FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a - 16 under
the Securities Exchange Act of 1934
For the month of July, 2003
ICON plc
(Registrant's name)
0-29714
(Commission file number)
South County Business Park, Leopardstown, Dublin 18, Ireland.
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F.
Yes X No
Indicate by check mark whether the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(1):
Yes No X
Indicate by check mark whether the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(7):
Yes No X
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes No X
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b):82 N/A
Other Events.
The registrant hereby incorporates by reference the press release
attached hereto as Exhibit 99.1 into this report.
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Financial Statements and Exhibits.
(a) The following Exhibits are filed as part of this report:
EXHIBIT NO. DESCRIPTION
99.1 Press Release.
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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.
ICON plc
July 21, 2003 /s/ Sean Leech
------------------- -------------------------------
Date Sean Leech
Chief Financial Officer
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Exhibit 99.1
ICON reports strong FY 2003 results with a 37% increase in operating income and
EPS of $1.50 (NASDAQ:ICLR)
1. Highlights - Fourth Quarter and Full year Fiscal 2003:
* Fourth quarter net revenues increased 54% over the fourth quarter of
fiscal 2002 to $66.0 million and increased 44% on a full year basis.
* Income from operations increased 43% over the fourth quarter of fiscal
2002 to $7.2 million and increased 37% on a full year basis.
* Diluted earnings per share increased 39% for the fourth quarter to
$0.43 cents compared to $0.31 cents in same quarter last year. Full
year diluted earnings per share were $1.50 compared to $1.16 for
fiscal 2002.
* Record $88 million of net new business awarded in the quarter.
Dublin, Ireland, July 21, 2003 - ICON plc (NASDAQ: ICLR), a global contract
clinical research organisation, which has approximately 2,325 employees
providing services to the pharmaceutical and biotech industries from 29
locations in 17 countries worldwide, today reported the unaudited financial
results for its fourth quarter and fiscal year ended May 31, 2003.
Net revenues for the quarter were $66.0 million, representing a 54% increase
over net revenues of $43.0 million for the same quarter last year. Excluding the
impact of acquisitions, revenue growth for the quarter was 34% over the same
quarter last year.
Income from operations for the quarter was $7.2 million, which represents an
increase of 43% from the $5.1 million reported for the fourth quarter last year.
Operating margin for the quarter was 11.0% compared to 11.8% for the equivalent
period last year. Net income for the quarter was $5.3 million or $0.43 cents per
share, on a diluted basis, compared with $3.8 million or $0.31 cents per share
for the fourth quarter last year.
In the year to May 31, 2003, net revenues were $225.7 million, representing a
44% increase over net revenues of $156.6 million reported for fiscal 2002.
Excluding the impact of acquisitions revenue growth was 33% for the twelve
months ending May 31, 2003.
Income from operations for the year to May 31, 2003, was $24.9 million,
representing an increase of 37% from the $18.2 million reported for fiscal 2002.
Operating margin for the full year was 11.0%, compared to 11.6% for fiscal 2002.
Net income was $18.3 million or $1.50 per share on a diluted basis for fiscal
2003, compared with $14.2 million or $1.16 per share reported for the same
period last year.
Days sales outstanding, comprising accounts receivable and unbilled revenue less
payments on account, were 64 days at May 31, 2003 compared with 67 days at May
31, 2002. For the quarter to May 31, 2003, cash generated
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from operations was $4.9 million, capital expenditure was $4.6 million and
payments of $1.2 million were made in relation to acquisitions. In the twelve
months to May 31, 2003, cash generated from operating activities was $21.5
million, capital expenditure was $15.8 million and payments of $40.0 million
were made in relation to acquisitions. As a result, the Company's net cash was
$11.2 million (cash and cash equivalents of $18.3 million, net of bank overdraft
of $7.1 million) at May 31, 2003, compared to $43.1 million (cash and cash
equivalents of $36.3 million and short term investments of $18.6 million, net of
bank overdraft of $11.8 million) at May 31, 2002.
On July 3, 2003 the Company entered into an agreement with Bank of Ireland and
Ulster Bank for a credit line of $60 million, $40 million of which will be
available for corporate development, with the remaining $20 million for working
capital purposes. The working capital line will replace the majority of the
Company's existing lines of credit.
The Company also announced that on July 17, 2003, it entered into a non-binding
letter of intent for the potential acquisition of Globomax LLC, a drug
development consulting company employing approximately 80 people, based in the
US. The proposed consideration is for an initial payment of $11 million. The
agreement would allow for additional payments up to a maximum of $4 million to
be paid over the subsequent three years contingent upon certain earnings targets
being met.
"Fiscal 2003 has been another excellent year for ICON", commented Chairman, Dr.
John Climax. "We are very pleased with the strong growth achieved in the year
and the continued expansion of both our services and operations. With a further
$88 million of net new business awards in the quarter we ended the year with a
total backlog of $352 million, of which we estimate $221 million will be earned
in the next twelve months. Based on these numbers we look to fiscal 2004 with
strong confidence".
The company will hold its fourth quarter and full year conference call today,
July 21, 2003 at 11:00 EST [16:00 GMT / 17:00 CET]. This call and linked slide
presentation can be accessed live from our website at
http://www.iconclinical.com. In addition, a calendar of company events,
including upcoming conference presentations, is available on our website, under
"shareholders services". This calendar will be updated regularly.
The statements made in this Press Release may contain forward-looking statements
that involve a number of risks and uncertainties. In addition to the matters
described in this Press Release, the ability to maintain large client contracts
or enter into new contracts, maintain client relationships and the ability to
manage the opening of new offices, the integration of new business mergers and
acquisitions, as well as other risks and uncertainties detailed from time to
time in SEC reports filed by ICON, including its Form 20-F, S-8 and F-3, may
affect the actual results achieved by ICON. ICON disclaims any intent or
obligation to update these forward-looking statements.
The financial information presented herein has been prepared in accordance with
U.S. GAAP.
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ICON plc
Consolidated Income Statements
(Unaudited)
Three Months and Twelve Months ended May 31, 2003 and 2002
(Dollars, in thousands, except share and per share data)
Three Months Ended Twelve Months Ended
Three Months Ended Twelve Months Ended
May 31, May 31, May 31, May 31,
2003 2002 2003 2002
Gross Revenue 104,701 65,486 340,971 218,842
Subcontractor costs 38,681 22,489 115,246 62,287
---------------------- ----------- ------------ ----------
Net Revenue 66,020 42,997 225,725 156,555
Costs and expenses
Direct costs 34,866 22,925 122,373 83,371
Selling, general and administrative 21,637 13,401 71,118 48,951
Depreciation and amortization 2,288 1,604 7,305 6,020
---------------------- ----------- ------------ ----------
Total costs and expenses 58,791 37,930 200,796 138,342
Income from operations 7,229 5,067 24,929 18,213
Interest income (net) (25) 252 354 1,116
---------------------- ----------- ------------ ----------
Income before provision of income taxes 7,204 5,319 25,283 19,329
Provision for income taxes 1,910 1,504 7,000 5,129
---------------------- ----------- ------------ ----------
Net income 5,294 3,815 18,283 14,200
====================== =========== ============ ==========
Net income per ordinary share
Basic $0.45 $0.33 $1.55 $1.22
---------------------- ----------- ------------ ----------
Diluted $0.43 $0.31 $1.50 $1.16
---------------------- ----------- ------------ ----------
Weighted average number of ordinary shares
Basic 11,833,154 11,707,978 11,813,788 11,656,153
Diluted 12,228,648 12,258,968 12,181,094 12,241,820
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ICON plc
Summary Balance Sheet Data
(Unaudited)
May 31, 2003 and May 31, 2002
(Dollars, in thousands)
May 31, May 31,
2003 2002
Cash and short-term investments 18,311 54,842
Short-term debt (7,126) (11,745)
Net cash 11,185 43,097
Accounts receivable 74,645 41,306
Unbilled revenue 44,783 26,387
Payments on account (45,763) (19,854)
Total 73,665 47,839
Working Capital 53,827 72,923
Total assets 235,014 165,794
Shareholder's equity 136,910 107,561
Source: ICON plc
Contact: Investor Relations 1-888-381-7923 or
Sean Leech CFO + 353 1 291 2000
both at ICON.
http://www.iconclinical.com
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