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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Patterson Companies Inc | NASDAQ:PDCO | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-0.67 | -2.74% | 23.81 | 23.70 | 24.14 | 24.50 | 23.63 | 24.48 | 1,134,536 | 00:59:07 |
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x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Minnesota
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41-0886515
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(State or Other Jurisdiction of
Incorporation or Organization)
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(I.R.S. Employer
Identification Number)
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|
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1031 Mendota Heights Road
St. Paul, Minnesota
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55120
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(Address of Principal Executive Offices)
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(Zip Code)
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Large Accelerated Filer
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x
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Accelerated Filer
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¨
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Non-Accelerated Filer
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¨
(Do not check if a smaller reporting company)
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Smaller Reporting Company
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¨
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Page
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October 29,
2016 |
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April 30,
2016 |
||||
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(Unaudited)
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|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
110,387
|
|
|
$
|
137,453
|
|
Receivables, net of allowance for doubtful accounts
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822,734
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|
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796,693
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Inventory
|
795,454
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|
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722,140
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Prepaid expenses and other current assets
|
104,257
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|
|
91,255
|
|
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Total current assets
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1,832,832
|
|
|
1,747,541
|
|
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Property and equipment, net
|
303,342
|
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|
293,315
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|
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Long-term receivables, net
|
97,114
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|
88,248
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Goodwill
|
812,419
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|
816,592
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Identifiable intangibles, net
|
479,977
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509,297
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Other
|
64,684
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|
65,811
|
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Total assets
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$
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3,590,368
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$
|
3,520,804
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LIABILITIES AND STOCKHOLDERS’ EQUITY
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|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
545,366
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|
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$
|
566,253
|
|
Accrued payroll expense
|
69,271
|
|
|
75,448
|
|
||
Other accrued liabilities
|
148,407
|
|
|
151,134
|
|
||
Current maturities of long-term debt
|
20,625
|
|
|
16,500
|
|
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Borrowings on revolving credit
|
163,000
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|
20,000
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|
||
Total current liabilities
|
946,669
|
|
|
829,335
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|
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Long-term debt
|
1,010,211
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1,022,155
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Other non-current liabilities
|
227,436
|
|
|
227,568
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|
||
Total liabilities
|
2,184,316
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|
|
2,079,058
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||
Stockholders’ equity:
|
|
|
|
||||
Common stock
|
982
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|
|
991
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|
||
Additional paid-in capital
|
57,542
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|
|
48,477
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|
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Accumulated other comprehensive loss
|
(101,352
|
)
|
|
(67,964
|
)
|
||
Retained earnings
|
1,517,796
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|
|
1,529,158
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|
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Unearned ESOP shares
|
(68,916
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)
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|
(68,916
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)
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||
Total stockholders’ equity
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1,406,052
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1,441,746
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Total liabilities and stockholders’ equity
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$
|
3,590,368
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$
|
3,520,804
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Three Months Ended
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Six Months Ended
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||||||||||||
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October 29,
2016 |
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October 31,
2015 |
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October 29,
2016 |
|
October 31,
2015 |
||||||||
Net sales
|
$
|
1,418,241
|
|
|
$
|
1,389,210
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|
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$
|
2,750,677
|
|
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$
|
2,532,080
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Cost of sales
|
1,099,281
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|
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1,058,311
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2,114,539
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1,912,937
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|
||||
Gross profit
|
318,960
|
|
|
330,899
|
|
|
636,138
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|
|
619,143
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|
||||
Operating expenses
|
239,157
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|
|
247,436
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|
|
490,919
|
|
|
473,503
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|
||||
Operating income from continuing operations
|
79,803
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|
|
83,463
|
|
|
145,219
|
|
|
145,640
|
|
||||
Other income (expense):
|
|
|
|
|
|
|
|
||||||||
Other income, net
|
1,622
|
|
|
954
|
|
|
3,986
|
|
|
1,624
|
|
||||
Interest expense
|
(10,097
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)
|
|
(17,154
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)
|
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(20,259
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)
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|
(29,297
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)
|
||||
Income from continuing operations before taxes
|
71,328
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|
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67,263
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|
128,946
|
|
|
117,967
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|
||||
Income tax expense
|
25,572
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|
|
24,700
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|
44,284
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|
|
55,093
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|
||||
Net income from continuing operations
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45,756
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|
|
42,563
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|
|
84,662
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|
|
62,874
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|
||||
Net income (loss) from discontinued operations
|
—
|
|
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(7,142
|
)
|
|
—
|
|
|
2,250
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|
||||
Net income
|
$
|
45,756
|
|
|
$
|
35,421
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|
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$
|
84,662
|
|
|
$
|
65,124
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|
Basic earnings (loss) per share:
|
|
|
|
|
|
|
|
||||||||
Continuing operations
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$
|
0.48
|
|
|
$
|
0.43
|
|
|
$
|
0.89
|
|
|
$
|
0.64
|
|
Discontinued operations
|
—
|
|
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(0.07
|
)
|
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—
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|
|
0.02
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|
||||
Net basic earnings per share
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$
|
0.48
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|
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$
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0.36
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$
|
0.89
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|
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$
|
0.66
|
|
Diluted earnings (loss) per share:
|
|
|
|
|
|
|
|
||||||||
Continuing operations
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$
|
0.48
|
|
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$
|
0.43
|
|
|
$
|
0.88
|
|
|
$
|
0.63
|
|
Discontinued operations
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—
|
|
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(0.07
|
)
|
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—
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|
|
0.02
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||||
Net diluted earnings per share
|
$
|
0.48
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|
|
$
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0.36
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$
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0.88
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|
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$
|
0.65
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Weighted average shares:
|
|
|
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|
|
|
|
||||||||
Basic
|
95,290
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|
|
98,525
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|
|
95,510
|
|
|
98,981
|
|
||||
Diluted
|
95,904
|
|
|
99,185
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|
|
96,138
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|
|
99,674
|
|
||||
Dividends declared per common share
|
$
|
0.24
|
|
|
$
|
0.22
|
|
|
$
|
0.48
|
|
|
$
|
0.44
|
|
Comprehensive income
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
45,756
|
|
|
$
|
35,421
|
|
|
$
|
84,662
|
|
|
$
|
65,124
|
|
Foreign currency translation gain (loss)
|
(14,001
|
)
|
|
6,941
|
|
|
(34,258
|
)
|
|
(4,334
|
)
|
||||
Cash flow hedges, net of tax
|
437
|
|
|
437
|
|
|
870
|
|
|
1,054
|
|
||||
Comprehensive income
|
$
|
32,192
|
|
|
$
|
42,799
|
|
|
$
|
51,274
|
|
|
$
|
61,844
|
|
|
Six Months Ended
|
||||||
|
October 29,
2016 |
|
October 31,
2015 |
||||
Operating activities:
|
|
|
|
||||
Net income
|
$
|
84,662
|
|
|
$
|
65,124
|
|
Net income from discontinued operations
|
—
|
|
|
2,250
|
|
||
Net income from continuing operations
|
84,662
|
|
|
62,874
|
|
||
Adjustments to reconcile net income from continuing operations to net cash used in operating activities:
|
|
|
|
||||
Depreciation
|
18,010
|
|
|
16,791
|
|
||
Amortization
|
23,997
|
|
|
21,609
|
|
||
Bad debt expense
|
58
|
|
|
5,674
|
|
||
Non-cash employee compensation
|
14,693
|
|
|
13,541
|
|
||
Accelerated amortization of debt issuance costs on early retirement of debt
|
—
|
|
|
5,153
|
|
||
Excess tax benefits from stock-based compensation
|
—
|
|
|
(1,686
|
)
|
||
Change in assets and liabilities, net of acquired
|
(196,726
|
)
|
|
(137,923
|
)
|
||
Net cash used in operating activities- continuing operations
|
(55,306
|
)
|
|
(13,967
|
)
|
||
Net cash used in operating activities- discontinued operations
|
—
|
|
|
(38,985
|
)
|
||
Net cash used in operating activities
|
(55,306
|
)
|
|
(52,952
|
)
|
||
Investing activities:
|
|
|
|
||||
Additions to property and equipment
|
(29,377
|
)
|
|
(40,978
|
)
|
||
Acquisitions and equity investments, net of cash assumed
|
—
|
|
|
(1,105,229
|
)
|
||
Proceeds from sale of securities
|
—
|
|
|
48,744
|
|
||
Other investing activities
|
23,115
|
|
|
—
|
|
||
Net cash used in investing activities- continuing operations
|
(6,262
|
)
|
|
(1,097,463
|
)
|
||
Net cash provided by investing activities- discontinued operations
|
—
|
|
|
715,430
|
|
||
Net cash used in investing activities
|
(6,262
|
)
|
|
(382,033
|
)
|
||
Financing activities:
|
|
|
|
||||
Dividends paid
|
(47,655
|
)
|
|
(45,356
|
)
|
||
Repurchases of common stock
|
(50,000
|
)
|
|
(160,579
|
)
|
||
Proceeds from issuance of long-term debt
|
—
|
|
|
1,000,000
|
|
||
Debt issuance costs
|
—
|
|
|
(11,600
|
)
|
||
Retirement of long-term debt
|
(8,250
|
)
|
|
(674,125
|
)
|
||
Draw on revolver
|
143,000
|
|
|
80,000
|
|
||
Other financing activities
|
974
|
|
|
2,894
|
|
||
Net cash provided by financing activities
|
38,069
|
|
|
191,234
|
|
||
Effect of exchange rate changes on cash
|
(3,567
|
)
|
|
(8,058
|
)
|
||
Net change in cash and cash equivalents
|
(27,066
|
)
|
|
(251,809
|
)
|
||
Cash and cash equivalents at beginning of period
|
137,453
|
|
|
347,260
|
|
||
Cash and cash equivalents at end of period
|
$
|
110,387
|
|
|
$
|
95,451
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||
|
October 29,
2016 |
|
October 31,
2015 |
|
October 29,
2016 |
|
October 31,
2015 |
||||
Denominator for basic earnings per share – weighted average shares
|
95,290
|
|
|
98,525
|
|
|
95,510
|
|
|
98,981
|
|
Effect of dilutive securities – stock options, restricted stock and stock purchase plans
|
614
|
|
|
660
|
|
|
628
|
|
|
693
|
|
Denominator for diluted earnings per share – weighted average shares
|
95,904
|
|
|
99,185
|
|
|
96,138
|
|
|
99,674
|
|
Derivative type
|
Classification
|
October 29, 2016
|
|
April 30, 2016
|
||||
Assets:
|
|
|
|
|
||||
Interest rate cap agreements
|
Other noncurrent assets
|
$
|
790
|
|
|
$
|
816
|
|
Liabilities:
|
|
|
|
|
||||
Interest rate cap agreements
|
Other noncurrent liabilities
|
790
|
|
|
816
|
|
|
|
|
|
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss into Income (Effective Portion)
|
||||||||||||||
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
Derivatives in cash flow hedging relationships
|
|
Income statement location
|
|
October 29, 2016
|
|
October 31, 2015
|
|
October 29, 2016
|
|
October 31, 2015
|
||||||||
Interest rate swap
|
|
Interest expense
|
|
$
|
(702
|
)
|
|
$
|
(703
|
)
|
|
$
|
(1,397
|
)
|
|
$
|
(1,405
|
)
|
|
October 29, 2016
|
||||||||||||||
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Cash equivalents
|
$
|
3,506
|
|
|
$
|
3,506
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Deferred purchase price receivable
|
118,059
|
|
|
—
|
|
|
—
|
|
|
118,059
|
|
||||
Derivative instruments
|
790
|
|
|
—
|
|
|
790
|
|
|
—
|
|
||||
Total assets
|
$
|
122,355
|
|
|
$
|
3,506
|
|
|
$
|
790
|
|
|
$
|
118,059
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Derivative instruments
|
$
|
790
|
|
|
$
|
—
|
|
|
$
|
790
|
|
|
$
|
—
|
|
|
April 30, 2016
|
||||||||||||||
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Cash equivalents
|
$
|
14,609
|
|
|
$
|
14,609
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Deferred purchase price receivable
|
108,837
|
|
|
—
|
|
|
—
|
|
|
108,837
|
|
||||
Derivative instruments
|
816
|
|
|
—
|
|
|
816
|
|
|
—
|
|
||||
Total assets
|
$
|
124,262
|
|
|
$
|
14,609
|
|
|
$
|
816
|
|
|
$
|
108,837
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Derivative instruments
|
$
|
816
|
|
|
$
|
—
|
|
|
$
|
816
|
|
|
$
|
—
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
October 29,
2016 |
|
October 31,
2015 |
|
October 29,
2016 |
|
October 31,
2015 |
||||||||
Net sales
|
|
|
|
|
|
|
|
||||||||
Dental
|
$
|
601,553
|
|
|
$
|
601,322
|
|
|
$
|
1,156,568
|
|
|
$
|
1,176,439
|
|
Animal Health
|
807,146
|
|
|
774,453
|
|
|
1,569,777
|
|
|
1,331,750
|
|
||||
Corporate
|
9,542
|
|
|
13,435
|
|
|
24,332
|
|
|
23,891
|
|
||||
Consolidated net sales
|
$
|
1,418,241
|
|
|
$
|
1,389,210
|
|
|
$
|
2,750,677
|
|
|
$
|
2,532,080
|
|
Operating income (loss) from continuing operations
|
|
|
|
|
|
|
|
||||||||
Dental
|
$
|
77,043
|
|
|
$
|
74,094
|
|
|
$
|
137,338
|
|
|
$
|
141,346
|
|
Animal Health
|
21,854
|
|
|
25,177
|
|
|
36,683
|
|
|
38,149
|
|
||||
Corporate
|
(19,094
|
)
|
|
(15,808
|
)
|
|
(28,802
|
)
|
|
(33,855
|
)
|
||||
Consolidated operating income from continuing operations
|
$
|
79,803
|
|
|
$
|
83,463
|
|
|
$
|
145,219
|
|
|
$
|
145,640
|
|
|
October 29,
2016 |
|
April 30,
2016 |
||||
Total assets
|
|
|
|
||||
Dental
|
$
|
930,541
|
|
|
$
|
994,113
|
|
Animal Health
|
2,148,059
|
|
|
2,064,302
|
|
||
Corporate
|
511,768
|
|
|
462,389
|
|
||
Total assets
|
$
|
3,590,368
|
|
|
$
|
3,520,804
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
October 29,
2016 |
|
October 31,
2015 |
|
October 29,
2016 |
|
October 31,
2015 |
||||||||
Net sales
|
|
|
|
|
|
|
|
||||||||
Consumable
|
$
|
1,112,232
|
|
|
$
|
1,087,489
|
|
|
$
|
2,188,453
|
|
|
$
|
1,982,796
|
|
Equipment and software
|
217,194
|
|
|
207,809
|
|
|
378,140
|
|
|
361,292
|
|
||||
Other
|
88,815
|
|
|
93,912
|
|
|
184,084
|
|
|
187,992
|
|
||||
Consolidated net sales
|
$
|
1,418,241
|
|
|
$
|
1,389,210
|
|
|
$
|
2,750,677
|
|
|
$
|
2,532,080
|
|
|
Cash Flow
Hedges
|
|
Currency
Translation
Adjustment
|
|
Total
|
||||||
AOCL at April 30, 2016
|
$
|
(16,734
|
)
|
|
$
|
(51,230
|
)
|
|
$
|
(67,964
|
)
|
Other comprehensive loss before reclassifications
|
—
|
|
|
(34,258
|
)
|
|
(34,258
|
)
|
|||
Amounts reclassified from AOCL
|
870
|
|
|
—
|
|
|
870
|
|
|||
AOCL at October 29, 2016
|
$
|
(15,864
|
)
|
|
$
|
(85,488
|
)
|
|
$
|
(101,352
|
)
|
|
Three Months Ended
|
||||
|
October 29, 2016
|
|
October 31, 2015
|
||
Net sales
|
100.0
|
%
|
|
100.0
|
%
|
Cost of sales
|
77.5
|
|
|
76.2
|
|
Gross profit
|
22.5
|
|
|
23.8
|
|
Operating expenses
|
16.9
|
|
|
17.8
|
|
Operating income from continuing operations
|
5.6
|
|
|
6.0
|
|
Other income (expense)
|
(0.6
|
)
|
|
(1.2
|
)
|
Income from continuing operations before taxes
|
5.0
|
|
|
4.8
|
|
Income tax expense
|
1.8
|
|
|
1.7
|
|
Net income from continuing operations
|
3.2
|
%
|
|
3.1
|
%
|
|
Six Months Ended
|
||||
|
October 29, 2016
|
|
October 31, 2015
|
||
Net sales
|
100.0
|
%
|
|
100.0
|
%
|
Cost of sales
|
76.9
|
|
|
75.5
|
|
Gross profit
|
23.1
|
|
|
24.5
|
|
Operating expenses
|
17.8
|
|
|
18.7
|
|
Operating income from continuing operations
|
5.3
|
|
|
5.8
|
|
Other income (expense)
|
(0.6
|
)
|
|
(1.1
|
)
|
Income from continuing operations before taxes
|
4.7
|
|
|
4.7
|
|
Income tax expense
|
1.6
|
|
|
2.2
|
|
Net income from continuing operations
|
3.1
|
%
|
|
2.5
|
%
|
|
Total
Number of Shares Purchased |
|
Average
Price Paid per Share |
|
Total Number of
Shares Purchased as Part of Publicly Announced Plans or Programs |
|
Maximum
Number of Shares That May Yet Be Purchased Under the Plan |
|||||
July 31, 2016 to August 27, 2016
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
15,966,185
|
|
August 28, 2016 to September 24, 2016
|
404,493
|
|
|
46.02
|
|
|
404,493
|
|
|
15,561,692
|
|
|
September 25, 2016 to October 29, 2016
|
139,048
|
|
|
45.91
|
|
|
139,048
|
|
|
15,422,644
|
|
|
|
543,541
|
|
|
$
|
45.99
|
|
|
543,541
|
|
|
15,422,644
|
|
|
|
|
PATTERSON COMPANIES, INC.
|
|
|
|
(Registrant)
|
|
|
|
|
Dated: December 7, 2016
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Ann B. Gugino
|
|
|
|
Ann B. Gugino
|
|
|
|
Executive Vice President, Chief Financial Officer and Treasurer
|
|
|
|
(Principal Financial Officer and Principal Accounting Officer)
|
Exhibit
No.
|
|
Exhibit Description
|
|
|
|
31.1
|
|
Certification of the Chief Executive Officer pursuant to Rules 13a-4(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
.
|
|
|
|
31.2
|
|
Certification of the Chief Financial Officer pursuant to Rule 13a-4(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
.
|
|
|
|
32.1
|
|
Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
.
|
|
|
|
32.2
|
|
Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
101
|
|
Financials in XBRL format.
|
1 Year Patterson Companies Chart |
1 Month Patterson Companies Chart |
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