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Quotes & Info
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| COO > SEC Filings for COO > Form 8-K on 21-Dec-2012 | All Recent SEC Filings |
21-Dec-2012
Entry into a Material Definitive Agreement, Other Events, Financial Statemen
On December 21, 2012, CooperVision, Inc. entered into "Amendment No. 1 to License Agreement," which amended the License Agreement effective as of November 19, 2007, by and between CooperVision, Inc., on the one hand, and CIBA Vision AG and CIBA Vision Corporation, on the other hand. The Amendment revised the royalty rate effective January 1, 2013.
Reflecting the effect of Amendment No. 1 set forth in Item 1.01, the Company revises its full year Fiscal 2013 guidance. Guidance is summarized as follows:
FY 2013 Guidance FY2013 Guidance
Old New
Revenues (In millions)
Total $1,565 - $1,625 $1,565 - $1,625
CooperVision $1,250 - $1,290 $1,250 - $1,290
CooperSurgical $315 - $335 $315 - $335
EPS
GAAP $5.70 - $6.00 $5.90 - $6.10
Non-GAAP $5.70 - $6.00 $5.90 - $6.10
Free Cash Flow (In millions) $200 - $230 $210 - $230
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Guidance assumes constant currency at the date of issuance.
Forward-Looking Statements
This Item 8.01 contains "forward-looking statements" as defined by the Private Securities Litigation Reform Act of 1995. Statements relating to guidance, plans, prospects, goals, strategies, future actions, events or performance and other statements which are other than statements of historical fact, including our 2013 Guidance and all statements regarding anticipated growth in our revenue, expected results of operations and integration of any acquisition are forward-looking. To identify these statements look for words like "believes," "expects," "may," "will," "should," "could," "seeks," "intends," "plans," "estimates" or "anticipates" and similar words or phrases. Forward-looking statements necessarily depend on assumptions, data or methods that may be incorrect or imprecise and are subject to risks and uncertainties.
Among the factors that could cause our actual results and future actions to
differ materially from those described in forward-looking statements are:
adverse changes in the global or regional general business, political and
economic conditions due to the current global economic downturn, including the
impact of continuing uncertainty and instability of certain European Union
countries that could adversely affect our global markets; foreign currency
exchange rate and interest rate fluctuations including the risk of further
declines in the value of the Euro that would decrease our revenues and earnings;
acquisition integration delays or costs or the requirement to record significant
adjustments to the preliminary fair value of assets acquired and liabilities
assumed within the measurement period; reduced sales, loss of customers and
costs and expenses related to the recall of certain lots of Avaira Toric and
Avaira Sphere contact lenses; a major disruption in the operations of our
manufacturing, research and development or distribution facilities due to
technological problems, natural disasters or other causes; disruptions in
supplies of raw materials, particularly components used to manufacture our
silicone hydrogel lenses; legal costs, insurance expenses, settlement costs and
the risk of an adverse decision or settlement related to product liability,
patent or other litigation; limitations on sales following new product
introductions due to poor market acceptance; new competitors, product
innovations or technologies; the impact of acquisitions or divestitures on
revenues, earnings or margins; the requirement to provide for a significant
liability or to write off, or accelerate depreciation on, a significant asset,
including goodwill; changes in United States and foreign government regulations
of the retail optical industry and of the healthcare industry generally; changes
in tax laws or their interpretation and changes in effective tax rates; dilution
to earnings per share from acquisitions or issuing stock and other events
described in our Securities and Exchange Commission filings, including the
"Business" and "Risk Factors" sections in the Company's Annual Report on Form
10-K for the fiscal year ended October 31, 2012, as such Risk Factors may be
updated in quarterly filings.
We caution investors that forward-looking statements reflect our analysis only on their stated date. We disclaim any intent to update them except as required by law.
(d) Exhibits.
99.1 Amendment No. 1 to License Agreement
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