asia
|
112.2
|
20.1
|
102.0
|
21.7
|
|||||||||
Research
& Development
|
-
|
(48.4
|
)
|
-
|
(45.6
|
)
|
|||||||
Global
Operations & Engineering
|
-
|
(34.0
|
)
|
-
|
(38.2
|
)
|
|||||||
546.0
|
52.0
|
554.7
|
82.1
|
||||||||||
Corporate
administration
|
-
|
(19.3
|
)
|
-
|
(26.9
|
)
|
|||||||
$
|
546.0
|
$
|
32.7
|
$
|
554.7
|
$
|
55.2
|
April
1, 2006
|
December
31, 2005
|
||||||||||||
Gross
Carrying Amount
|
Accumulated
Amortization
|
Gross
Carrying Amount
|
Accumulated
Amortization
|
||||||||||
Tradenames
|
$
|
118.0
|
$
|
46.7
|
$
|
117.7
|
$
|
44.3
|
|||||
Technology
and patents
|
96.1
|
75.7
|
96.1
|
74.5
|
|||||||||
Developed
technology
|
78.0
|
21.7
|
77.6
|
20.7
|
|||||||||
Distributor
relationships
|
58.3
|
1.8
|
57.9
|
0.9
|
|||||||||
Intellectual
property
|
39.1
|
11.5
|
38.2
|
10.6
|
|||||||||
License
agreements
|
44.2
|
19.1
|
36.2
|
18.4
|
|||||||||
Physician
information & customer database
|
21.9
|
4.2
|
21.8
|
3.9
|
|||||||||
Non-compete
agreements
|
1.8
|
0.5
|
1.8
|
0.2
|
|||||||||
$
|
457.4
|
$ |
181.2
|
$
|
447.3
|
$
|
173.5
|
Pension
Benefit Plans
|
Postretirement
Benefit Plans
|
||||||||||||
April
1, 2006
|
(Restated)
March
26, 2005
|
April
1, 2006
|
(Restated)
March
26, 2005
|
||||||||||
Service
cost
|
$
|
2.2
|
$
|
2.1
|
$
|
0.3
|
$
|
0.4
|
|||||
Interest
cost
|
5.0
|
5.1
|
1.4
|
1.3
|
|||||||||
Expected
return on plan assets
|
(5.6
|
)
|
(5.6
|
)
|
(0.8
|
)
|
(0.8
|
)
|
|||||
Amortization
of prior-service cost
|
-
|
-
|
-
|
(0.1
|
)
|
||||||||
Amortization
of net loss
|
2.0
|
2.2
|
0.5
|
0.2
|
|||||||||
Special
termination benefits
|
0.2
|
0.1
|
-
|
-
|
|||||||||
Net
periodic benefit cost
|
$
|
3.8
|
$
|
3.9
|
$
|
1.4
|
$
|
1.0
|
Balance
at December 25, 2004
|
$
|
7.8
|
||
Accruals
for warranties issued
|
6.9
|
|||
Changes
in accruals related to pre-existing warranties
|
(2.1
|
)
|
||
Settlements
made
|
(6.7
|
)
|
||
Balance
at December 31, 2005 1
|
$
|
5.9
|
||
Accruals
for warranties issued
|
1.6
|
|||
Settlements
made
|
(1.9
|
)
|
||
Balance
at April 1, 2006 1
|
$ |
5.6
|
1
|
Warranty
reserve changes and balances do not include amounts in connection
with the
MoistureLoc
recall.
|
Balance
at December 25, 2004
|
$
|
7.7
|
||
Accruals
for service contracts
|
11.8
|
|||
Revenue
recognized
|
(12.6
|
)
|
||
Balance
at December 31, 2005
|
$
|
6.9
|
||
Accruals
for service contracts
|
3.5
|
|||
Changes
in accruals related to pre-existing service contracts
|
(0.1
|
)
|
||
Revenue
recognized
|
(3.2
|
)
|
||
Balance
at April 1, 2006
|
$
|
7.1
|
April
1,
2006
|
December
31,
2005
|
||||||
Inventories,
net
|
|||||||
Raw
materials and supplies
|
$
|
57.2
|
$
|
51.4
|
|||
Work
in process
|
22.9
|
19.5
|
|||||
Finished
products
|
160.5
|
148.9
|
|||||
$
|
240.6
|
$
|
219.8
|
April
1,
2006
|
December
31,
2005
|
||||||
Property,
Plant and Equipment, net
|
|||||||
Land
|
$
|
20.2
|
$
|
20.0
|
|||
Buildings
|
351.9
|
344.8
|
|||||
Machinery
and equipment
|
1,019.7
|
998.2
|
|||||
Leasehold
improvements
|
25.8
|
25.5
|
|||||
Equipment
on operating lease
|
13.9
|
14.4
|
|||||
1,431.5
|
1,402.9
|
||||||
Less
accumulated depreciation
|
(819.2
|
)
|
(798.5
|
)
|
|||
$
|
612.3
|
$
|
604.4
|
Net
Sales
|
Percent
Increase
(Decrease)
Actual
Dollars
|
Percent
Increase
Constant
Currency
|
Percent
of
Total
Company
Net
Sales
|
||||||||||
Quarter
Ended April 1, 2006
|
|||||||||||||
Non-U.S.
2
|
$
|
324.8
|
(5
|
%)
|
1
|
%
|
59
|
%
|
|||||
U.S.
1
|
221.2
|
4
|
%
|
4
|
%
|
41
|
%
|
||||||
Total
Company
|
$
|
546.0
|
(2
|
%)
|
2
|
%
|
|||||||
Quarter
Ended March 26, 2005 (Restated)
|
|||||||||||||
Non-U.S.
|
$
|
341.6
|
7
|
%
|
3
|
%
|
62
|
%
|
|||||
U.S.
1
|
213.1
|
10
|
%
|
10
|
%
|
38
|
%
|
||||||
Total
Company
|
$
|
554.7
|
8
|
%
|
6
|
%
|
2
|
2006
amounts reflect the impact of the voluntary recall of MoistureLoc
discussed in Recent
Developments
above and
in Part
I, Item 1. Financial Statements
of
this Quarterly Report on Form 10-Q under
Note 15 — Market Withdrawal of MoistureLoc Lens Care
Solution.
Charges associated with the recall reduced non-U.S. net sales by
$19.1.
|
Net
Sales
|
Percent
of
Total
Net
Sales
|
Percent
Increase
(Decrease)
Actual
Dollars
|
Percent
Increase
(Decrease)
Constant
Currency
|
||||||||||
Quarter
Ended April 1, 2006 1
|
|||||||||||||
Americas
|
$
|
247.5
|
45
|
%
|
5
|
%
|
4
|
%
|
|||||
Europe
|
186.3
|
34
|
%
|
(14
|
%)
|
(6
|
%)
|
||||||
Asia
|
112.2
|
21
|
%
|
10
|
%
|
16
|
%
|
||||||
Total
Company
|
$
|
546.0
|
(2
|
%)
|
2
|
%
|
|||||||
Quarter
Ended March 26, 2005 (Restated)
|
|||||||||||||
Americas
|
$
|
236.2
|
43
|
%
|
9
|
%
|
9
|
%
|
|||||
Europe
|
216.5
|
39
|
%
|
8
|
%
|
4
|
%
|
||||||
Asia
|
102.0
|
18
|
%
|
5
|
%
|
2
|
%
|
||||||
Total
Company
|
$
|
554.7
|
8
|
%
|
6
|
%
|
1
|
2006
amounts reflect the impact of the voluntary recall of MoistureLoc
discussed in Recent
Developments
above and in Part
I, Item 1. Financial Statements
of
this Quarterly Report on Form 10-Q under
Note 15 — Market Withdrawal of MoistureLoc Lens Care
Solution.
Provisions for sales returns and consumer rebates associated with
the
recall reduced Americas region net sales by $0.6, Europe region net
sales
by $18.0 and Asia region net sales by
$0.5.
|
· |
Americas
segment net sales increased 5 percent from 2005, or 4 percent in
constant
currency, with gains in all product categories except for lens care,
where
the prior year had included a significant promotional order from
a large
retail customer.
|
· |
Europe
segment net sales declined 14 percent on a reported basis and 6 percent
in
constant currency, largely reflecting $18 in provisions related to
the
MoistureLoc
recall in 2006 compared to no such provisions in the prior year,
and
revenues of $4 from Woehlk in 2005 and no corresponding revenues
in 2006.
Excluding these effects, Europe net sales were down 4 percent from
2005 on
a reported basis, and up 5 percent in constant currency. Higher
constant-currency sales of lens care, pharmaceuticals and cataract
surgery
products more than offset declines for contact lenses and refractive
surgery products.
|
· |
The
Asia segment reported net sales gains of 10 percent compared to 2005,
or
16 percent in constant currency. Those figures include less than
$1 in
sales return and consumer rebate provisions associated with the
MoistureLoc
recall as well as $18 in incremental sales associated with the acquisition
of Freda in 2006. Excluding those items, Asia segment net sales declined
7
percent, or 2 percent in constant currency, with declines in lens
care and
refractive surgery products more than offsetting gains in each of
the
other product categories. Negative publicity surrounding the outbreak
of
fungal infections among contact lens wearers in the region was especially
prevalent late in the first quarter. Subsequently, in May 2006, we
announced the MoistureLoc
recall. As a result, our Asia region non-lens care product lines,
particularly in China, experienced a significant negative impact
throughout much of the year. We initiated brand rebuilding programs
to
specifically address this situation in order to recoup as much lost
market
share and distribution as possible and rebuild the reputation of
the
Bausch
& Lomb
brand.
|
2006
vs. 2005 (Restated)
Percent
Increase (Decrease)
|
|||||||
Actual
Dollars
|
Constant
Currency
|
||||||
Contact
Lens
|
19
|
%
|
18
|
%
|
|||
Lens
Care 1
|
(10
|
%) |
(11
|
%)
|
|||
Pharmaceuticals
|
9
|
%
|
9
|
%
|
|||
Cataract
and Vitreoretinal
|
7
|
%
|
6
|
%
|
|||
Refractive
|
7
|
%
|
6
|
%
|
|||
Total
Americas
|
5
|
%
|
4
|
%
|
1
|
2006
amounts reflect the impact of the voluntary recall of MoistureLoc
discussed in Recent
Developments
above and in Part
I, Item 1. Financial Statements
of
this Quarterly Report on Form 10-Q under
Note 15 — Market Withdrawal of MoistureLoc Lens Care
Solution.
Provisions for sales returns and consumer rebates associated with
the
recall reduced Americas region net sales by
$0.6.
|
· |
Contact
lens category growth in
the 2006 first quarter mainly reflected the continued expansion of
our
PureVision
line of silicone hydrogel contact lenses. During the first quarter
we
placed additional fit sets of PureVision
Toric and launched PureVision
Multifocal on a limited basis in the United States. Higher sales
of our
SofLens
Multi-Focal contact lenses for people with presbyopia also contributed
to
year-over-year gains, with sales of that product increasing more
than 20
percent from 2005.
|
· |
First-quarter
2006 sales declines in the lens care category were largely expected,
as
one of our largest retail customers ran a chain-wide promotional
program
in the second quarter of 2005 and product related to that promotion
shipped in the year-ago first quarter. In addition, the current year
includes approximately $1 in provisions associated with the MoistureLoc
recall. Those two items were partially offset by gains in our lines
of
saline products resulting from a competitor’s production issues. As
discussed above, lens care category net sales declined in the second
half
of 2006 in all regions, due to lost MoistureLoc
revenues following the recall and market share losses resulting from
customer and trade concerns during our investigation into increased
fungal
infections among contact lens wearers. We have initiated brand rebuilding
programs to specifically address this situation in order to regain
distribution and market share.
|
· |
Pharmaceuticals
sales increases in the 2006 first quarter were mainly attributable
to
higher sales of Alrex
steroid allergy drops (which benefited from both a price increase
and
growth in prescriptions written); ocular vitamins; multisource
pharmaceuticals and over-the-counter general eye care products, combined
with incremental sales of Retisert
drug delivery implants. Those gains were largely offset by lower
sales of
Zylet
combination steroid drops, reflecting the impact of initial shipments
that
occurred in the prior-year quarter. Our ocular vitamin business increased
about 20 percent in the first quarter, led by the PreserVision
brand, reflecting market share gains and overall market
growth.
|
· |
Sales
gains for cataract and vitreoretinal products were led by our lines
of
IOLs, which increased close to 20 percent on a constant currency
basis
compared to the first quarter of 2005. That performance was mainly
due to
our SofPort
lines of silicone IOLs, which grew at an even faster rate and continued
to
benefit from market share gains and strong market acceptance for
the
SofPort
AO
IOL with aspheric optics design. Sales of viscoelastics were also
up
strongly, with gains of more than 15 percent in the first quarter
reflecting both price gains and unit growth. Phacoemulsification
product
sales were essentially flat with the prior-year period, as lower
sales of
equipment were offset by higher revenues from disposable products
and
accessories used in cataract
surgery.
|
· |
Refractive
category performance in the 2006 first quarter mainly reflected procedure
card sales growth in excess of 20 percent, somewhat offset by declines
in
sales of microkeratome blades and
lasers.
|
2006
vs. 2005 (Restated)
Percent
Increase (Decrease)
|
|||||||
Actual
Dollars
|
Constant
Currency
|
||||||
Contact
Lens
|
(13
|
%)
|
(5
|
%)
|
|||
Lens
Care 1
|
(58
|
%)
|
(55
|
%)
|
|||
Pharmaceuticals
|
(1
|
%)
|
9
|
%
|
|||
Cataract
and Vitreoretinal
|
(1
|
%)
|
8
|
%
|
|||
Refractive
|
(30
|
%)
|
(24
|
%)
|
|||
Total
Europe
|
(14
|
%)
|
(6
|
%)
|
1
|
2006
amounts reflect the impact of the voluntary recall of MoistureLoc
discussed in Recent
Developments
above and in Part
I, Item 1. Financial Statements
of
this Quarterly Report on Form 10-Q under
Note 15 — Market Withdrawal of MoistureLoc Lens Care
Solution.
Provisions for sales returns and consumer rebates associated with
the
recall reduced Europe region net sales by
$18.0.
|
· |
First-quarter
2005 contact lens sales figures include results from our Woehlk business
in Germany, which we divested in the third quarter of that year.
Excluding
Woehlk results from the prior year, first-quarter 2006 Europe region
contact lens sales were down 8 percent on a reported basis and were
flat
in constant currency. Those trends reflect higher constant-currency
sales
of the PureVision,
SofLens
Multi-Focal and SofLens
Toric brands, essentially offset by declines for SofLens
One Day and for older lines of contact lenses that we are in the
process
of discontinuing.
|
· |
Lens
care sales declines in the first quarter of 2006 reflect the sales
returns
and consumer coupon provisions associated with the MoistureLoc
recall.
Excluding the impact of the recall, European constant-currency lens
care
sales were up 14 percent from the prior year, reflecting market share
gains throughout 2005 and early in 2006, especially for our lines
of
multipurpose solutions. As discussed above, lens care category net
sales
declined in the second half of 2006 in all regions, due to lost
MoistureLoc
revenues following the recall and market share losses resulting from
customer and trade concerns during our investigation into increased
fungal
infections among contact lens
wearers.
|
· |
Constant-currency
European pharmaceuticals sales growth in the first quarter of 2006
was
mainly attributable to higher sales for our lines of ocular vitamins,
antibiotics, and products for treating glaucoma and dry
eye.
|
· |
Higher
constant-currency cataract and vitreoretinal sales in the first quarter
of
2006 mainly reflected strong performance for IOLs, which grew more
than 15
percent on a constant-currency basis on the continued strength of
our
Akreos
line of acrylic IOLs. Also contributing were constant-currency sales
increases for viscoelastics and phacoemulsification products, particularly
disposable items and custom packs used for cataract
surgery.
|
· |
First-quarter
2006 refractive surgery sales performance in Europe was in line with
overall market trends and mainly due to lower sales of lasers and
diagnostic equipment. Those declines more than offset higher sales
of
microkeratomes and per procedure cards following the launch of our
new
Zyoptix
XP
technology late in 2005.
|
2006
vs. 2005 (Restated)
Percent
Increase (Decrease)
|
|||||||
Actual
Dollars
|
Constant
Currency
|
||||||
Contact
Lens
|
3
|
%
|
10
|
%
|
|||
Lens
Care 1
|
(35
|
%)
|
(32
|
%)
|
|||
Pharmaceuticals
2
|
NM
|
NM
|
|||||
Cataract
and Vitreoretinal
|
(1
|
%)
|
3
|
%
|
|||
Refractive
|
(1
|
%)
|
(1
|
%)
|
|||
Total
Asia
|
10
|
%
|
16
|
%
|
1
|
2006
amounts reflect the impact of the voluntary recall of MoistureLoc
discussed in Recent
Developments
above and in Part
I, Item 1. Financial Statements
of
this Quarterly Report on Form 10-Q under
Note 15 — Market Withdrawal of MoistureLoc Lens Care
Solution.
Provisions for sales returns and consumer rebates associated with
the
recall reduced Asia region net sales by
$0.5.
|
2
|
NM
denotes “not meaningful.” 2006 pharmaceuticals category sales include
$18.1 incremental revenues from the acquisition of Freda, resulting
in a
calculated growth rate of more than 100
percent.
|
· |
First-quarter
2006 contact lens sales growth in Asia reflected gains for our lines
of
specialty lenses, which more than offset declines in older products
that
are being discontinued as part of our ongoing product rationalization
initiatives. In Japan, we continued to introduce our redesigned one
day
contact lens in additional cities to favorable consumer acceptance.
In
addition, our Medalist
lines of spherical and toric lenses posted sales gains of nearly
20
percent. Outside of Japan, and particularly in China, negative publicity
surrounding fungal infections among contact lens wearers prior to
the
MoistureLoc
recall impacted our lens business.
|
· |
First-quarter
2006 lens care sales declined in most markets in the Asia region.
In
Japan, our ReNu
franchise continued to be impacted by significant pricing pressure
from a
local manufacturer and overall shifts in the contact lens market
to
single-use contact lenses. Elsewhere in the region, we suspended
sales of
all ReNu
brand products in Singapore and Hong Kong in the middle of the quarter,
when reports first surfaced regarding the outbreak of fungal infections.
Negative publicity and consumer concern surrounding these infections
prior
to the conclusion of our investigations translated into sales declines
as
trade customers voluntarily removed ReNu
products from their shelves and consumers switched to competing brands.
This was especially true in China, despite there being no reported
cases
of infection in that market. As discussed above, lens care category
net
sales declined in the second half of 2006 in all regions, due to
lost
MoistureLoc
revenues following the recall and market share losses resulting from
customer and trade concerns during our investigation into increased
fungal
infections among contact lens
wearers.
|
· |
Historically
we have not had a significant pharmaceuticals business in Asia, but
in
late 2005, we acquired Freda. Excluding the Freda acquisition,
first-quarter 2006 Asian pharmaceuticals constant-currency revenues
grew
more than 15 percent on a constant-currency basis, largely due to
gains
for the Minims
line of single-dose ophthalmic drops as well as our lines of ocular
vitamins.
|
· |
First-quarter
2006 growth in the cataract and vitreoretinal category was mainly
driven
by our lines of IOLs, which were up more than 15 percent on a
constant-currency basis, reflecting expanded distribution of the
Akreos
line
of acrylic IOLs throughout the region and the launch of the Akreos
AO
aspheric optics product in the Asia region during the quarter. Those
gains
were somewhat offset by lower sales of phacoemulsification
products.
|
· |
Refractive
category sales declines in Asia in the first quarter of 2006 reflected
lower revenues associated with lasers and diagnostic equipment, somewhat
offset by higher sales of per procedure cards as compared to the
prior
year.
|
Net
Sales
|
Percent
Increase
(Decrease)
Actual
Dollars
|
Percent
Increase
(Decrease)
Constant
Currency
|
||||||||
Quarter
Ended April 1, 2006 1
|
||||||||||
Contact
Lens
|
$
|
173.7
|
1
|
%
|
6
|
%
|
||||
Lens
Care
|
94.5
|
(26
|
%)
|
(25
|
%)
|
|||||
Pharmaceuticals
|
154.5
|
18
|
%
|
24
|
%
|
|||||
Cataract
and Vitreoretinal
|
91.5
|
2
|
%
|
6
|
%
|
|||||
Refractive
|
31.8
|
(8
|
%)
|
(6
|
%) | |||||
Total
Company
|
$
|
546.0
|
(2
|
%)
|
2
|
%
|
||||
Quarter
Ended March 26, 2005 (Restated)
|
||||||||||
Contact
Lens
|
$
|
171.8
|
9
|
%
|
7
|
%
|
||||
Lens
Care
|
128.0
|
11
|
%
|
9
|
%
|
|||||
Pharmaceuticals
|
131.0
|
14
|
%
|
11
|
%
|
|||||
Cataract
and Vitreoretinal
|
89.4
|
6
|
%
|
3
|
%
|
|||||
Refractive
|
34.5
|
(16
|
%)
|
(18
|
%)
|
|||||
Total
Company
|
$
|
554.7
|
8
|
%
|
6
|
%
|
1
|
2006
lens care amounts reflect the impact of the voluntary recall of
MoistureLoc
discussed in Recent
Developments
above and in Part
I, Item 1. Financial Statements
of
this Quarterly Report on Form 10-Q under
Note 15 — Market Withdrawal of MoistureLoc Lens Care
Solution.
Provisions for sales returns and consumer rebates associated with
the
recall reduced first-quarter lens care net sales by
$19.1.
|
· |
Contact
lens sales growth was led by our specialty and silicone hydrogel
spherical
offerings, partially offset by declines for older technology products,
which largely reflect ongoing product rationalization initiatives.
Additionally, prior-year sales include results from our Woehlk business
in
Germany which has since been divested. Removing Woehlk results from
the
prior year, first-quarter 2006 constant-currency contact lens growth
would
have been approximately 9 percent.
|
· |
Lens
care sales declines in the 2006 first quarter mainly reflect the
returns
provisions associated with the MoistureLoc
recall. Excluding those charges, lens care sales declined 11 percent
on a
reported basis and 9 percent in constant currency, reflecting the
impact
of a large U.S. customer order that had occurred in the first quarter
of
2005, as well as our withdrawing all ReNu
products from certain Asian markets in the middle of the first quarter
of
2006 while we investigated potential causes of fungal infection among
contact lens wearers. In addition, negative publicity surrounding
that
outbreak led to lower sales in other Asian markets, particularly
China.
|
· |
First-quarter
2006 pharmaceutical net sales growth includes the impact of the Freda
acquisition. Excluding revenues from Freda, growth was approximately
4
percent on a reported basis and 9 percent in constant currency. That
growth was mainly due to constant-currency gains of more than 25
percent
for our lines of ocular vitamins, and strong performance for our
allergy
and over-the-counter general eye care products, which more than offset
lower sales of Zylet
combination ophthalmic drops, attributable to the impact of initial
stocking orders for the product in the first quarter of
2005.
|
· |
Cataract
and vitreoretinal product category growth in the first quarter of
2006 was
led by gains in foldable IOLs and viscoelastic products.
Phacoemulsification product growth was essentially flat with the
prior
year, with higher sales of disposable products offset by lower equipment
sales as customers await the launch of our next-generation microsurgical
system.
|
· |
First-quarter
2006 net sales declines in the refractive category reflected lower
equipment and microkeratome blade sales, partially offset by higher
per-procedure card fees.
|
2006
|
(Restated)
2005
|
||||||
Cost
of Products Sold
|
43.8
|
%
|
42.0
|
%
|
|||
Selling,
Administrative and General
|
42.2
|
%
|
41.0
|
%
|
|||
Research
and Development
|
8.0
|
%
|
7.1
|
%
|
· |
the
occurrence of an event, change or other circumstance of the type
set forth
in the merger agreement that could give rise to termination of the
merger
agreement;
|
· |
the
outcome of legal proceedings that have been or may be instituted
against
us, members of our Board of Directors or others relating to the merger
agreement; and
|
· |
the
failure by Warburg Pincus or its affiliates to obtain or provide
the
necessary financing for the merger as set forth in the commitment
letters
received in connection with the merger
agreement.
|
· |
uncertainty
about the effects of the merger may adversely affect our relationships
with our employees, customers, suppliers and other persons with whom
we
have business relationships;
|
· |
the
financing for the merger may adversely affect our credit
rating;
|
· |
management
time and resources will be required in connection with matters related
to
the merger; and
|
· |
under
certain circumstances, if the merger is not completed we may be required
to pay the buyer a termination fee or to reimburse certain buyer
expenses
as set forth in the Merger
Agreement.
|
Period
|
Total
Number
of
Shares
Purchased
1
|
Average
Price
Paid
Per
Share
|
Total
Number of
Shares
Purchased
as
Part of
Publicly
Announced
Programs
2,
3
|
Maximum
Number
of
Shares
that May
Yet
Be
Purchased
Under
the
Programs
2,
3
|
|||||||||
January
1, 2006 - January 28, 2006
|
321
|
$
|
68.71
|
-
|
2,212,301
|
||||||||
January
29, 2006 - February 25, 2006
|
8,400
|
$
|
69.76
|
3,620
|
2,208,681
|
||||||||
February
26, 2006 - April 1, 2006
|
7,869
|
$
|
68.95
|
7,869
|
2,200,812
|
||||||||
Total
|
16,590
|
$
|
69.36
|
11,489
|
2,200,812
|
1
|
Shares
purchased during the first quarter ended April 1, 2006 include purchases
pursuant to a publicly announced repurchase program (see footnote
2
below), stock compensation plans and deferred compensation
plans.
|
2
|
On
January 27, 2004, the Board of Directors authorized a program to
repurchase up to two million shares of the Company's outstanding
Common
stock. There is no expiration date for this program. During the first
quarter ended April 1, 2006, 11,489 shares were repurchased at an
average
price of $68.95. Shares repurchased after November 2005 were primarily
through private transactions with the rabbi trust for the Company's
Deferred Compensation Plan.
|
3
|
On
July 26, 2005, the Board of Directors approved the purchase of up
to an
additional two million shares of the Company's outstanding Common
stock.
There is no expiration date for this program, and since its approval
no
shares have been repurchased.
|
BAUSCH
& LOMB INCORPORATED
|
||
May 30, 2007 | /s/ Ronald L. Zarrella | |
Date
|
Ronald
L. Zarrella
Chairman
and
Chief
Executive Officer
|
|
May 30, 2007 | /s/ Efrain Rivera | |
Date
|
Efrain
Rivera
Senior
Vice President and
Chief
Financial Officer
|
S-K
Item
601
No.
|
Document
|
(3)-a
|
Restated
Certificate of Incorporation of Bausch & Lomb Incorporated (filed as
Exhibit (3)-a to the Company's Form 10-K for the fiscal year ended
December 31, 2005, File No. 1-4105, and incorporated herein by
reference).
|
(3)-b
|
Amended
and Restated By-Laws of Bausch & Lomb Incorporated, effective April
26, 2005 (filed as Exhibit (3)-e to the Company's Form 10-Q for the
quarter ended June 25, 2005, File No. 1-4105, and incorporated herein
by
reference).
|
(4)-a
|
See
Exhibit (3)-a.
|
(4)-b
|
Form
of Indenture, dated as of September 1, 1991, between the Company
and
Citibank, N.A., as Trustee, with respect to the Company's Medium-Term
Notes (filed as Exhibit (4)-a to the Company's Registration Statement
on
Form S-3, File No. 33-42858 and incorporated herein by
reference).
|
(4)-c
|
Supplemental
Indenture No. 1, dated May 13, 1998, between the Company and Citibank,
N.A. (filed as Exhibit 3.1 to the Company's Current Report on Form
8-K,
dated July 24, 1998, File No. 1-4105 and incorporated herein by
reference).
|
(4)-d
|
Supplemental
Indenture No. 2, dated as of July 29, 1998, between the Company and
Citibank, N.A. (filed as Exhibit 3.2 to the Company's Current Report
on
Form 8-K, dated July 24, 1998, File No. 1-4105 and incorporated herein
by
reference).
|
(4)-e
|
Supplemental
Indenture No. 3, dated November 21, 2002, between the Company and
Citibank, N.A. (filed as Exhibit 4.8 to the Company's Current Report
on
Form 8-K, dated November 18, 2002, File No. 1-4105 and incorporated
herein
by reference).
|
(4)-f
|
Supplemental
Indenture No. 4, dated August 1, 2003, between the Company and Citibank,
N.A. (filed as Exhibit 4.1 to the Company's Current Report on Form
8-K,
dated August 6, 2003, File No. 1-4105 and incorporated herein by
reference).
|
(4)-g
|
Fifth
Supplemental Indenture, dated August 4, 2003, between the Company
and
Citibank, N.A. (filed as Exhibit 4.2 to the Company's Current Report
on
Form 8-K, filed August 6, 2003, File No. 1-4105, and incorporated
herein
by reference).
|
(4)-h
|
Sixth
Supplemental Indenture, dated December 20, 2004, between the Company
and
Citibank, N.A. (filed as Exhibit (4)-j to the Company's Annual Report
on
Form 10-K for the fiscal year ended December 25, 2004, File No. 1-4105
and
incorporated herein by reference).
|
(4)-i
|
Supplemental
Indenture No. 7, dated as of June 6, 2006 (filed as Exhibit (4) to
the
Company's Current Report on Form 8-K, filed June 12, 2006 and incorporated
herein by reference).
|
(4)-j
|
Supplemental
Indenture No. 8, dated as of November 8, 2006 (filed as Exhibit (4)-j
to
the Company's Annual Report on Form 10-K for the fiscal year ended
December 31, 2005, File No. 1-4105 and incorporated herein by
reference).
|
(4)-k
|
Amended
and Restated Supplemental Indenture No. 8, effective as of November
8,
2006 (filed as Exhibit (4)-k to the Company's Annual Report on Form
10-K
for the fiscal year ended December 31, 2005, File No. 1-4105 and
incorporated herein by reference).
|
(4)-l
|
Supplemental
Indenture No. 9, effective as of January 31, 2007 (filed as Exhibit
(4)-k
to the Company's Annual Report on Form 10-K for the fiscal year ended
December 30, 2006, File No. 1-4105 and incorporated herein by
reference).
|
(10)-a
|
Letter
Waiver (U.S. Credit Agreement), dated February 24, 2006 (filed as
Exhibit
(10)-aa to the Company's Annual Report on Form 10-K for the year
ended
December 31, 2005, File No. 1-4105 and incorporated herein by
reference).
|
(10)-b
|
Letter
Waiver (B.V. Term Loan), dated February 24, 2006 (filed as Exhibit
(10)-bb
to the Company's Annual Report on Form 10-K for the year ended December
31, 2005, File No. 1-4105 and incorporated herein by
reference).
|
(31)-a
|
Certification
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed
herewith).
|
(31)-b
|
Certification
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed
herewith).
|
(32)-a
|
Certification
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C.
Section 1350 (furnished herewith).
|
(32)-b
|
Certification
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C.
Section 1350 (furnished herewith).
|