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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Cooper Companies Inc | NYSE:COO | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 331.35 | 0 | 01:00:00 |
☒
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
94-2657368
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
Title of each class
|
|
Trading Symbol
|
|
Name of each exchange on which registered
|
Common Stock, $.10 par value
|
|
COO
|
|
The New York Stock Exchange
|
Document
|
|
Part of Form 10-K
|
Portions of the Proxy Statement for the Annual Meeting
of Stockholders scheduled to be held in March 2021
|
|
Part III
|
PART I
|
|
Page
|
Item 1.
|
Business
|
|
Item 1A.
|
Risk Factors
|
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Item 1B.
|
Unresolved Staff Comments
|
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Item 2.
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Properties
|
|
Item 3.
|
Legal Proceedings
|
|
Item 4.
|
Mine Safety Disclosures
|
|
|
|
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PART II
|
|
|
Item 5.
|
Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
|
|
Item 6.
|
Selected Financial Data
|
|
Item 7.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
|
Item 7A.
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Quantitative and Qualitative Disclosure about Market Risk
|
|
Item 8.
|
Financial Statements and Supplementary Data
|
|
Item 9.
|
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
|
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Item 9A.
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Controls and Procedures
|
|
Item 9B.
|
Other Information
|
|
|
|
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PART III
|
|
|
Item 10.
|
Directors, Executive Officers and Corporate Governance
|
|
Item 11.
|
Executive Compensation
|
|
Item 12.
|
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
|
|
Item 13.
|
Certain Relationships and Related Transactions, and Director Independence
|
|
Item 14.
|
Principal Accounting Fees and Services
|
|
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|
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PART IV
|
|
|
Item 15.
|
Exhibits and Financial Statement Schedules
|
|
Item 16.
|
Form 10-K Summary
|
•
|
The effects of the ongoing COVID-19 pandemic and related economic disruptions and new governmental regulations on our business, results of operations, cash flow and financial condition, including but not limited to the potential impact on our sales, operations and supply chain.
|
•
|
Adverse changes in the global or regional general business, political and economic conditions, including the impact of continuing uncertainty and instability of certain countries, that could adversely affect our global markets, and the potential adverse economic impact and related uncertainty caused by these items, including but not limited to, the ongoing COVID-19 pandemic, and escalating global trade barriers including additional tariffs, by countries such as China.
|
•
|
Adverse changes in global political and economic conditions, and related uncertainty caused by the United Kingdom’s (UK) withdrawal from the European Union (EU) and its potential impact on, among other things, the movement of goods and materials in our supply chain, additional regulatory approvals and requirements, and increased tariffs and duties.
|
•
|
Changes in tax laws or their interpretation, changes in statutory tax rates, and adverse outcomes in tax disputes, including but not limited to, the U.S., the United Kingdom and other countries may affect our taxation of earnings recognized in foreign jurisdictions, result in unexpected tax liabilities, and/or negatively impact our effective tax rate.
|
•
|
Foreign currency exchange rate and interest rate fluctuations including the risk of fluctuations in the value of foreign currencies or interest rates that would decrease our net sales and earnings.
|
•
|
Our existing and future variable rate indebtedness and associated interest expense is impacted by rate increases, which could adversely affect our financial health or limit our ability to borrow additional funds.
|
•
|
Acquisition-related adverse effects including the failure to successfully obtain the anticipated net sales, margins and earnings benefits of acquisitions, integration delays or costs and the requirement to record significant adjustments to the preliminary fair value of assets acquired and liabilities assumed within the measurement period, required regulatory approvals for an acquisition not being obtained or being delayed or subject to conditions that are not anticipated, adverse impacts of changes to accounting controls and reporting procedures, contingent liabilities or indemnification obligations, increased leverage and lack of access to available financing (including financing for the acquisition or refinancing of debt owed by us on a timely basis and on reasonable terms).
|
•
|
Compliance costs and potential liability in connection with U.S. and foreign laws and health care regulations pertaining to privacy and security of personal information, such as HIPAA and the California Consumer Privacy Act (CCPA) in the U.S. and the General Data Protection Regulation (GDPR) requirements in Europe, including but not limited to those resulting from data security breaches.
|
•
|
A major disruption in the operations of our manufacturing, accounting and financial reporting, research and development, distribution facilities or raw material supply chain due to the ongoing COVID-19 pandemic, integration of acquisitions, man-made or natural disasters, cybersecurity incidents or other causes.
|
•
|
A major disruption in the operations of our manufacturing, accounting and financial reporting, research and development or distribution facilities due to technological problems, including any
|
•
|
Market consolidation of large customers globally through mergers or acquisitions resulting in a larger proportion or concentration of our business being derived from fewer customers.
|
•
|
Disruptions in supplies of raw materials, particularly components used to manufacture our silicone hydrogel lenses.
|
•
|
New U.S. and foreign government laws and regulations, and changes in existing laws, regulations and enforcement guidance, which affect areas of our operations including, but not limited to, those affecting the health care industry, including the contact lens industry specifically and the medical device or pharmaceutical industries generally, including but not limited to the EU Medical Devices Regulation (MDR) and the EU In Vitro Diagnostic Medical Devices Regulation (IVDR).
|
•
|
Legal costs, insurance expenses, settlement costs and the risk of an adverse decision, prohibitive injunction or settlement related to product liability, patent infringement or other litigation.
|
•
|
Limitations on sales following product introductions due to poor market acceptance.
|
•
|
New competitors, product innovations or technologies, including but not limited to, technological advances by competitors, new products and patents attained by competitors, and competitors' expansion through acquisitions.
|
•
|
Reduced sales, loss of customers and costs and expenses related to product recalls and warning letters.
|
•
|
Failure to receive, or delays in receiving, regulatory approvals for products.
|
•
|
Failure of our customers and end users to obtain adequate coverage and reimbursement from third-party payors for our products and services.
|
•
|
The requirement to provide for a significant liability or to write off, or accelerate depreciation on, a significant asset, including goodwill, other intangible assets and idle manufacturing facilities and equipment.
|
•
|
The success of our research and development activities and other start-up projects.
|
•
|
Dilution to earnings per share from acquisitions or issuing stock.
|
•
|
Impact and costs incurred from changes in accounting standards and policies.
|
•
|
Environmental risks, including increasing environmental legislation and the broader impacts of climate change.
|
•
|
Spherical lenses including lenses that correct near- and farsightedness uncomplicated by more complex visual defects.
|
•
|
Toric and multifocal lenses including lenses that, in addition to correcting near- and farsightedness, address more complex visual defects such as astigmatism and presbyopia by adding optical properties of cylinder and axis, which correct for irregularities in the shape of the cornea.
|
•
|
Producing high, medium and low volumes of lenses made with a variety of materials for a broader range of market niches: single-use, two-week, monthly and quarterly disposable sphere, toric and multifocal lenses and custom toric lenses for patients with a high degree of astigmatism.
|
•
|
Offering a wide range of lens parameters, leading to a higher rate of successful fitting for practitioners and better visual acuity for patients.
|
•
|
Routine office visits: annual well-women checkups, preventative cancer screening and contraception.
|
•
|
Evaluation and management (E/M) office visits: assessment of menstrual disorders, pelvic infections, urinary incontinence, abnormal Pap smears, fertility concerns, pregnancy and menopause. Approximately a third of gynecology office visits are related to abnormal uterine bleeding.
|
•
|
Office based procedures are increasing given high patient satisfaction, reduction of health system cost and comparative clinical outcomes.
|
•
|
Hysterectomy and cesarean section remain common hospital surgical interventions in women worldwide.
|
•
|
Infertility rates are increasing globally. Patient awareness and access are also on the rise.
|
•
|
Initial evaluation and treatments for infertility, such as ovulatory medications and intrauterine insemination (IUI), begin with the OB/GYN then transition to fertility clinics.
|
•
|
In-Vitro Fertilization (IVF) is performed by reproductive endocrinologists, specialized OB/GYNs.
|
•
|
we may find it difficult to manage the effects of the ongoing COVID-19 pandemic on our ability to operate internationally and for our employees to travel internationally;
|
•
|
we may have difficulty enforcing intellectual property rights in some foreign countries;
|
•
|
we may have difficulty gaining market share in countries such as Japan and China because of regulatory restrictions and customer preferences;
|
•
|
we may find it difficult to grow in emerging markets such as China, India, Russia, Brazil and other developing nations due to, among other things, customer acceptance, undeveloped and/or unfamiliar distribution channels, regulatory restrictions and changes, and business knowledge of these new markets;
|
•
|
tax rates in some foreign countries may exceed those of the United States, and foreign earnings may be subject to withholding requirements or the imposition of tariffs, exchange controls or other restrictions, including the tariffs enacted by the U.S. government on various imports from China and by the Chinese government on certain U.S. goods, the scope and duration of which remain uncertain;
|
•
|
we may find it difficult to comply with a variety of United States and foreign legal, compliance and regulatory requirements such as the Foreign Corrupt Practices Act, the Dodd-Frank Wall Street Reform and Consumer Protection Act, the United Kingdom Bribery Act, international data security and privacy laws, MDR and IVDR;
|
•
|
we may find it difficult to manage a large organization spread throughout various countries;
|
•
|
fluctuations in currency exchange rates could adversely affect our results;
|
•
|
foreign customers may have longer payment cycles than customers in the United States;
|
•
|
failure to comply with United States Department of Commerce and other nations' import-export controls may result in fines and/or penalties;
|
•
|
general economic and political conditions in the countries where we operate may have an adverse effect on our operations in those countries or not be favorable to our growth strategy;
|
•
|
natural disasters, pandemics such as COVID-19, war, terrorism, labor disruptions and international conflicts may cause significant economic disruption and political and social instability, resulting in decreased demand for our products, adversely affecting our manufacturing and distribution capabilities, or causing interruptions in our supply chain;
|
•
|
foreign governments may adopt regulations, including those similar to MDR and IVDR or take other actions that would have a direct or indirect adverse impact on our business and market opportunities, including but not limited to increased enforcement of potentially conflicting and ambiguous anti-bribery laws;
|
•
|
we may have difficulty enforcing agreements and collecting receivables through some foreign legal systems; and
|
•
|
we may be subject to unforeseen economic or political events in certain countries that may have an impact on our customers' ability or preferences to buy our products.
|
•
|
failure to successfully obtain the anticipated revenues, margins and earnings benefits;
|
•
|
difficulties in, and expenses related to, the integration of the operations, technologies, products and personnel of the acquired company and establishment of appropriate accounting controls and reporting procedures and other regulatory compliance procedures, including but not limited to third party compliance and due diligence;
|
•
|
increased leverage and the risk of lack of access to available financing, including financing for the acquisition or refinancing of debt owed by us on a timely basis and on reasonable terms;
|
•
|
risks of entering markets in which we have no or limited prior experience;
|
•
|
potential loss of employees;
|
•
|
an inability to identify and consummate future acquisitions on favorable terms or at all;
|
•
|
diversion of management's attention away from other business concerns;
|
•
|
risks of the acquired company’s noncompliance with applicable laws or regulations;
|
•
|
expenses of any undisclosed or potential liabilities, contingent liabilities or indemnification obligations of the acquired company;
|
•
|
expenses, including restructuring expenses, to shut-down our own locations or terminate our employees;
|
•
|
application of and compliance with new and unfamiliar regulatory frameworks such as pharmaceutical regulation applicable to our PARAGARD IUD;
|
•
|
Failure to successfully obtain or maintain reimbursements under the third-party payor plans, including but not limited to governmental programs, due to complex reporting and payment obligations;
|
•
|
a dilution of earnings per share; and
|
•
|
risks inherent in accounting allocations and the risk that we are required to record significant adjustments to the preliminary fair value of assets acquired and liabilities assumed within the measurement period.
|
•
|
be expensive and time consuming to prosecute or defend;
|
•
|
result in a finding that we do not have certain intellectual property rights or that such rights lack sufficient scope or strength;
|
•
|
divert management's attention and resources; or
|
•
|
require us to license our intellectual property.
|
•
|
be expensive and time consuming to defend;
|
•
|
cause us to cease making, licensing or selling products that incorporate the challenged intellectual property;
|
•
|
require us to redesign or re-engineer our products, if feasible;
|
•
|
divert management's attention and resources; or
|
•
|
require us to enter into royalty or licensing agreements in order to obtain the right to use a necessary product, component or process.
|
•
|
acceptance of our products by eye care and health care practitioners;
|
•
|
the cost competitiveness of our products;
|
•
|
consumer reluctance to try and use a new product;
|
•
|
regulatory and legislative requirements;
|
•
|
adequate coverage and reimbursement by third party payors;
|
•
|
the earlier release of competitive products, such as new silicone hydrogel products, into the market by our competitors; and the emergence of newer and more competitive products.
|
•
|
Establishment of the Patient-Centered Outcomes Research Institute to oversee, identify priorities in, and conduct comparative clinical effectiveness research, along with funding for such research;
|
•
|
Payment system reforms including a national pilot program on payment bundling to encourage hospitals, physicians and other providers to improve the coordination, quality and efficiency of certain health care services through bundled payment models;
|
•
|
Creation of the Independent Payment Advisory Board which has authority to recommend certain changes to reduce Medicare spending and those recommendations could have the effect of law even if Congress doesn't act on the recommendations;
|
•
|
Establishment of a Center for Medicare Innovation at CMS to test innovative payment and service delivery models to lower Medicare and Medicaid spending; and
|
•
|
An increase in the statutory minimum rebates a manufacturer must pay under the Medicaid Drug Rebate Program to 23.1% and 13% of the average manufacturer price for most branded and generic drugs, respectively.
|
•
|
strengthen the rules on placing devices on the market and reinforce surveillance once they are available;
|
•
|
establish explicit provisions on manufacturers' responsibilities for the follow-up of the quality, performance and safety of devices placed on the market;
|
•
|
improve the traceability of medical devices throughout the supply chain to the end-user or patient through a unique identification number;
|
•
|
set up a central database to provide patients, healthcare professionals and the public with comprehensive information on products available in the EU; and
|
•
|
strengthen rules for the assessment of certain high-risk devices, such as implants, which may have to undergo an additional check by experts before they are placed on the market.
|
•
|
the federal Anti-Kickback Statute, which prohibits, among other things, persons or entities from knowingly and willfully soliciting, offering, receiving or providing any remuneration (including any kickback, bribe or certain rebates), directly or indirectly, overtly or covertly, in cash or in kind, in return for, either the referral of an individual or the purchase, lease, or order, or arranging for or recommending the purchase, lease, or order of any good, facility, item or service, for which payment may be made, in whole or in part, under a federal healthcare program such as Medicare and Medicaid. A person or entity does not need to have actual knowledge of the federal Anti- Kickback Statute or specific intent to violate it in order to have committed a violation;
|
•
|
the federal physician self-referral prohibitions, commonly known as the Stark Law, which generally prohibit entities from billing a patient or the Medicare or Medicaid programs for certain designated health services, including clinical laboratory services, when the physician ordering the service, or any member of such physician’s immediate family, has a financial interest, such as an ownership or investment interest in or compensation arrangement with us, unless the arrangement meets an exception to the prohibition. These prohibitions apply regardless of any intent by the parties to induce or reward referrals or the reasons for the financial relationship and the referral;
|
•
|
the federal false claims laws, including the civil False Claims Act, and civil monetary penalties laws, which prohibit, among other things, individuals or entities from knowingly presenting, or causing to be presented, to the federal government, claims for payment or approval that are false or fraudulent, knowingly making, using or causing to be made or used, a false record or statement material to a false or fraudulent claim, or from knowingly making or causing to be made a false statement to avoid, decrease or conceal an obligation to pay money to the federal government. In addition, the government may assert that a claim including items or services resulting from a violation of the federal Anti- Kickback Statute of Stark Law constitutes a false or fraudulent claim for purposes of the civil False Claims Act;
|
•
|
the federal Health Insurance Portability and Accountability Act of 1996 (HIPAA), which imposes criminal and civil liability for, among other things, knowingly and willfully executing, or attempting to execute, a scheme to defraud any healthcare benefit program, or knowingly and willfully falsifying, concealing or covering up a material fact or making any materially false statement, in connection with the delivery of, or payment for, healthcare benefits, items or services. Similar to the federal Anti-Kickback Statute, a person or entity does not need to have actual knowledge of the statute or specific intent to violate it in order to have committed a violation;
|
•
|
the federal Physician Payments Sunshine Act, which requires certain manufacturers of drugs, devices, biologics and medical supplies for which payment is available under Medicare, Medicaid or the Children’s Health Insurance Program (with certain exceptions) to report annually to the CMS, information related to payments and other “transfers of value” made to physicians (defined to include doctors, dentists, optometrists, podiatrists and chiropractors) and teaching hospitals, as well as ownership and investment interests held by such healthcare professionals and their immediate family members. Beginning in 2022, applicable manufacturers also will be required to report such information regarding payments and transfers of value provided during the previous year to physician assistants, nurse practitioners, clinical nurse specialists, certified nurse anesthetists and certified nurse-midwives; and
|
•
|
analogous state and foreign laws and regulations, such as state anti-kickback and false claims laws, may apply to sales or marketing arrangements and claims involving healthcare items or services reimbursed by non-governmental third-party payors, including private insurers and self-pay patients; some state laws require biotechnology companies to comply with the industry’s voluntary compliance guidelines and the relevant compliance guidance promulgated by the federal government and may require drug and device manufacturers to report information related to payments and other transfers of value to physicians and other healthcare providers or marketing expenditures; some state laws that require biotechnology companies to report information on the pricing of certain drug products; and some state and local laws require the registration of sales representatives.
|
•
|
increase our vulnerability to general adverse economic and industry conditions;
|
•
|
require us to dedicate a substantial portion of our cash flow from operations to payments on our indebtedness, thereby reducing the availability of our cash flow to fund working capital, capital expenditures, acquisitions, research and development efforts and other general corporate purposes;
|
•
|
limit our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate;
|
•
|
place us at a competitive disadvantage compared to our competitors that have less debt;
|
•
|
result in greater interest rate risk and volatility;
|
•
|
limit our ability to borrow additional funds; and
|
•
|
make it more difficult for us to satisfy our obligations with respect to our debt, including our obligation to repay our credit facilities under certain circumstances, or refinance our indebtedness on favorable terms or at all.
|
Location
|
Approximate
Square Feet
|
|
|
Operations
|
AMERICAS
|
|
|
|
|
United States:
|
|
|
|
|
California
|
109,900
|
|
|
Executive offices; CooperVision research and development and administrative offices; CooperSurgical laboratory
|
New York
|
423,175
|
|
|
CooperVision manufacturing, sales / commercial, distribution and administrative offices; CooperSurgical manufacturing, office and distribution
|
Connecticut
|
301,962
|
|
|
CooperSurgical manufacturing, marketing, distribution, research and development and administrative offices
|
Texas
|
36,113
|
|
|
CooperSurgical manufacturing
|
Puerto Rico
|
527,285
|
|
|
CooperVision manufacturing, research and development and distribution
|
Costa Rica
|
167,066
|
|
|
CooperVision and CooperSurgical manufacturing and office
|
Brazil
|
16,580
|
|
|
CooperVision sales / commercial offices and distribution
|
Canada
|
30,625
|
|
|
CooperVision sales / commercial offices and CooperSurgical office
|
Other Americas
|
159,392
|
|
|
CooperVision sales / commercial offices and distribution; CooperSurgical manufacturing, sales / commercial offices and laboratory
|
|
|
|
|
|
EMEA
|
|
|
|
|
United Kingdom
|
793,796
|
|
|
CooperVision manufacturing, sales / commercial offices, distribution, research and development and administrative offices; CooperSurgical sales / commercial offices and manufacturing, genetics lab
|
Hungary
|
330,269
|
|
|
CooperVision manufacturing, distribution and sales / commercial offices
|
Belgium
|
280,067
|
|
|
CooperVision distribution
|
Spain
|
180,058
|
|
|
CooperVision distribution, sales / commercial offices and administrative offices; CooperSurgical sales / commercial offices
|
Denmark
|
66,155
|
|
|
CooperSurgical manufacturing, marketing and administrative offices
|
Other EMEA
|
258,038
|
|
|
CooperVision and CooperSurgical sales / commercial offices and distribution
|
|
|
|
|
|
ASIA PACIFIC
|
|
|
|
|
Japan
|
92,636
|
|
|
CooperVision sales / commercial, distribution and administrative offices; CooperSurgical laboratory, sales, marketing and distribution
|
Australia
|
27,005
|
|
|
CooperVision sales / commercial, distribution and administrative offices; CooperSurgical sales / distribution offices
|
Other Asia Pacific
|
89,359
|
|
|
CooperVision and CooperSurgical sales / commercial offices and distribution
|
|
October 2015
|
|
October 2016
|
|
October 2017
|
|
October 2018
|
|
October 2019
|
|
October 2020
|
||||||||||||
The Cooper Companies, Inc.
|
$
|
100.00
|
|
|
$
|
115.59
|
|
|
$
|
157.80
|
|
|
$
|
169.70
|
|
|
$
|
191.21
|
|
|
$
|
209.68
|
|
S&P 500
|
$
|
100.00
|
|
|
$
|
104.51
|
|
|
$
|
129.21
|
|
|
$
|
138.70
|
|
|
$
|
158.57
|
|
|
$
|
173.97
|
|
S&P Health Care Equipment
|
$
|
100.00
|
|
|
$
|
113.12
|
|
|
$
|
141.37
|
|
|
$
|
165.72
|
|
|
$
|
204.72
|
|
|
$
|
227.89
|
|
Period
|
|
Total Number
of Shares
Purchased
|
|
Average
Price Paid
Per Share
|
|
Total Number of
Shares Purchased
as Part of Publicly
Announced Plans
or Programs
|
|
Maximum Approximate
Dollar Value of Shares
that May Yet Be
Purchased Under
Publicly Announced
Plans or Programs
|
||||||
8/1/20 - 8/31/20
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
359,655,532
|
|
9/1/20 - 9/30/20
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
359,655,532
|
|
10/1/20 - 10/31/20
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
359,655,532
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
Plan Category
|
Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights(1)
(A)
|
|
Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights
(B)
|
|
Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in Column A)
(C)
|
Equity compensation plans approved by shareholders(2)
|
1,479,038
|
|
$213.53
|
|
2,120,189
|
Equity compensation plans not approved by shareholders
|
—
|
|
—
|
|
—
|
Total
|
1,479,038
|
|
$213.53
|
|
2,120,189
|
Years Ended October 31,
(In millions, except per share amounts)
|
2020
|
|
2019
|
|
2018
|
|
2017
|
|
2016
|
||||||||||
Consolidated Operations
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
$
|
2,430.9
|
|
|
$
|
2,653.4
|
|
|
$
|
2,532.8
|
|
|
$
|
2,139.0
|
|
|
$
|
1,966.8
|
|
Gross profit
|
$
|
1,534.8
|
|
|
$
|
1,756.8
|
|
|
$
|
1,632.3
|
|
|
$
|
1,365.8
|
|
|
$
|
1,173.1
|
|
Income before income taxes
|
$
|
266.5
|
|
|
$
|
477.4
|
|
|
$
|
331.9
|
|
|
$
|
394.0
|
|
|
$
|
295.6
|
|
Net income attributable to
Cooper stockholders
|
$
|
238.4
|
|
|
$
|
466.7
|
|
|
$
|
139.9
|
|
|
$
|
372.9
|
|
|
$
|
273.9
|
|
Diluted earnings per share attributable to stockholders
|
$
|
4.81
|
|
|
$
|
9.33
|
|
|
$
|
2.81
|
|
|
$
|
7.52
|
|
|
$
|
5.59
|
|
Number of shares used to compute diluted earnings per share
|
49.6
|
|
|
50.0
|
|
|
49.7
|
|
|
49.6
|
|
|
49.0
|
|
|||||
Dividends paid per share
|
$
|
0.06
|
|
|
$
|
0.06
|
|
|
$
|
0.06
|
|
|
$
|
0.06
|
|
|
$
|
0.06
|
|
Consolidated Financial Position
|
|
|
|
|
|
|
|
|
|
||||||||||
Current assets
|
$
|
1,274.2
|
|
|
$
|
1,163.4
|
|
|
$
|
1,090.9
|
|
|
$
|
953.2
|
|
|
$
|
937.1
|
|
Property, plant and equipment, net
|
1,281.9
|
|
|
1,132.1
|
|
|
976.0
|
|
|
910.1
|
|
|
877.7
|
|
|||||
Operating lease right-of-use assets
|
260.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Goodwill
|
2,447.3
|
|
|
2,428.9
|
|
|
2,392.1
|
|
|
2,354.8
|
|
|
2,164.7
|
|
|||||
Other intangible assets, net
|
1,289.0
|
|
|
1,405.3
|
|
|
1,521.3
|
|
|
504.7
|
|
|
441.1
|
|
|||||
Deferred tax assets and other assets
|
184.9
|
|
|
144.8
|
|
|
132.5
|
|
|
135.9
|
|
|
58.0
|
|
|||||
Total assets (1)
|
$
|
6,737.5
|
|
|
$
|
6,274.5
|
|
|
$
|
6,112.8
|
|
|
$
|
4,858.7
|
|
|
$
|
4,478.6
|
|
Short-term debt
|
$
|
409.3
|
|
|
$
|
563.7
|
|
|
$
|
37.1
|
|
|
$
|
23.4
|
|
|
$
|
226.3
|
|
Other current liabilities
|
595.1
|
|
|
546.9
|
|
|
499.4
|
|
|
372.7
|
|
|
316.9
|
|
|||||
Long-term debt
|
1,383.9
|
|
|
1,262.6
|
|
|
1,985.7
|
|
|
1,149.3
|
|
|
1,107.4
|
|
|||||
Long-term tax payable
|
162.0
|
|
|
124.8
|
|
|
141.5
|
|
|
—
|
|
|
—
|
|
|||||
Other liabilities
|
362.4
|
|
|
147.9
|
|
|
141.3
|
|
|
137.5
|
|
|
132.1
|
|
|||||
Total liabilities
|
2,912.7
|
|
|
2,645.9
|
|
|
2,805.0
|
|
|
1,682.9
|
|
|
1,782.7
|
|
|||||
Stockholders' equity
|
3,824.8
|
|
|
3,628.6
|
|
|
3,307.8
|
|
|
3,175.8
|
|
|
2,695.9
|
|
|||||
Total liabilities and stockholders’ equity
|
$
|
6,737.5
|
|
|
$
|
6,274.5
|
|
|
$
|
6,112.8
|
|
|
$
|
4,858.7
|
|
|
$
|
4,478.6
|
|
•
|
Free Cash Flow - Free cash flow is calculated as net cash provided by operating activities less capital expenditures.
|
•
|
Constant currency - Constant currency is defined as excluding the effect of foreign currency fluctuations.
|
•
|
$850.0 million term loan entered into on April 1, 2020
|
•
|
$534.0 million drawn under our 2020 Revolving Credit Facility entered into on April 1, 2020
|
•
|
$350.0 million term loan entered into on October 16, 2020
|
•
|
Gross margin decreased to 63% of net sales compared with 66% in fiscal 2019, primarily due to the negative impact of the COVID-19 pandemic on net sales and cost of sales
|
•
|
Operating income decreased 43% to $311.8 million from $546.7 million
|
•
|
Interest expense decreased to $36.8 million from $68.0 million due to lower average debt balances and lower interest rates
|
•
|
Diluted earnings per share decreased 48% to $4.81 from $9.33
|
•
|
Operating cash flow decreased 32% to $486.6 million from $713.2 million.
|
Years Ended October 31,
|
2020
|
|
2019
|
2020 vs. 2019 % Change in Absolute Values
|
|||
Net sales
|
100
|
%
|
|
100
|
%
|
(8
|
)%
|
Cost of sales
|
37
|
%
|
|
34
|
%
|
—
|
%
|
Gross profit
|
63
|
%
|
|
66
|
%
|
(13
|
)%
|
Selling, general and administrative expense
|
41
|
%
|
|
38
|
%
|
—
|
%
|
Research and development expense
|
4
|
%
|
|
3
|
%
|
8
|
%
|
Amortization of intangibles
|
6
|
%
|
|
5
|
%
|
(6
|
)%
|
Gain on sale of an intangible
|
—
|
%
|
|
1
|
%
|
—
|
%
|
Operating income
|
13
|
%
|
|
21
|
%
|
(43
|
)%
|
•
|
Spherical lenses including lenses that correct near- and farsightedness uncomplicated by more complex visual defects
|
•
|
Toric and multifocal lenses including lenses that, in addition to correcting near- and farsightedness, address more complex visual defects such as astigmatism and presbyopia by adding optical properties of cylinder and axis, which correct for irregularities in the shape of the cornea.
|
($ in millions)
|
2020
|
|
2019
|
|
2020 vs. 2019 % Change
|
|||||
Toric
|
$
|
598.2
|
|
|
$
|
620.0
|
|
|
(4
|
)%
|
Multifocal
|
197.0
|
|
|
202.9
|
|
|
(3
|
)%
|
||
Single-use spheres
|
529.0
|
|
|
568.2
|
|
|
(7
|
)%
|
||
Non single-use sphere, other
|
518.8
|
|
|
581.8
|
|
|
(11
|
)%
|
||
|
$
|
1,843.0
|
|
|
$
|
1,972.9
|
|
|
(7
|
)%
|
•
|
The COVID-19 pandemic has negatively impacted our business. Net sales in fiscal 2020 declined by 7%, compared to fiscal 2019. Customers have either slowed down purchases or delayed orders due to a desire to reduce inventories, reduced contact lens wear driven by limited social interaction and lack of patient access on account of certain office closures and reduced access as offices reopen. We started experiencing downward pressure on net sales when markets started closing during our second quarter of fiscal 2020 as social restrictions were put in place and the offices of health care providers were closed
|
•
|
CooperVision’s net sales declined across product categories and all our markets, however the net sales decline was partially offset by higher sales of MyDay, MiSight and Biofinity Energys
|
•
|
"Other" products primarily include lens care which represented approximately 2% of net sales in fiscal 2020 and 2019
|
•
|
Total silicone hydrogel products decreased by 4%, representing 74% of net sales in the fiscal 2020 compared to 72% in fiscal 2019
|
•
|
Foreign exchange rates negatively impacted sales by approximately $2.4 million, compared to a negative impact of $53.6 million in fiscal 2019. In fiscal 2020, net sales decreased 6% in constant currency over the prior year
|
•
|
Sales reduction was primarily driven by a decrease in the volume of lenses sold. Average realized prices by product did not materially influence sales
|
•
|
We expect to continue seeing downward pressure on net sales if the COVID-19 pandemic continues, optical retailers and healthcare centers continue to restrict access, and social distancing measures continue.
|
($ in millions)
|
2020
|
|
2019
|
|
2020 vs. 2019 % Change
|
|||||
Americas
|
$
|
720.3
|
|
|
$
|
763.8
|
|
|
(6
|
)%
|
EMEA
|
690.1
|
|
|
746.5
|
|
|
(8
|
)%
|
||
Asia Pacific
|
432.6
|
|
|
462.6
|
|
|
(6
|
)%
|
||
|
$
|
1,843.0
|
|
|
$
|
1,972.9
|
|
|
(7
|
)%
|
($ in millions)
|
|
2020
|
|
2019
|
|
2020 vs 2019 % Change
|
|||||
Office and surgical products
|
|
$
|
358.8
|
|
|
$
|
422.4
|
|
|
(15
|
)%
|
Fertility
|
|
229.1
|
|
|
258.1
|
|
|
(11
|
)%
|
||
|
|
$
|
587.9
|
|
|
$
|
680.5
|
|
|
(14
|
)%
|
•
|
We have experienced COVID-19 pandemic-related economic disruptions and decline in net sales during fiscal 2020. We experienced downward pressure on revenue when major markets started closing as social restrictions were put in place and the offices of certain health care providers were closed. In response to the COVID-19 pandemic, as a precautionary measure, certain health care facilities and medical offices were closed or restricted access and surgeries and elective medical procedures and exams have been deferred or canceled. Further, there has been a significant reduction in physician office visits, and healthcare centers have postponed or canceled capital purchases
|
•
|
Office and surgical products decreased compared to the prior year mainly due to reduction in PARAGARD IUD sales. Further, there has been a reduction in revenue from other surgical products such as Uterine Manipulators and Closure products, partially offset by an increase in revenue from Incisive Surgical and Endosee products
|
•
|
Fertility net sales declined compared to the prior year mainly due to reduction in revenue from IVF consumables and equipment
|
•
|
Foreign exchange rates negatively impacted sales by approximately $2.1 million, compared to a negative impact of $9.0 million in the prior year. In fiscal 2020, net sales decreased 13% in constant currency over the prior year
|
•
|
We expect to continue seeing downward pressure on net sales if the COVID-19 pandemic continues, hospitals and healthcare centers continue to restrict access, and social distancing measures continue.
|
•
|
Decreased revenue due to negative impact of COVID-19 pandemic
|
•
|
Increased cost of sales which included $90.1 million of costs primarily related to the COVID-19 pandemic and other manufacturing related costs
|
•
|
Fiscal 2019 included $28.2 million of primarily product transition, integration and manufacturing related costs.
|
($ in millions)
|
2020
|
|
% Net
Sales
|
|
2019
|
|
% Net
Sales
|
|
2020 vs. 2019
% Change
|
|||||||
CooperVision
|
$
|
682.3
|
|
|
37
|
%
|
|
$
|
682.4
|
|
|
35
|
%
|
|
—
|
%
|
CooperSurgical
|
261.0
|
|
|
44
|
%
|
|
266.2
|
|
|
39
|
%
|
|
(2
|
)%
|
||
Corporate
|
49.2
|
|
|
—
|
|
|
47.6
|
|
|
—
|
|
|
3
|
%
|
||
|
$
|
992.5
|
|
|
41
|
%
|
|
$
|
996.2
|
|
|
38
|
%
|
|
—
|
%
|
($ in millions)
|
2020
|
|
% Net
Sales |
|
2019
|
|
% Net
Sales |
|
2020 vs. 2019
% Change |
|||||||
CooperVision
|
$
|
54.1
|
|
|
3
|
%
|
|
$
|
55.5
|
|
|
3
|
%
|
|
(2
|
)%
|
CooperSurgical
|
39.2
|
|
|
7
|
%
|
|
31.2
|
|
|
5
|
%
|
|
25
|
%
|
||
|
$
|
93.3
|
|
|
4
|
%
|
|
$
|
86.7
|
|
|
3
|
%
|
|
8
|
%
|
•
|
CooperVision's R&D decreased in fiscal 2020 compared to fiscal 2019 mainly due to timing of clinical studies. As a percentage of sales, R&D expense remained flat. CooperVision's R&D activities are primarily focused on the development of contact lenses, manufacturing technology and process enhancements
|
•
|
The increase in CooperSurgical's R&D in fiscal 2020 compared to fiscal 2019 was primarily due to increased investment activities in developing new products and services and upgrades of existing products. CooperSurgical has not paused research programs during the COVID-19
|
•
|
CooperSurgical's R&D activities include diagnostics, IVF product development and the design and upgrade of surgical procedure devices.
|
($ in millions)
|
2020
|
|
% Net
Sales |
|
2019
|
|
% Net
Sales |
|
2020 vs. 2019
% Change |
|||||||
CooperVision
|
$
|
32.4
|
|
|
2
|
%
|
|
$
|
40.9
|
|
|
2
|
%
|
|
(21
|
)%
|
CooperSurgical
|
104.8
|
|
|
18
|
%
|
|
104.9
|
|
|
15
|
%
|
|
—
|
%
|
||
|
$
|
137.2
|
|
|
6
|
%
|
|
$
|
145.8
|
|
|
5
|
%
|
|
(6
|
)%
|
($ in millions)
|
2020
|
|
% Net
Sales |
|
2019
|
|
% Net
Sales |
|
2020 vs. 2019
% Change |
|||||||
CooperVision
|
$
|
375.7
|
|
|
20
|
%
|
|
$
|
506.4
|
|
|
26
|
%
|
|
(26
|
)%
|
CooperSurgical
|
(14.7
|
)
|
|
(3
|
)%
|
|
87.9
|
|
|
13
|
%
|
|
(117
|
)%
|
||
Corporate
|
(49.2
|
)
|
|
—
|
|
|
(47.6
|
)
|
|
—
|
|
|
(3
|
)%
|
||
|
$
|
311.8
|
|
|
13
|
%
|
|
$
|
546.7
|
|
|
21
|
%
|
|
(43
|
)%
|
($ in millions)
|
2020
|
|
% Net
Sales |
|
2019
|
|
% Net
Sales |
|
2020 vs. 2019
% Change |
|||||||
Interest expense
|
$
|
36.8
|
|
|
2
|
%
|
|
$
|
68.0
|
|
|
3
|
%
|
|
(46
|
)%
|
($ in millions)
|
2020
|
|
2019
|
||||
Foreign exchange loss
|
$
|
1.2
|
|
|
$
|
2.2
|
|
Other expense (income), net
|
7.3
|
|
|
(0.9
|
)
|
||
|
$
|
8.5
|
|
|
$
|
1.3
|
|
•
|
Operating cash flow of $486.6 million compared to $713.2 million in fiscal 2019
|
•
|
Expenditures for purchases of property, plant and equipment of $310.4 million up from $292.1 million in fiscal 2019
|
•
|
Cash payments for acquisitions and others of $54.1 million compared to $59.2 million in fiscal 2019
|
•
|
Total debt, net of debt issuance cost, at $1.8 billion at the end of fiscal 2020 compared to $1.8 billion at the end of fiscal 2019
|
•
|
Cash provided by operations of $486.6 million offset by capital expenditures of $310.4 million resulted in positive free cash flow of $176.2 million, down 58% compared to the prior year period
|
Years Ended October 31,
($ in millions)
|
2020
|
|
2019
|
||
Cash and cash equivalents
|
$115.9
|
|
$89.0
|
||
Total assets
|
$6,737.5
|
|
$6,274.5
|
||
Working capital
|
$269.8
|
|
$52.8
|
||
Total debt
|
$1,793.2
|
|
$1,826.3
|
||
Stockholders’ equity
|
$3,824.8
|
|
$3,628.6
|
||
Ratio of debt to equity
|
0.47:1
|
|
|
0.50:1
|
|
Debt as a percentage of total capitalization
|
32
|
%
|
|
33
|
%
|
•
|
decrease in short-term debt of $154.4 million primarily due to repayment of the outstanding balance of the 2019 Term Loan at maturity net of the amount of borrowings received under the new 2020 Term Loan Agreement, entered into on October 16, 2020 (see below)
|
•
|
increase in inventories of $63.5 million due to lower sales from the impact of the COVID-19 pandemic and higher manufacturing costs
|
•
|
increase in cash and cash equivalents of $26.9 million
|
•
|
decrease in other current liabilities of $25.3 million primarily due to timing of payments and a reduction in fiscal 2020 customer rebate accruals due to the decrease in sales resulting from the COVID-19 pandemic
|
•
|
increase in prepaid expense and other current assets of $20.3 million, partially offset by;
|
•
|
increase in accounts payable of $25.9 million due to timing of payments
|
•
|
increase in employee compensation and benefits of $14.3 million
|
•
|
recognition of current operating lease liabilities of $33.3 million on adoption of ASC 842, Leases.
|
•
|
decrease in net income of $228.3 million from a net income of $466.7 million in fiscal 2019 to $238.4 million in fiscal 2020 which resulted from a decrease in our net sales and additional expenses due to the COVID-19 pandemic;
|
•
|
$80.9 million decrease in the net changes in prepayments and other assets primarily due to the refund of the prepayment made to the U.K. Tax Authorities in the prior year period and capitalized cloud computing costs;
|
•
|
$42.4 million decrease in the net changes in accrued liabilities partially due to reduction in indirect value-added tax, chargebacks and customer rebate accruals as a result of the decrease in sales;
|
•
|
$25.0 million decrease in the net changes in inventories primarily due to lower sales;
|
•
|
$20.0 million decrease in the net changes in operating lease liability and right-of-use asset due to impact from adoption of ASC 842, Leases;
|
•
|
$21.1 million decrease in the net changes in income tax payable, partially offset by;
|
•
|
$64.1 million increase in the net changes in trade receivables primarily due to timing of collections;
|
•
|
increase of $32.5 million in non-cash lease expense due to impact from adoption of ASC 842, Leases;
|
•
|
increase of $20.0 million driven by net changes in long term tax liabilities and defined benefit plan;
|
•
|
$19.6 million increase in the net changes in accounts payable primarily due to timing of payments;
|
•
|
decrease of $19.0 million due to a gain on sale of an intangible asset, representing the sale by CooperSurgical of the Filshie Clip exclusive distribution right recognized in prior year period;
|
•
|
increase of $16.7 million in impairment and loss on disposal of property, plant and equipment; and
|
•
|
$15.0 million increase in the net changes in deferred income taxes.
|
•
|
increase of $18.3 million in capital expenditures, partially offset by;
|
•
|
decrease of $5.1 million in payments made for acquisitions in the fiscal 2020 compared to the prior year period.
|
•
|
$2,068.6 million increase in proceeds from long-term debt, primarily due to funds received from the 2020 Credit Agreement (as defined below) partially offset by;
|
•
|
$1,374.1 million increase in repayments of long-term debt, primarily related to termination of 2019 Term Loan Agreement (as defined below), 2017 Term Loan Agreement (as defined below) and the 2016 Credit Agreement (as defined below); and
|
•
|
$531.9 million decrease in net proceeds from short-term debt, primarily due to movements in short term loans.
|
(In millions)
|
|
Facility Limit
|
|
Outstanding Borrowings
|
|
Outstanding Letters of Credit
|
|
Total Amount Available
|
|
Maturity Date
|
||||||||
2020 Revolving Credit Facility
|
|
$
|
1,290.0
|
|
|
$
|
534.0
|
|
|
$
|
1.4
|
|
|
$
|
754.6
|
|
|
April 1, 2025
|
2020 Term Loan Facility
|
|
850.0
|
|
|
850.0
|
|
|
n/a
|
|
|
—
|
|
|
April 1, 2025
|
||||
2020 Term Loan
|
|
350.0
|
|
|
350.0
|
|
|
n/a
|
|
|
—
|
|
|
October 15, 2021
|
||||
Total
|
|
$
|
2,490
|
|
|
$
|
1,734
|
|
|
$
|
1.4
|
|
|
$
|
754.6
|
|
|
|
Years Ended October 31,
($ in millions)
|
2020
|
|
2019
|
||||
Number of shares
|
160,850
|
|
|
536,972
|
|
||
Average repurchase price per share
|
$
|
296.9
|
|
|
$
|
292.7
|
|
Total costs of shares repurchased (in millions)
|
$
|
47.8
|
|
|
$
|
156.1
|
|
Payments Due by Period
(In millions)
|
Total
|
|
2021
|
|
2022
& 2023
|
|
2024
& 2025
|
|
2026
& Beyond
|
||||||||||
Contractual obligations:
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt
|
$
|
1,384.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,384.2
|
|
|
$
|
—
|
|
Interest payments
|
120.5
|
|
|
27.3
|
|
|
47.8
|
|
|
37.2
|
|
|
8.2
|
|
|||||
Operating leases
|
325.3
|
|
|
40.7
|
|
|
68.9
|
|
|
57.3
|
|
|
158.4
|
|
|||||
Transition tax on unremitted foreign earnings and profits (1)
|
124.0
|
|
|
11.8
|
|
|
23.6
|
|
|
51.7
|
|
|
36.9
|
|
|||||
Purchase obligation (2)
|
90.3
|
|
|
70.1
|
|
|
16.8
|
|
|
3.4
|
|
|
—
|
|
|||||
Defined benefit plan (3)
|
135.8
|
|
|
10.0
|
|
|
22.9
|
|
|
26.6
|
|
|
76.3
|
|
|||||
Total contractual obligations
|
2,180.1
|
|
|
159.9
|
|
|
180.0
|
|
|
1,560.4
|
|
|
279.8
|
|
|||||
Commercial commitments:
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Stand-by letters of credit
|
4.5
|
|
|
4.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total
|
$
|
2,184.6
|
|
|
$
|
164.4
|
|
|
$
|
180.0
|
|
|
$
|
1,560.4
|
|
|
$
|
279.8
|
|
•
|
allowance for doubtful accounts and credit losses
|
•
|
carrying value of inventory
|
•
|
carrying value of goodwill and other long-lived assets
|
•
|
Revenue recognition - We recognize revenue from product sales when obligations under the terms of a contract with the customer are satisfied; generally, this occurs with the transfer of control of the goods to customers and/or when services are rendered. Our payment terms are typically between 30 to 120 days. Provisions for certain rebates, sales incentives, volume discounts, contractual pricing allowances and product returns are accounted for as variable consideration and recorded as a reduction in sales.
|
•
|
Valuation of goodwill - We evaluate goodwill for impairment annually during the fiscal third quarter and when an event occurs or circumstances change such that it is reasonably possible that impairment may exist. We account for goodwill, evaluate and test goodwill balances for impairment in accordance with related accounting standards. We performed an annual impairment assessment in our third quarter of fiscal 2020 and 2019, and our analysis indicated that we had no impairment of goodwill in our reporting units. We test goodwill impairment in accordance with ASU 2017-04, Intangibles - Goodwill and other (Topic 350): Simplifying the Test for Goodwill Impairment. We perform a qualitative assessment to test each reporting unit's goodwill for impairment. Qualitative factors considered in this assessment include industry and market considerations, overall financial performance and other relevant events and factors affecting each reporting unit. Based on our qualitative assessment, if we determine that the fair value of a reporting unit is more likely than not to be less than its carrying amount, the fair value of a reporting unit will be compared with its carrying amount and an impairment charge will be
|
•
|
Leases - We consider an arrangement a lease if the arrangement transfers the right to control the use of an identified asset in exchange for consideration. We have operating leases, but do not have material financing leases. Lease right-of-use assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make payments arising from the lease agreement. These assets and liabilities are recognized at the commencement of the lease based upon the present value of the future minimum lease payments over the lease term. The lease term reflects the noncancelable period of the lease together with periods covered by an option to extend or terminate the lease when it is reasonably certain that we will exercise such option. Changes in the lease term assumption could impact the right-of-use assets and lease liabilities recognized on the balance sheet. As our leases typically do not contain a readily determinable implicit rate, we determine the present value of the lease liability using our incremental borrowing rate at the lease commencement date based on the lease term on a collateralized basis.
|
•
|
Business combinations - We routinely consummate business combinations. Results of operations for acquired companies are included in our consolidated results of operations from the date of acquisition. We recognize separately from goodwill, the identifiable assets acquired, including acquired in-process research and development, the liabilities assumed, and any noncontrolling interest in the acquiree at the acquisition date fair values as defined by accounting standards related to fair value measurements. Key assumptions routinely utilized in allocation of purchase price to intangible assets include projected financial information such as revenue projections for companies acquired. As of the acquisition date, goodwill is measured as the excess of consideration given, over the net of the acquisition date fair values of the identifiable assets acquired and the liabilities assumed. Direct acquisition costs are expensed as incurred.
|
•
|
Income taxes - We account for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and for tax losses and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized.
|
October 31,
(In millions)
|
2020
|
|
2019
|
||||
Short-term debt
|
$
|
409.4
|
|
|
$
|
563.7
|
|
Long-term debt
|
1,384.2
|
|
|
1,264.2
|
|
||
Less: unamortized debt issuance cost
|
(0.4
|
)
|
|
(1.6
|
)
|
||
Total
|
$
|
1,793.2
|
|
|
$
|
1,826.3
|
|
•
|
evaluating the Company’s tax planning strategies and its interpretation and application of tax laws,
|
•
|
assessing transfer pricing studies for transactions between subsidiaries of the Company for compliance with applicable laws and regulations and evaluating the transfer prices based on observations for comparable companies that perform similar functions, and
|
•
|
inspecting correspondence and settlements from taxing authorities, and analyzing the expiration of statutes of limitations.
|
Years Ended October 31,
(In millions, except for earnings per share) |
2020
|
|
2019
|
|
2018
|
||||||
Net sales
|
$
|
2,430.9
|
|
|
$
|
2,653.4
|
|
|
$
|
2,532.8
|
|
Cost of sales
|
896.1
|
|
|
896.6
|
|
|
900.5
|
|
|||
Gross profit
|
1,534.8
|
|
|
1,756.8
|
|
|
1,632.3
|
|
|||
Selling, general and administrative expense
|
992.5
|
|
|
996.2
|
|
|
973.3
|
|
|||
Research and development expense
|
93.3
|
|
|
86.7
|
|
|
84.8
|
|
|||
Amortization of intangibles
|
137.2
|
|
|
145.8
|
|
|
146.7
|
|
|||
Impairment of intangibles
|
—
|
|
|
0.4
|
|
|
24.4
|
|
|||
Gain on sale of an intangible (Note 4)
|
—
|
|
|
(19.0
|
)
|
|
—
|
|
|||
Operating income
|
311.8
|
|
|
546.7
|
|
|
403.1
|
|
|||
Interest expense
|
36.8
|
|
|
68.0
|
|
|
82.7
|
|
|||
Other expense (income), net
|
8.5
|
|
|
1.3
|
|
|
(11.5
|
)
|
|||
Income before income taxes
|
266.5
|
|
|
477.4
|
|
|
331.9
|
|
|||
Provision for income taxes (Note 6)
|
28.1
|
|
|
10.7
|
|
|
192.0
|
|
|||
Net income
|
238.4
|
|
|
466.7
|
|
|
139.9
|
|
|||
Net income attributable to Cooper stockholders
|
$
|
238.4
|
|
|
$
|
466.7
|
|
|
$
|
139.9
|
|
Earnings per share (Note 7)
|
|
|
|
|
|
||||||
Basic
|
$
|
4.85
|
|
|
$
|
9.44
|
|
|
$
|
2.85
|
|
Diluted
|
$
|
4.81
|
|
|
$
|
9.33
|
|
|
$
|
2.81
|
|
Number of shares used to compute earnings per share:
|
|
|
|
—
|
|
|
—
|
|
|||
Basic
|
49.1
|
|
|
49.4
|
|
|
49.1
|
|
|||
Diluted
|
49.6
|
|
|
50.0
|
|
|
49.7
|
|
Years Ended October 31,
(In millions) |
2020
|
|
2019
|
|
2018
|
||||||
Net income
|
$
|
238.4
|
|
|
$
|
466.7
|
|
|
$
|
139.9
|
|
Other comprehensive loss:
|
|
|
|
|
|
||||||
Cash flow hedges, net of tax (benefit) of $(4.1) in fiscal 2020
|
(13.0
|
)
|
|
—
|
|
|
—
|
|
|||
Change in minimum pension liability, net of tax (benefit) provision of $(4.0), $(8.0) and $3.1, respectively
|
(12.8
|
)
|
|
(25.4
|
)
|
|
7.9
|
|
|||
Foreign currency translation adjustment
|
0.9
|
|
|
9.0
|
|
|
(58.5
|
)
|
|||
Other comprehensive loss
|
(24.9
|
)
|
|
(16.4
|
)
|
|
(50.6
|
)
|
|||
Comprehensive income
|
$
|
213.5
|
|
|
$
|
450.3
|
|
|
$
|
89.3
|
|
Comprehensive income attributable to Cooper stockholders
|
$
|
213.5
|
|
|
$
|
450.3
|
|
|
$
|
89.3
|
|
October 31,
(In millions) |
2020
|
|
2019
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
115.9
|
|
|
$
|
89.0
|
|
Trade accounts receivable, net of allowance for doubtful accounts of $10.2 at October 31, 2020 and $16.4 at October 31, 2019
|
435.4
|
|
|
435.3
|
|
||
Inventories (Note 1)
|
570.4
|
|
|
506.9
|
|
||
Prepaid expense and other current assets
|
152.5
|
|
|
132.2
|
|
||
Total current assets
|
1,274.2
|
|
|
1,163.4
|
|
||
Property, plant and equipment, at cost (Note 1)
|
2,474.8
|
|
|
2,193.9
|
|
||
Less: accumulated depreciation and amortization
|
1,192.9
|
|
|
1,061.8
|
|
||
|
1,281.9
|
|
|
1,132.1
|
|
||
Operating lease right-of-use assets (Note 2)
|
260.2
|
|
|
—
|
|
||
Goodwill (Note 4)
|
2,447.3
|
|
|
2,428.9
|
|
||
Other intangibles, net (Note 4)
|
1,289.0
|
|
|
1,405.3
|
|
||
Deferred tax assets
|
80.1
|
|
|
78.0
|
|
||
Other assets
|
104.8
|
|
|
66.8
|
|
||
Total assets
|
$
|
6,737.5
|
|
|
$
|
6,274.5
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Short-term debt (Note 5)
|
$
|
409.3
|
|
|
$
|
563.7
|
|
Accounts payable
|
176.0
|
|
|
150.1
|
|
||
Employee compensation and benefits
|
119.0
|
|
|
104.7
|
|
||
Operating lease liabilities (Note 2)
|
33.3
|
|
|
—
|
|
||
Other current liabilities
|
266.8
|
|
|
292.1
|
|
||
Total current liabilities
|
1,004.4
|
|
|
1,110.6
|
|
||
Long-term debt (Note 5)
|
1,383.9
|
|
|
1,262.6
|
|
||
Deferred tax liabilities
|
25.8
|
|
|
28.0
|
|
||
Long-term tax payable
|
162.0
|
|
|
124.8
|
|
||
Operating lease liabilities (Note 2)
|
236.8
|
|
|
—
|
|
||
Accrued pension liability and other
|
99.8
|
|
|
119.9
|
|
||
Total liabilities
|
2,912.7
|
|
|
2,645.9
|
|
||
Contingencies (see Note 12)
|
|
|
|
||||
Stockholders’ equity:
|
|
|
|
|
|
||
Preferred stock, 10 cents par value, shares authorized: 1.0; zero shares issued or outstanding
|
—
|
|
|
—
|
|
||
Common stock, 10 cents par value, shares authorized: 120.0; issued 53.4 at October 31, 2020 and 53.2 at October 31, 2019
|
5.3
|
|
|
5.3
|
|
||
Additional paid-in capital
|
1,646.8
|
|
|
1,615.0
|
|
||
Accumulated other comprehensive loss
|
(472.0
|
)
|
|
(447.1
|
)
|
October 31,
(In millions) |
2020
|
|
|
2019
|
|
||
Retained earnings
|
3,261.8
|
|
|
3,026.4
|
|
||
Treasury stock at cost: 4.3 shares at October 31, 2020 and 4.1 shares at October 31, 2019
|
(617.3
|
)
|
|
(571.2
|
)
|
||
Total Cooper stockholders' equity
|
3,824.6
|
|
|
3,628.4
|
|
||
Noncontrolling interests
|
0.2
|
|
|
0.2
|
|
||
Stockholders’ equity (Note 8)
|
3,824.8
|
|
|
3,628.6
|
|
||
Total liabilities and stockholders’ equity
|
$
|
6,737.5
|
|
|
$
|
6,274.5
|
|
|
|
Common Shares
|
|
Treasury Stock
|
|
Additional Paid-In Capital
|
|
Accumulated
Other Comprehensive Income (Loss) |
|
Retained Earnings
|
|
Treasury Stock
|
|
Noncontrolling Interests
|
|
Total
Stockholders' Equity |
||||||||||||||||||||||
(In millions)
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
|
|
|
|
|
||||||||||||||||||||||||
Balance at October 31, 2017
|
48.8
|
|
|
$
|
4.9
|
|
|
3.6
|
|
|
$
|
0.3
|
|
|
$
|
1,526.7
|
|
|
$
|
(375.3
|
)
|
|
$
|
2,434.2
|
|
|
$
|
(415.1
|
)
|
|
$
|
0.1
|
|
|
$
|
3,175.8
|
|
Net income attributable to Cooper stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
139.9
|
|
|
—
|
|
|
—
|
|
|
139.9
|
|
||||||||
Other comprehensive income, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(50.6
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(50.6
|
)
|
||||||||
Issuance of common stock for stock plans, net
|
0.4
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
1.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.8
|
|
||||||||
Dividends on common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.9
|
)
|
|
—
|
|
|
—
|
|
|
(2.9
|
)
|
||||||||
Share-based compensation expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
43.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
43.7
|
|
||||||||
ASU2018-02 adoption
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4.8
|
)
|
|
4.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
0.1
|
|
||||||||
Balance at October 31, 2018
|
49.2
|
|
|
$
|
5.0
|
|
|
3.6
|
|
|
$
|
0.3
|
|
|
$
|
1,572.1
|
|
|
$
|
(430.7
|
)
|
|
$
|
2,576.0
|
|
|
$
|
(415.1
|
)
|
|
$
|
0.2
|
|
|
$
|
3,307.8
|
|
Net income attributable to Cooper stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
466.7
|
|
|
—
|
|
|
—
|
|
|
466.7
|
|
||||||||
Other comprehensive loss, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16.4
|
)
|
||||||||
Issuance of common stock for stock plans, net
|
0.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7.8
|
|
||||||||
Treasury stock repurchase
|
(0.5
|
)
|
|
(0.1
|
)
|
|
0.5
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(156.1
|
)
|
|
—
|
|
|
(156.1
|
)
|
||||||||
Dividends on common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3.0
|
)
|
|
—
|
|
|
—
|
|
|
(3.0
|
)
|
||||||||
Share-based compensation expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
35.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
35.1
|
|
||||||||
ASU2016-16 adoption
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(13.3
|
)
|
|
—
|
|
|
—
|
|
|
(13.3
|
)
|
||||||||
Balance at October 31, 2019
|
49.1
|
|
|
$
|
4.9
|
|
|
4.1
|
|
|
$
|
0.4
|
|
|
$
|
1,615.0
|
|
|
$
|
(447.1
|
)
|
|
$
|
3,026.4
|
|
|
$
|
(571.2
|
)
|
|
$
|
0.2
|
|
|
$
|
3,628.6
|
|
Net income attributable to Cooper stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
238.4
|
|
|
—
|
|
|
—
|
|
|
238.4
|
|
||||||||
Other comprehensive loss, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(24.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(24.9
|
)
|
||||||||
Issuance of common stock for stock plans, net
|
0.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6.8
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6.8
|
)
|
||||||||
Issuance of common stock for employee stock purchase plan
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.8
|
|
|
—
|
|
|
—
|
|
|
1.7
|
|
|
—
|
|
|
3.5
|
|
||||||||
Treasury stock repurchase
|
(0.2
|
)
|
|
—
|
|
|
0.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(47.8
|
)
|
|
—
|
|
|
(47.8
|
)
|
||||||||
Dividends on common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3.0
|
)
|
|
—
|
|
|
—
|
|
|
(3.0
|
)
|
||||||||
Share-based compensation expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
36.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
36.8
|
|
||||||||
Balance at October 31, 2020
|
49.1
|
|
|
$
|
4.9
|
|
|
4.3
|
|
|
$
|
0.4
|
|
|
$
|
1,646.8
|
|
|
$
|
(472.0
|
)
|
|
$
|
3,261.8
|
|
|
$
|
(617.3
|
)
|
|
$
|
0.2
|
|
|
$
|
3,824.8
|
|
Years Ended October 31,
(In millions) |
2020
|
|
2019
|
|
2018
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
238.4
|
|
|
$
|
466.7
|
|
|
$
|
139.9
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|||
Depreciation and amortization
|
287.1
|
|
|
280.8
|
|
|
275.1
|
|
|||
Impairment of intangibles
|
—
|
|
|
0.4
|
|
|
24.4
|
|
|||
Gain on sale of an intangible (Note 3)
|
—
|
|
|
(19.0
|
)
|
|
—
|
|
|||
Share-based compensation expense
|
37.6
|
|
|
35.1
|
|
|
43.2
|
|
|||
Inventory step-up release
|
—
|
|
|
0.1
|
|
|
50.5
|
|
|||
Non-cash operating lease expense
|
32.5
|
|
|
—
|
|
|
—
|
|
|||
Impairment and loss on disposal of property, plant and equipment
|
24.4
|
|
|
7.7
|
|
|
5.1
|
|
|||
Deferred income taxes
|
(0.9
|
)
|
|
(15.9
|
)
|
|
2.9
|
|
|||
Provision for doubtful accounts
|
(6.2
|
)
|
|
(2.6
|
)
|
|
8.2
|
|
|||
CCA cost amortization
|
0.5
|
|
|
—
|
|
|
—
|
|
|||
Interest income on convertible note
|
(1.0
|
)
|
|
—
|
|
|
—
|
|
|||
Change in assets and liabilities:
|
—
|
|
|
|
|
|
|
|
|||
Accounts receivable
|
8.5
|
|
|
(55.6
|
)
|
|
(59.5
|
)
|
|||
Inventories
|
(62.3
|
)
|
|
(37.3
|
)
|
|
(5.0
|
)
|
|||
Other assets
|
(41.1
|
)
|
|
39.8
|
|
|
(64.9
|
)
|
|||
Operating lease right-of-use assets and liabilities, net
|
(20.0
|
)
|
|
—
|
|
|
—
|
|
|||
Accounts payable
|
23.2
|
|
|
3.6
|
|
|
2.9
|
|
|||
Accrued liabilities
|
(9.3
|
)
|
|
33.1
|
|
|
81.2
|
|
|||
Accrued income taxes
|
(12.4
|
)
|
|
8.7
|
|
|
4.4
|
|
|||
Other long-term liabilities
|
(12.4
|
)
|
|
(32.4
|
)
|
|
160.5
|
|
|||
Net cash provided by operating activities
|
486.6
|
|
|
713.2
|
|
|
668.9
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Purchases of property, plant and equipment
|
(310.4
|
)
|
|
(292.1
|
)
|
|
(193.6
|
)
|
|||
Acquisitions of businesses and assets, net of cash acquired, and other
|
(54.1
|
)
|
|
(59.2
|
)
|
|
(1,323.9
|
)
|
|||
Net cash used in investing activities
|
(364.5
|
)
|
|
(351.3
|
)
|
|
(1,517.5
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Proceeds from long-term debt
|
3,205.4
|
|
|
1,136.8
|
|
|
2,748.1
|
|
|||
Repayments of long-term debt
|
(3,235.9
|
)
|
|
(1,861.8
|
)
|
|
(1,912.1
|
)
|
|||
Net (repayments of) proceeds from short-term debt
|
(6.6
|
)
|
|
525.3
|
|
|
13.6
|
|
|||
Repurchase of common stock
|
(47.8
|
)
|
|
(156.1
|
)
|
|
—
|
|
|||
Proceeds related to share-based compensation awards
|
13.5
|
|
|
29.9
|
|
|
22.3
|
|
|||
Payments related to share-based compensation awards
|
(20.3
|
)
|
|
(22.1
|
)
|
|
(20.5
|
)
|
|||
Dividends on common stock
|
(3.0
|
)
|
|
(3.0
|
)
|
|
(2.9
|
)
|
|||
Issuance of common stock for employee stock purchase plan
|
2.7
|
|
|
—
|
|
|
—
|
|
|||
Debt acquisition costs
|
(5.6
|
)
|
|
(0.4
|
)
|
|
(3.9
|
)
|
|||
Payment of contingent consideration
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|||
Proceeds from construction allowance
|
2.1
|
|
|
—
|
|
|
—
|
|
Years Ended October 31,
(In millions) |
2020
|
|
|
2019
|
|
|
2018
|
|
|||
Net cash (used in) provided by financing activities
|
(95.5
|
)
|
|
(351.4
|
)
|
|
844.4
|
|
|||
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
0.7
|
|
|
(1.2
|
)
|
|
(4.4
|
)
|
|||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
27.3
|
|
|
9.3
|
|
|
(8.6
|
)
|
|||
Cash, cash equivalents and restricted cash at beginning of year
|
89.5
|
|
|
80.2
|
|
|
88.8
|
|
|||
Cash, cash equivalents and restricted cash at end of year
|
$
|
116.8
|
|
|
$
|
89.5
|
|
|
$
|
80.2
|
|
Supplemental disclosures of cash flow information:
|
|
|
|
|
|
|
|
|
|||
Cash paid for:
|
|
|
|
|
|
|
|
|
|||
Interest
|
$
|
46.5
|
|
|
$
|
75.3
|
|
|
$
|
82.1
|
|
Income taxes
|
51.1
|
|
|
39.2
|
|
|
18.8
|
|
|||
Reconciliation of cash flow information:
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
115.9
|
|
|
$
|
89.0
|
|
|
$
|
77.7
|
|
Restricted cash included in other current assets
|
$
|
0.9
|
|
|
$
|
0.5
|
|
|
$
|
2.5
|
|
Total cash, cash equivalents, and restricted cash
|
$
|
116.8
|
|
|
$
|
89.5
|
|
|
$
|
80.2
|
|
•
|
CooperVision primarily develops, manufactures and markets a broad range of soft contact lenses for the worldwide vision correction market.
|
•
|
CooperSurgical primarily develops, manufactures, markets medical devices and procedures solutions, and provides services to improve health care delivery to women, babies and families.
|
•
|
allowance for doubtful accounts and credit losses
|
•
|
carrying value of inventory
|
•
|
the carrying value of goodwill and other long-lived assets.
|
•
|
Revenue recognition
|
•
|
Leases - We consider an arrangement a lease if the arrangement transfers the right to control the use of an identified asset in exchange for consideration. We have operating leases, but do not have material financing leases. Lease right-of-use assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make payments arising from the lease agreement. These assets and liabilities are recognized at the commencement of the lease based upon the present value of the future minimum lease payments over the lease term. The lease term reflects the noncancelable period of the lease together with periods covered by an option to extend or terminate the lease when management is reasonably certain that it will exercise such option. Changes in the lease term assumption could impact the right-of-use assets and lease liabilities recognized on the balance sheet. As our leases typically do not contain a readily determinable implicit rate, we determine the present value of the lease liability using our incremental borrowing rate at the lease commencement date based on the lease term on a collateralized basis.
|
•
|
Net realizable value of inventory - In assessing the value of inventories, we make estimates and judgments regarding aging of inventories and other relevant issues potentially affecting the saleable condition of products and estimated prices at which those products will sell. On an ongoing basis, we review the carrying value of our inventory, measuring number of months on hand and other indications of saleability. We reduce the value of inventory if there are indications that the carrying value is greater than net realizable value, resulting in a new, lower-cost basis for that inventory. Subsequent changes in facts and circumstances do not result in the restoration or increase in that newly established cost basis. While estimates are involved, historically, obsolescence has not been a significant factor due to long product dating and lengthy product life cycles.
|
•
|
Valuation of goodwill - We evaluate goodwill for impairment annually during the fiscal third quarter and when an event occurs or circumstances change such that it is reasonably possible that impairment may exist. We account for goodwill and evaluate our goodwill balances and test them for impairment in accordance with related accounting standards. We performed our annual impairment test in our third quarter of fiscal 2020 and 2019, and our analysis indicated that we had no impairment of goodwill in our reporting units.
|
•
|
Business combinations - We routinely consummate business combinations. Results of operations for acquired companies are included in our consolidated results of operations from the date of acquisition. We recognize separately from goodwill, the identifiable assets acquired, including acquired in-process research and development, the liabilities assumed, and any noncontrolling interest in the acquiree at the acquisition date fair values as defined by accounting standards related to fair value measurements. Key assumptions routinely utilized in allocation of purchase price to intangible assets include projected financial information such as revenue projections for companies acquired. As of the
|
•
|
Income taxes - We account for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and for tax losses and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized.
|
•
|
Share-Based Compensation - We grant various share-based compensation awards, including stock options, performance unit shares, restricted stock and restricted stock units. Under fair value recognition provisions, share-based compensation expense is measured at the grant date based on the fair value of the award and is recognized as expense over the vesting period. Determining the fair value of share-based awards at the grant date requires judgment, including estimating Cooper's stock price volatility, employee exercise behaviors and related employee forfeiture rates.
|
October 31,
(In millions) |
2020
|
|
2019
|
||||
Raw materials
|
$
|
151.0
|
|
|
$
|
131.4
|
|
Work-in-process
|
12.4
|
|
|
13.3
|
|
||
Finished goods
|
407.0
|
|
|
362.2
|
|
||
|
$
|
570.4
|
|
|
$
|
506.9
|
|
October 31,
(In millions) |
2020
|
|
2019
|
||||
Land and improvements
|
$
|
19.9
|
|
|
$
|
19.9
|
|
Buildings and improvements
|
356.1
|
|
|
330.9
|
|
||
Machinery and equipment
|
1,764.9
|
|
|
1,582.3
|
|
||
Construction in progress
|
333.9
|
|
|
260.8
|
|
||
Property, plant and equipment, at cost
|
$
|
2,474.8
|
|
|
$
|
2,193.9
|
|
Less: Accumulated depreciation
|
1,192.9
|
|
|
1,061.8
|
|
||
|
$
|
1,281.9
|
|
|
$
|
1,132.1
|
|
(In millions)
|
|
October 31, 2020
|
||
Operating Leases
|
|
|
||
Operating lease right-of-use assets
|
|
$
|
260.2
|
|
|
|
|
||
Operating lease liabilities, current
|
|
33.3
|
|
|
Operating lease liabilities, non-current
|
|
236.8
|
|
|
Total operating lease liabilities
|
|
$
|
270.1
|
|
|
|
|
||
Weighted average remaining lease term (in years)
|
|
11.3
|
|
|
Weighted average discount rate
|
|
3
|
%
|
(In millions)
|
|
2020
|
||
Operating lease expense
|
|
$
|
41.2
|
|
Short-term lease expense
|
|
4.4
|
|
|
Variable lease expense
|
|
$
|
1.8
|
|
(In millions)
|
|
2020
|
||
Cash paid for amounts included in the measurement of lease liabilities:
|
|
|
||
Operating cash flows from operating leases
|
|
$
|
40.6
|
|
Operating lease right-of-use assets obtained in exchange for lease obligations
|
|
17.7
|
|
(In millions)
|
|
|
||
2021
|
|
$
|
40.7
|
|
2022
|
|
36.3
|
|
|
2023
|
|
32.6
|
|
|
2024
|
|
29.3
|
|
|
2025
|
|
28.0
|
|
|
Thereafter
|
|
158.4
|
|
|
Total lease payments
|
|
325.3
|
|
|
Less: interest
|
|
55.2
|
|
|
Present value of lease liabilities
|
|
$
|
270.1
|
|
(In millions)
|
2020
|
|
2019
|
|
2018
|
||||||
Customer relationships
|
$
|
11.4
|
|
|
$
|
7.5
|
|
|
$
|
23.5
|
|
Trademarks
|
5.1
|
|
|
10.2
|
|
|
100.0
|
|
|||
Technology
|
—
|
|
|
12.3
|
|
|
—
|
|
|||
Composite intangible asset
|
—
|
|
|
—
|
|
|
1,061.9
|
|
|||
Other
|
3.9
|
|
|
0.1
|
|
|
4.2
|
|
|||
Total identifiable intangible assets
|
$
|
20.4
|
|
|
$
|
30.1
|
|
|
$
|
1,189.6
|
|
Goodwill
|
15.3
|
|
|
29.8
|
|
|
70.6
|
|
|||
Net tangible (liabilities) assets
|
(0.3
|
)
|
|
7.3
|
|
|
59.6
|
|
|||
Total purchase price
|
$
|
35.4
|
|
|
$
|
67.2
|
|
|
$
|
1,319.8
|
|
(In millions)
|
Relative Fair Value
|
||
Composite intangible asset (1)
|
$
|
1,061.9
|
|
Assembled workforce intangible asset (2)
|
1.2
|
|
|
Property, plant and equipment
|
2.0
|
|
|
Inventory (3)
|
47.3
|
|
|
Other assets
|
9.4
|
|
|
Total assets acquired
|
$
|
1,121.8
|
|
Less: liabilities assumed
|
16.4
|
|
|
Total Purchase Price
|
$
|
1,105.4
|
|
(In millions)
|
CooperVision
|
|
CooperSurgical
|
|
Total
|
||||||
Balance at October 31, 2018
|
$
|
1,742.9
|
|
|
$
|
649.2
|
|
|
$
|
2,392.1
|
|
Net additions
|
14.1
|
|
|
22.0
|
|
|
36.1
|
|
|||
Foreign currency translation adjustment
|
8.4
|
|
|
(7.7
|
)
|
|
0.7
|
|
|||
Balance at October 31, 2019
|
$
|
1,765.4
|
|
|
$
|
663.5
|
|
|
$
|
2,428.9
|
|
Net additions
|
13.5
|
|
|
1.8
|
|
|
15.3
|
|
|||
Foreign currency translation adjustment
|
0.4
|
|
|
2.7
|
|
|
3.1
|
|
|||
Balance at October 31, 2020
|
$
|
1,779.3
|
|
|
$
|
668.0
|
|
|
$
|
2,447.3
|
|
|
October 31, 2020
|
|
October 31, 2019
|
|
|
||||||||||||
(In millions)
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Weighted Average Amortization Period (in years)
|
||||||||
Intangible assets with definite lives:
|
|
|
|
|
|
|
|
|
|
||||||||
Trademarks
|
$
|
153.4
|
|
|
$
|
37.7
|
|
|
$
|
148.5
|
|
|
$
|
27.3
|
|
|
14
|
Composite intangible asset
|
1,061.9
|
|
|
212.4
|
|
|
1,061.9
|
|
|
141.6
|
|
|
15
|
||||
Technology
|
401.2
|
|
|
251.9
|
|
|
399.9
|
|
|
221.2
|
|
|
11
|
||||
Customer relationships
|
367.0
|
|
|
216.2
|
|
|
357.6
|
|
|
194.0
|
|
|
13
|
||||
License and distribution rights and other
|
31.8
|
|
|
18.2
|
|
|
27.9
|
|
|
15.3
|
|
|
10
|
||||
|
2,015.3
|
|
|
$
|
736.4
|
|
|
1,995.8
|
|
|
$
|
599.4
|
|
|
14
|
||
Less: accumulated amortization and translation
|
736.4
|
|
|
|
|
599.4
|
|
|
|
|
|
||||||
Intangible assets with definite lives, net
|
$
|
1,278.9
|
|
|
|
|
$
|
1,396.4
|
|
|
|
|
|
||||
Intangible assets with indefinite lives, net (1)
|
10.1
|
|
|
|
|
8.9
|
|
|
|
|
|
||||||
Total other intangible assets, net
|
$
|
1,289.0
|
|
|
|
|
$
|
1,405.3
|
|
|
|
|
|
Fiscal years:
|
(In millions)
|
||
2021
|
$
|
136.4
|
|
2022
|
134.5
|
|
|
2023
|
132.3
|
|
|
2024
|
128.1
|
|
|
Thereafter
|
747.6
|
|
|
Total remaining amortization for intangible assets with definite lives
|
$
|
1,278.9
|
|
October 31,
(In millions) |
2020
|
|
2019
|
||||
Overdraft and other credit facilities
|
$
|
59.4
|
|
|
$
|
63.7
|
|
Term loans
|
350.0
|
|
|
500.0
|
|
||
Less: unamortized debt issuance cost
|
(0.1
|
)
|
|
—
|
|
||
Short-term debt
|
$
|
409.3
|
|
|
$
|
563.7
|
|
|
|
|
|
||||
Revolving credit
|
$
|
534.0
|
|
|
$
|
264.0
|
|
Term loans
|
850.0
|
|
|
1,000.0
|
|
||
Other
|
0.2
|
|
|
0.2
|
|
||
Less: unamortized debt issuance cost
|
(0.3
|
)
|
|
(1.6
|
)
|
||
Long-term debt
|
$
|
1,383.9
|
|
|
$
|
1,262.6
|
|
Total debt
|
$
|
1,793.2
|
|
|
$
|
1,826.3
|
|
Year
(In millions) |
|
||
2021
|
$
|
—
|
|
2022
|
$
|
—
|
|
2023
|
$
|
—
|
|
2024
|
$
|
—
|
|
2025
|
$
|
1,384.2
|
|
Thereafter
|
$
|
—
|
|
•
|
Interest Coverage Ratio, as defined, to be at least 3.00 to 1.00 at all times.
|
•
|
Total Leverage Ratio, as defined, to be no higher than 3.75 to 1.00.
|
(In millions)
|
|
Facility Limit
|
|
Outstanding Borrowings
|
|
Outstanding Letters of Credit
|
|
Total Amount Available
|
|
Maturity Date
|
||||||||
2020 Revolving Credit Facility
|
|
$
|
1,290.0
|
|
|
$
|
534.0
|
|
|
$
|
1.4
|
|
|
$
|
754.6
|
|
|
April 1, 2025
|
2020 Term Loan Facility
|
|
850.0
|
|
|
850.0
|
|
|
n/a
|
|
|
—
|
|
|
April 1, 2025
|
||||
2020 Term Loan
|
|
350.0
|
|
|
350.0
|
|
|
n/a
|
|
|
—
|
|
|
October 15, 2021
|
||||
Total
|
|
$
|
2,490.0
|
|
|
$
|
1,734.0
|
|
|
$
|
1.4
|
|
|
$
|
754.6
|
|
|
|
Years Ended October 31,
(In millions) |
2020
|
|
2019
|
|
2018
|
||||||
Income before income taxes:
|
|
|
|
|
|
||||||
United States
|
$
|
(88.0
|
)
|
|
$
|
(32.8
|
)
|
|
$
|
(122.8
|
)
|
Foreign
|
354.5
|
|
|
510.2
|
|
|
454.7
|
|
|||
|
$
|
266.5
|
|
|
$
|
477.4
|
|
|
$
|
331.9
|
|
Income tax provision
|
$
|
28.1
|
|
|
$
|
10.7
|
|
|
$
|
192.0
|
|
2020
|
|
2019
|
|
2018
|
|||||||
Current:
|
|
|
|
|
|
||||||
Federal
|
$
|
1.4
|
|
|
$
|
9.2
|
|
|
$
|
165.6
|
|
State
|
1.1
|
|
|
1.6
|
|
|
0.5
|
|
|||
Foreign
|
26.5
|
|
|
15.8
|
|
|
23.0
|
|
|||
|
29.0
|
|
|
26.6
|
|
|
189.1
|
|
|||
Deferred:
|
|
|
|
|
|
||||||
Federal
|
3.2
|
|
|
(8.1
|
)
|
|
16.1
|
|
|||
State
|
0.8
|
|
|
(0.9
|
)
|
|
1.0
|
|
|||
Foreign
|
(4.9
|
)
|
|
(6.9
|
)
|
|
(14.2
|
)
|
|||
|
(0.9
|
)
|
|
(15.9
|
)
|
|
2.9
|
|
|||
Income tax provision
|
$
|
28.1
|
|
|
$
|
10.7
|
|
|
$
|
192.0
|
|
Years Ended October 31,
(In millions) |
2020
|
|
2019
|
|
2018
|
||||||
Computed expected provision for taxes
|
$
|
56.0
|
|
|
$
|
100.3
|
|
|
$
|
77.5
|
|
(Decrease) increase in taxes resulting from:
|
|
|
|
|
|
||||||
Income earned outside the United States subject to different tax rates
|
(54.7
|
)
|
|
(85.6
|
)
|
|
(97.5
|
)
|
|||
State taxes, net of federal income tax benefit
|
1.9
|
|
|
0.4
|
|
|
(4.9
|
)
|
|||
Foreign source income subject to United States tax
|
32.0
|
|
|
16.1
|
|
|
—
|
|
|||
U.S. tax reform
|
—
|
|
|
(5.8
|
)
|
|
214.6
|
|
|||
Incentive stock option compensation and non-deductible employee compensation
|
(4.4
|
)
|
|
(7.8
|
)
|
|
(11.1
|
)
|
|||
Deferred tax asset step-up
|
(9.0
|
)
|
|
(6.7
|
)
|
|
(1.9
|
)
|
|||
US provision-to-return
|
7.0
|
|
|
4.4
|
|
|
(0.7
|
)
|
|||
Tax accrual adjustment
|
(0.1
|
)
|
|
(1.5
|
)
|
|
13.9
|
|
|||
Other, net
|
(0.6
|
)
|
|
(3.1
|
)
|
|
2.1
|
|
|||
Actual provision for income taxes
|
$
|
28.1
|
|
|
$
|
10.7
|
|
|
$
|
192.0
|
|
Years Ended October 31,
(In millions) |
2020
|
|
2019
|
||||
Deferred tax assets:
|
|
|
|
||||
Accounts receivable, principally due to allowances for doubtful accounts
|
$
|
2.6
|
|
|
$
|
3.6
|
|
Inventories
|
5.8
|
|
|
3.5
|
|
||
Litigation settlements
|
0.2
|
|
|
0.1
|
|
||
Accrued liabilities, reserves and compensation accruals
|
76.9
|
|
|
55.1
|
|
||
Foreign deferred tax assets
|
90.9
|
|
|
52.5
|
|
||
Restricted stock and stock option expenses
|
21.4
|
|
|
26.1
|
|
||
Net operating loss carryforwards
|
9.6
|
|
|
8.3
|
|
||
Intangible assets
|
19.6
|
|
|
11.1
|
|
||
Research and experimental expenses - Section 59(e)
|
9.2
|
|
|
2.5
|
|
||
Tax credit carryforwards
|
1.5
|
|
|
1.3
|
|
||
Total gross deferred tax assets
|
237.7
|
|
|
164.1
|
|
||
Less: valuation allowance
|
(45.3
|
)
|
|
(41.5
|
)
|
||
Deferred tax assets
|
192.4
|
|
|
122.6
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Tax deductible goodwill
|
(29.7
|
)
|
|
(25.0
|
)
|
||
Plant and equipment
|
(39.2
|
)
|
|
(14.3
|
)
|
||
Deferred tax on foreign earnings
|
(7.5
|
)
|
|
(5.9
|
)
|
||
Transaction costs
|
(0.7
|
)
|
|
(0.7
|
)
|
||
Foreign deferred tax liabilities
|
(61.0
|
)
|
|
(27.6
|
)
|
||
Total gross deferred tax liabilities
|
(138.1
|
)
|
|
(73.5
|
)
|
||
Net deferred tax assets
|
$
|
54.3
|
|
|
$
|
49.1
|
|
Years Ended October 31,
|
|
|
|
||||||||
(In millions, except for earnings per share)
|
2020
|
|
2019
|
|
2018
|
||||||
Net income attributable to Cooper stockholders
|
$
|
238.4
|
|
|
$
|
466.7
|
|
|
$
|
139.9
|
|
Basic:
|
|
|
|
|
|
||||||
Weighted average common shares
|
49.1
|
|
|
49.4
|
|
|
49.1
|
|
|||
Basic earnings per share attributable to Cooper stockholders
|
$
|
4.85
|
|
|
$
|
9.44
|
|
|
$
|
2.85
|
|
Diluted:
|
|
|
|
|
|
||||||
Weighted average common shares
|
49.1
|
|
|
49.4
|
|
|
49.1
|
|
|||
Effect of dilutive stock options
|
0.5
|
|
|
0.6
|
|
|
0.6
|
|
|||
Diluted weighted average common shares
|
49.6
|
|
|
50.0
|
|
|
49.7
|
|
|||
Diluted earnings per share attributable to Cooper stockholders
|
$
|
4.81
|
|
|
$
|
9.33
|
|
|
$
|
2.81
|
|
Years Ended October 31,
|
|
|
|
|||||||
(In thousands, except exercise prices)
|
2020
|
|
2019
|
|
2018
|
|||||
Stock option shares excluded
|
207
|
|
|
198
|
|
|
257
|
|
||
Range of exercise prices
|
$
|
304.54
|
|
|
$
|
254.77
|
|
|
$226.30 - $230.09
|
|
Restricted stock units excluded
|
1
|
|
|
8
|
|
|
21
|
|
(In millions)
|
Foreign Currency Translation Adjustment
|
|
Derivatives
|
|
Minimum Pension Liability
|
|
Total
|
||||||||
Balance at October 31, 2017
|
$
|
(353.7
|
)
|
|
$
|
—
|
|
|
$
|
(21.6
|
)
|
|
$
|
(375.3
|
)
|
Gross change in value
|
(58.5
|
)
|
|
—
|
|
|
11.0
|
|
|
(47.5
|
)
|
||||
Tax effect
|
—
|
|
|
—
|
|
|
(3.1
|
)
|
|
(3.1
|
)
|
||||
ASU 2018-02 adoption (1)
|
—
|
|
|
—
|
|
|
(4.8
|
)
|
|
(4.8
|
)
|
||||
Balance at October 31, 2018
|
$
|
(412.2
|
)
|
|
$
|
—
|
|
|
$
|
(18.5
|
)
|
|
$
|
(430.7
|
)
|
Gross change in value
|
$
|
9.0
|
|
|
$
|
—
|
|
|
$
|
(33.4
|
)
|
|
$
|
(24.4
|
)
|
Tax effect
|
—
|
|
|
—
|
|
|
8.0
|
|
|
8.0
|
|
||||
Balance at October 31, 2019
|
$
|
(403.2
|
)
|
|
$
|
—
|
|
|
$
|
(43.9
|
)
|
|
$
|
(447.1
|
)
|
Gross change in value
|
$
|
0.9
|
|
|
$
|
(17.1
|
)
|
|
$
|
(16.8
|
)
|
|
$
|
(33.0
|
)
|
Tax effect
|
—
|
|
|
4.1
|
|
|
4.0
|
|
|
8.1
|
|
||||
Balance at October 31, 2020
|
$
|
(402.3
|
)
|
|
$
|
(13.0
|
)
|
|
$
|
(56.7
|
)
|
|
$
|
(472.0
|
)
|
(1)
|
Represents reclassification to retained earnings from adoption of ASU 2018-02.
|
Periods Ended October 31,
|
2020
|
|
2019
|
||||
Number of shares
|
160,850
|
|
|
536,972
|
|
||
Average repurchase price per share
|
$
|
296.9
|
|
|
$
|
290.7
|
|
Total costs of shares repurchased (in millions)
|
$
|
47.8
|
|
|
$
|
156.1
|
|
October 31,
|
|
|
|
||||||||
(In millions)
|
2020
|
|
2019
|
|
2018
|
||||||
Selling, general and administrative expense
|
$
|
32.2
|
|
|
$
|
28.7
|
|
|
$
|
37.6
|
|
Cost of sales
|
4.0
|
|
|
4.7
|
|
|
3.6
|
|
|||
Research and development expense
|
2.4
|
|
|
2.9
|
|
|
2.0
|
|
|||
Total compensation expense
|
$
|
38.6
|
|
|
$
|
36.3
|
|
|
$
|
43.2
|
|
Related income tax benefit
|
$
|
4.8
|
|
|
$
|
5.1
|
|
|
$
|
8.8
|
|
Years Ended October 31,
|
2020
|
|
2019
|
|
2018
|
|||
Expected life
|
4.4 years
|
|
|
4.4 years
|
|
|
5.4 years
|
|
Expected volatility
|
24.5
|
%
|
|
22.0
|
%
|
|
23.0
|
%
|
Risk-free interest rate
|
1.6
|
%
|
|
2.9
|
%
|
|
2
|
%
|
Dividend yield
|
0.02
|
%
|
|
0.02
|
%
|
|
0.03
|
%
|
|
Number of
Shares |
|
Weighted-
Average Exercise Price Per Share |
|
Weighted-
Average Remaining Contractual Term (in years) |
|
Aggregate
Intrinsic Value |
|||||
Outstanding at October 31, 2019
|
1,024,752
|
|
|
$
|
186.24
|
|
|
|
|
|
||
Granted
|
212,046
|
|
|
$
|
304.54
|
|
|
|
|
|
||
Exercised
|
(105,045
|
)
|
|
$
|
128.43
|
|
|
|
|
|
||
Forfeited or expired
|
(28,246
|
)
|
|
$
|
223.28
|
|
|
|
|
|
||
Outstanding at October 31, 2020
|
1,103,507
|
|
|
$
|
213.53
|
|
|
6.44
|
|
|
||
Vested and expected to vest at October 31, 2020
|
1,060,738
|
|
|
$
|
211.04
|
|
|
6.36
|
|
$
|
114,567,509
|
|
Vested and exercisable at October 31, 2020
|
430,926
|
|
|
$
|
167.09
|
|
|
5.01
|
|
$
|
65,485,571
|
|
|
Number of
Shares |
|
Weighted-
Average Grant Date Fair Value Per Share |
|||
Non-vested RSUs at October 31, 2019
|
429,571
|
|
|
$
|
210.72
|
|
Granted
|
130,610
|
|
|
$
|
301.59
|
|
Vested and issued
|
(151,613
|
)
|
|
$
|
192.10
|
|
Forfeited or expired
|
(39,948
|
)
|
|
$
|
242.12
|
|
Non-vested RSUs at October 31, 2020
|
368,620
|
|
|
$
|
247.09
|
|
Years Ended October 31,
(In millions) |
2020
|
|
2019
|
|
2018
|
||||||
Change in benefit obligation
|
|
|
|
|
|
||||||
Benefit obligation, beginning of year
|
$
|
189.7
|
|
|
$
|
147.1
|
|
|
$
|
151.7
|
|
Service cost
|
13.9
|
|
|
10.1
|
|
|
10.7
|
|
|||
Interest cost
|
5.2
|
|
|
6.1
|
|
|
5.0
|
|
|||
Benefits paid
|
(10.0
|
)
|
|
(10.2
|
)
|
|
(3.7
|
)
|
|||
Actuarial loss (gain)
|
20.0
|
|
|
36.6
|
|
|
(16.6
|
)
|
|||
Benefit obligation, end of year
|
$
|
218.8
|
|
|
$
|
189.7
|
|
|
$
|
147.1
|
|
Change in plan assets
|
|
|
|
|
|
||||||
Fair value of plan assets, beginning of year
|
$
|
136.0
|
|
|
$
|
121.0
|
|
|
$
|
112.8
|
|
Actual return on plan assets
|
10.1
|
|
|
12.1
|
|
|
1.9
|
|
|||
Employer contributions
|
23.4
|
|
|
13.1
|
|
|
10.0
|
|
|||
Benefits paid
|
(10.0
|
)
|
|
(10.2
|
)
|
|
(3.7
|
)
|
|||
Fair value of plan assets, end of year
|
$
|
159.5
|
|
|
$
|
136.0
|
|
|
$
|
121.0
|
|
Funded status at end of year
|
$
|
(59.3
|
)
|
|
$
|
(53.7
|
)
|
|
$
|
(26.1
|
)
|
Years Ended October 31,
(In millions) |
2020
|
|
2019
|
|
2018
|
||||||
Amounts recognized in the statement of financial position consist of:
|
|
|
|
|
|
||||||
Noncurrent liabilities
|
(59.3
|
)
|
|
(53.7
|
)
|
|
(26.1
|
)
|
|||
Net amount recognized at year end
|
$
|
(59.3
|
)
|
|
$
|
(53.7
|
)
|
|
$
|
(26.1
|
)
|
Years Ended October 31,
(In millions) |
2020
|
|
2019
|
|
2018
|
||||||
Amounts recognized in accumulated other comprehensive income consist of:
|
|
|
|
|
|
||||||
Net loss
|
74.2
|
|
|
57.3
|
|
|
24.0
|
|
|||
Accumulated other comprehensive income
|
$
|
74.2
|
|
|
$
|
57.3
|
|
|
$
|
24.0
|
|
Years Ended October 31,
(In millions) |
2020
|
|
2019
|
|
2018
|
||||||
Information for pension plans with projected benefit obligation in excess of plan assets:
|
|
|
|
|
|
||||||
Projected benefit obligation
|
$
|
218.8
|
|
|
$
|
189.7
|
|
|
$
|
147.1
|
|
Fair value of plan assets
|
$
|
159.5
|
|
|
$
|
136.0
|
|
|
$
|
121.0
|
|
Years Ended October 31,
(In millions) |
2020
|
|
2019
|
|
2018
|
||||||
Information for pension plans with accumulated benefit obligations in excess of plan assets:
|
|
|
|
|
|
||||||
Accumulated benefit obligation
|
$
|
195.8
|
|
|
$
|
170.8
|
|
|
$
|
130.5
|
|
Fair value of plan assets
|
$
|
159.5
|
|
|
$
|
136.0
|
|
|
$
|
121.0
|
|
Years Ended October 31,
(In millions) |
2020
|
|
2019
|
|
2018
|
||||||
Reconciliation of prepaid (accrued) pension cost:
|
|
|
|
|
|
||||||
Accrued pension cost at prior fiscal year end
|
$
|
(3.7
|
)
|
|
$
|
2.2
|
|
|
$
|
4.0
|
|
Net periodic benefit cost
|
12.3
|
|
|
7.2
|
|
|
8.2
|
|
|||
Contributions made during the year
|
(23.4
|
)
|
|
(13.1
|
)
|
|
(10.0
|
)
|
|||
Accrued pension cost at fiscal year end
|
$
|
(14.8
|
)
|
|
$
|
(3.7
|
)
|
|
$
|
2.2
|
|
Years Ended October 31,
(In millions) |
2020
|
|
2019
|
|
2018
|
||||||
Components of net periodic benefit cost and other amounts recognized in (other comprehensive income) the fiscal year:
|
|
|
|
|
|
||||||
Net periodic benefit cost:
|
|
|
|
|
|
||||||
Service cost
|
$
|
13.9
|
|
|
$
|
10.1
|
|
|
$
|
10.7
|
|
Interest cost
|
5.2
|
|
|
6.1
|
|
|
5.0
|
|
|||
Expected return on plan assets
|
(10.8
|
)
|
|
(9.8
|
)
|
|
(9.2
|
)
|
|||
Recognized actuarial loss
|
4.0
|
|
|
0.8
|
|
|
1.7
|
|
|||
Net periodic pension cost
|
$
|
12.3
|
|
|
$
|
7.2
|
|
|
$
|
8.2
|
|
Years Ended October 31,
(In millions) |
2020
|
|
2019
|
|
2018
|
||||||
Other changes in plan assets and benefit obligations recognized in other comprehensive income:
|
|
|
|
|
|
|
|
|
|||
Net loss (gain)
|
20.8
|
|
|
34.2
|
|
|
(9.3
|
)
|
|||
Amortizations of net (gain)
|
(4.0
|
)
|
|
(0.8
|
)
|
|
(1.7
|
)
|
|||
Total recognized in other comprehensive income
|
$
|
16.8
|
|
|
$
|
33.4
|
|
|
$
|
(11.0
|
)
|
Total recognized in net periodic benefit cost and other comprehensive income
|
$
|
29.0
|
|
|
$
|
40.6
|
|
|
$
|
(2.8
|
)
|
Years Ended October 31,
|
2020
|
|
2019
|
|
2018
|
|||
Weighted-average assumptions used in computing the net periodic pension cost and projected benefit obligation at year end:
|
|
|
|
|
|
|||
Discount rate for determining net periodic pension cost:
|
|
|
|
|
|
|||
Projected Benefit Obligation
|
3.13
|
%
|
|
4.42
|
%
|
|
3.75
|
%
|
Service Cost
|
3.18
|
%
|
|
4.49
|
%
|
|
3.85
|
%
|
Interest Cost
|
2.78
|
%
|
|
4.22
|
%
|
|
3.39
|
%
|
Discount rate for determining benefit obligations at year end
|
2.78
|
%
|
|
3.13
|
%
|
|
4.42
|
%
|
Rate of compensation increase for determining expense
|
3.60
|
%
|
|
4.00
|
%
|
|
4.00
|
%
|
Rate of compensation increase for determining benefit obligations at year end
|
3.60
|
%
|
|
3.60
|
%
|
|
4.00
|
%
|
Expected rate of return on plan assets for determining net periodic pension cost
|
8.00
|
%
|
|
8.00
|
%
|
|
8.00
|
%
|
Expected rate of return on plan assets at year end
|
8.00
|
%
|
|
8.00
|
%
|
|
8.00
|
%
|
Measurement date for determining assets and benefit obligations at year end
|
10/31/2020
|
|
|
10/31/2019
|
|
|
10/31/2018
|
|
Years Ended October 31,
|
2020
|
|
2019
|
|
2018
|
|||
Asset category
|
|
|
|
|
|
|||
Cash and cash equivalents
|
11.8
|
%
|
|
3.2
|
%
|
|
2.1
|
%
|
Corporate common stock
|
—
|
%
|
|
—
|
%
|
|
14.5
|
%
|
Equity mutual funds
|
57.7
|
%
|
|
63.7
|
%
|
|
47.4
|
%
|
Hedging Strategy Funds
|
4.3
|
%
|
|
4.9
|
%
|
|
—
|
%
|
Real estate funds
|
—
|
%
|
|
—
|
%
|
|
2.7
|
%
|
Bond mutual funds
|
26.2
|
%
|
|
28.2
|
%
|
|
33.3
|
%
|
Total
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
(In millions)
|
Total
|
|
Quoted Prices
in Active Markets for Identical Assets (Level 1) |
|
Significant
Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
||||||||
Asset category
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
$
|
18.8
|
|
|
$
|
—
|
|
|
$
|
18.8
|
|
|
$
|
—
|
|
Equity mutual funds
|
91.9
|
|
|
91.9
|
|
|
—
|
|
|
—
|
|
||||
Hedging Strategy Funds
|
6.9
|
|
|
6.9
|
|
|
—
|
|
|
—
|
|
||||
Bond mutual funds
|
41.9
|
|
|
15.4
|
|
|
26.5
|
|
|
—
|
|
||||
Total
|
$
|
159.5
|
|
|
$
|
114.2
|
|
|
$
|
45.3
|
|
|
$
|
—
|
|
Years
(In millions) |
|
||
2021
|
$
|
10.0
|
|
2022
|
$
|
11.0
|
|
2023
|
$
|
11.9
|
|
2024
|
$
|
12.9
|
|
2025
|
$
|
13.7
|
|
2026-2030
|
$
|
76.3
|
|
•
|
CooperVision. Competes in the worldwide contact lens market by developing, manufacturing and marketing a broad range of products for contact lens wearers, featuring advanced materials and optics. CooperVision designs its products to solve vision challenges such as astigmatism, presbyopia, myopia, ocular dryness and eye fatigues, with a broad collection of spherical, toric and multifocal contact lenses.
|
•
|
CooperSurgical. Competes in the general health care market with a focus on advancing the health of women, babies and families through a diversified portfolio of products and services focusing on women's health and fertility.
|
(In millions)
|
2020
|
|
2019
|
|
2018
|
||||||
CooperVision net sales by category:
|
|
|
|
|
|
||||||
Toric lens
|
$
|
598.2
|
|
|
$
|
620.0
|
|
|
$
|
591.4
|
|
Multifocal lens
|
197.0
|
|
|
202.9
|
|
|
196.6
|
|
|||
Single-use sphere lens
|
529.0
|
|
|
568.2
|
|
|
520.1
|
|
|||
Non single-use sphere, other
|
518.8
|
|
|
581.8
|
|
|
573.9
|
|
|||
Total CooperVision net sales
|
1,843.0
|
|
|
1,972.9
|
|
|
1,882.0
|
|
|||
CooperSurgical net sales by category:
|
|
|
|
|
|
||||||
Office and surgical products
|
358.8
|
|
|
422.4
|
|
|
400.4
|
|
|||
Fertility
|
229.1
|
|
|
258.1
|
|
|
250.4
|
|
|||
Total CooperSurgical net sales
|
587.9
|
|
|
680.5
|
|
|
650.8
|
|
|||
Total net sales
|
$
|
2,430.9
|
|
|
$
|
2,653.4
|
|
|
$
|
2,532.8
|
|
(In millions)
|
CooperVision
|
|
CooperSurgical
|
|
Corporate
|
|
Consolidated
|
||||||||
2020
|
|
|
|
|
|
|
|
||||||||
Net sales
|
$
|
1,843.0
|
|
|
$
|
587.9
|
|
|
$
|
—
|
|
|
$
|
2,430.9
|
|
Operating income (loss)
|
$
|
375.7
|
|
|
$
|
(14.7
|
)
|
|
$
|
(49.2
|
)
|
|
$
|
311.8
|
|
Interest expense
|
|
|
|
|
|
|
36.8
|
|
|||||||
Other expense, net
|
|
|
|
|
|
|
8.5
|
|
|||||||
Income before income taxes
|
|
|
|
|
|
|
$
|
266.5
|
|
||||||
Identifiable assets
|
$
|
4,236.3
|
|
|
$
|
2,293.8
|
|
|
$
|
207.4
|
|
|
$
|
6,737.5
|
|
Depreciation expense
|
$
|
138.2
|
|
|
$
|
11.7
|
|
|
$
|
—
|
|
|
$
|
149.9
|
|
Amortization expense
|
$
|
32.4
|
|
|
$
|
104.8
|
|
|
$
|
—
|
|
|
$
|
137.2
|
|
Capital expenditures
|
$
|
260.3
|
|
|
$
|
50.1
|
|
|
$
|
—
|
|
|
$
|
310.4
|
|
2019
|
|
|
|
|
|
|
|
||||||||
Net sales
|
$
|
1,972.9
|
|
|
$
|
680.5
|
|
|
$
|
—
|
|
|
$
|
2,653.4
|
|
Operating income (loss)
|
$
|
506.4
|
|
|
$
|
87.9
|
|
|
$
|
(47.6
|
)
|
|
$
|
546.7
|
|
Interest expense
|
|
|
|
|
|
|
68.0
|
|
|||||||
Other (income), net
|
|
|
|
|
|
|
1.3
|
|
|||||||
Income before income taxes
|
|
|
|
|
|
|
$
|
477.4
|
|
||||||
Identifiable assets
|
$
|
3,911.6
|
|
|
$
|
2,189.8
|
|
|
$
|
173.1
|
|
|
$
|
6,274.5
|
|
Depreciation expense
|
$
|
125.8
|
|
|
$
|
9.0
|
|
|
$
|
0.2
|
|
|
$
|
135.0
|
|
Amortization expense
|
$
|
40.9
|
|
|
$
|
104.9
|
|
|
$
|
—
|
|
|
$
|
145.8
|
|
Capital expenditures
|
$
|
259.0
|
|
|
$
|
33.1
|
|
|
$
|
—
|
|
|
$
|
292.1
|
|
2018
|
|
|
|
|
|
|
|
|
|||||||
Net sales
|
$
|
1,882.0
|
|
|
$
|
650.8
|
|
|
$
|
—
|
|
|
$
|
2,532.8
|
|
Operating income (loss)
|
$
|
479.8
|
|
|
$
|
(19.9
|
)
|
|
$
|
(56.8
|
)
|
|
$
|
403.1
|
|
Interest expense
|
|
|
|
|
|
|
82.7
|
|
|||||||
Other expense, net
|
|
|
|
|
|
|
(11.5
|
)
|
|||||||
Income before income taxes
|
|
|
|
|
|
|
$
|
331.9
|
|
||||||
Identifiable assets
|
$
|
3,746.0
|
|
|
$
|
2,201.7
|
|
|
$
|
165.1
|
|
|
$
|
6,112.8
|
|
Depreciation expense
|
$
|
120.1
|
|
|
$
|
8.1
|
|
|
$
|
0.2
|
|
|
$
|
128.4
|
|
Amortization expense
|
$
|
43.6
|
|
|
$
|
103.1
|
|
|
$
|
—
|
|
|
$
|
146.7
|
|
Capital expenditures
|
$
|
178.4
|
|
|
$
|
15.1
|
|
|
$
|
0.1
|
|
|
$
|
193.6
|
|
(In millions)
|
United
States |
|
Europe
|
|
Rest of
World, Other Eliminations & Corporate |
|
Consolidated
|
||||||||
2020
|
|
|
|
|
|
|
|
||||||||
Net sales to unaffiliated customers
|
$
|
1,103.6
|
|
|
$
|
789.8
|
|
|
$
|
537.5
|
|
|
$
|
2,430.9
|
|
Sales between geographic areas
|
391.7
|
|
|
327.1
|
|
|
(718.8
|
)
|
|
—
|
|
||||
Net sales
|
$
|
1,495.3
|
|
|
$
|
1,116.9
|
|
|
$
|
(181.3
|
)
|
|
$
|
2,430.9
|
|
Operating income (loss)
|
$
|
(14.5
|
)
|
|
$
|
21.9
|
|
|
$
|
304.4
|
|
|
$
|
311.8
|
|
Long-lived assets
|
$
|
721.3
|
|
|
$
|
363.0
|
|
|
$
|
197.6
|
|
|
$
|
1,281.9
|
|
2019
|
|
|
|
|
|
|
|
||||||||
Sales to unaffiliated customers
|
$
|
1,211.8
|
|
|
$
|
854.8
|
|
|
$
|
586.8
|
|
|
$
|
2,653.4
|
|
Sales between geographic areas
|
650.7
|
|
|
300.8
|
|
|
(951.5
|
)
|
|
—
|
|
||||
Net sales
|
$
|
1,862.5
|
|
|
$
|
1,155.6
|
|
|
$
|
(364.7
|
)
|
|
$
|
2,653.4
|
|
Operating income (loss)
|
$
|
83.2
|
|
|
$
|
29.3
|
|
|
$
|
434.2
|
|
|
$
|
546.7
|
|
Long-lived assets
|
$
|
626.5
|
|
|
$
|
358.8
|
|
|
$
|
146.8
|
|
|
$
|
1,132.1
|
|
2018
|
|
|
|
|
|
|
|
||||||||
Sales to unaffiliated customers
|
$
|
1,162.2
|
|
|
$
|
846.5
|
|
|
$
|
524.1
|
|
|
$
|
2,532.8
|
|
Sales between geographic areas
|
274.3
|
|
|
407.1
|
|
|
(681.4
|
)
|
|
—
|
|
||||
Net sales
|
$
|
1,436.5
|
|
|
$
|
1,253.6
|
|
|
$
|
(157.3
|
)
|
|
$
|
2,532.8
|
|
Operating income
|
$
|
(39.3
|
)
|
|
$
|
(16.8
|
)
|
|
$
|
459.2
|
|
|
$
|
403.1
|
|
Long-lived assets
|
$
|
516.7
|
|
|
$
|
340.7
|
|
|
$
|
118.6
|
|
|
$
|
976.0
|
|
(In millions, except for number of instruments)
|
Number of Instruments
|
|
Notional Value
|
||
Interest Rate Swap Contracts
|
5
|
|
$
|
1,400
|
|
|
|
Derivative Liabilities
|
||||
(In millions)
|
|
|
|
October 31, 2020
|
||
Derivatives designated as cash flow hedges
|
|
Balance sheet location
|
|
|
||
Interest rate swap contracts
|
|
Other current liabilities
|
|
$
|
0.6
|
|
Interest rate swap contracts
|
|
Other non-current liabilities
|
|
16.5
|
|
|
|
|
|
|
$
|
17.1
|
|
Periods Ended October 31,
|
|
|
|
|
|
|
|
||||||
(In millions)
|
|
|
2020
|
|
2019
|
|
2018
|
||||||
Derivatives designated as cash flow hedges
|
|
Location of Loss Recognized on Derivatives
|
|
|
|
|
|
||||||
Interest rate swap contracts
|
|
Interest expense
|
$
|
3.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(In millions)
|
|
Amount
|
||
Beginning balance gain / (loss) as of October 31, 2019
|
|
$
|
—
|
|
Amount recognized in other comprehensive income on interest rate swap contracts (net of tax of $5.0 million)
|
|
(20.8
|
)
|
|
Amount reclassified from other comprehensive income into earnings, gross (net of tax of $0.9 million)
|
|
3.7
|
|
|
Ending balance loss as of October 31, 2020
|
|
$
|
(17.1
|
)
|
(In millions, except for earnings per share)
|
First
Quarter |
|
Second
Quarter |
|
Third
Quarter |
|
Fourth
Quarter |
||||||||
2020
|
|
|
|
|
|
|
|
||||||||
Net sales
|
$
|
646.2
|
|
|
$
|
524.9
|
|
|
$
|
578.2
|
|
|
$
|
681.6
|
|
Gross profit
|
$
|
426.5
|
|
|
$
|
323.5
|
|
|
$
|
360.8
|
|
|
$
|
424.0
|
|
Income before income taxes
|
$
|
97.4
|
|
|
$
|
9.0
|
|
|
$
|
66.4
|
|
|
$
|
93.7
|
|
Net income attributable to Cooper stockholders
|
$
|
90.5
|
|
|
$
|
11.5
|
|
|
$
|
55.2
|
|
|
$
|
81.2
|
|
Earnings per share attributable to Cooper stockholders - basic
|
$
|
1.84
|
|
|
$
|
0.23
|
|
|
$
|
1.13
|
|
|
$
|
1.65
|
|
Earnings per share attributable to Cooper stockholders - diluted
|
$
|
1.82
|
|
|
$
|
0.23
|
|
|
$
|
1.12
|
|
|
$
|
1.64
|
|
2019
|
|
|
|
|
|
|
|
||||||||
Net sales
|
$
|
628.1
|
|
|
$
|
654.3
|
|
|
$
|
679.4
|
|
|
$
|
691.6
|
|
Gross profit
|
$
|
418.5
|
|
|
$
|
432.6
|
|
|
$
|
450.7
|
|
|
$
|
455.0
|
|
Income before income taxes
|
$
|
93.8
|
|
|
$
|
128.1
|
|
|
$
|
127.0
|
|
|
$
|
128.5
|
|
Net income attributable to Cooper stockholders
|
$
|
103.2
|
|
|
$
|
122.4
|
|
|
$
|
120.1
|
|
|
$
|
121.0
|
|
Earnings per share attributable to Cooper stockholders - basic
|
$
|
2.09
|
|
|
$
|
2.48
|
|
|
$
|
2.43
|
|
|
$
|
2.44
|
|
Earnings per share attributable to Cooper stockholders - diluted
|
$
|
2.07
|
|
|
$
|
2.45
|
|
|
$
|
2.40
|
|
|
$
|
2.42
|
|
(In millions)
|
Balance
Beginning of Year |
|
Additions
Charged to Costs and Expenses |
|
(Deductions)
Recoveries/ Other (1) |
|
Balance
at End of Year |
||||||||
Allowance for doubtful accounts:
|
|
|
|
|
|
|
|
||||||||
Year Ended October 31, 2020
|
$
|
16.4
|
|
|
$
|
3.6
|
|
|
$
|
(9.8
|
)
|
|
$
|
10.2
|
|
Year Ended October 31, 2019
|
$
|
19.0
|
|
|
$
|
1.6
|
|
|
$
|
(4.2
|
)
|
|
$
|
16.4
|
|
Year Ended October 31, 2018
|
$
|
10.8
|
|
|
$
|
11.5
|
|
|
$
|
(3.3
|
)
|
|
$
|
19.0
|
|
(In millions)
|
Balance
Beginning of Year |
|
Additions
|
|
Reductions/ Charges (2)
|
|
Balance
at End of Year |
||||
Deferred income tax valuation allowance:
|
|
|
|
|
|
|
|
||||
Year Ended October 31, 2020
|
41.5
|
|
|
5.9
|
|
|
2.1
|
|
|
45.3
|
|
Year Ended October 31, 2019
|
39.1
|
|
|
3.9
|
|
|
(1.5
|
)
|
|
41.5
|
|
Year Ended October 31, 2018
|
59.1
|
|
|
2.8
|
|
|
(22.8
|
)
|
|
39.1
|
|
(2)
|
Fiscal year 2018 reductions includes $16.5 million of valuation allowance from prior years as a result of the sale of investment in research and development credits.
|
Exhibit Number
|
Description of Document
|
10.15(a)
|
|
10.16
|
|
10.17
|
|
10.18
|
|
10.19
|
|
10.20
|
|
10.21#
|
|
10.22#
|
|
10.23#
|
|
21
|
|
23
|
|
24
|
Power of Attorney (included on signature page hereto)
|
31.1
|
|
31.2
|
|
32.1*
|
|
32.2*
|
|
101
|
The following materials from the Company's Annual Report on Form 10-K for the year ended October 31, 2020, formatted in Inline XBRL (Extensible Business Reporting Language):(i) Consolidated Statements of Income for the years ended October 31, 2020, 2019 and 2018 (ii) Consolidated Statements of Comprehensive Income for the years ended October 31, 2020, 2019 and 2018 (iii) Consolidated Balance Sheets at October 31, 2020 and 2019, (iv) Consolidated Statements of Stockholders' Equity for the years ended October 31, 2020, 2019 and 2018 (v) Consolidated Statements of Cash Flows for the years ended October 31, 2020, 2019 and 2018, (vi) related notes to consolidated financial statements and (vii) Schedule II Valuation and Qualifying Accounts
|
Exhibit Number
|
Description of Document
|
104
|
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|
(a)
|
The agreement received confidential treatment from the Securities and Exchange Commission with respect to certain portions of this exhibit. Omitted portions have been filed separately with the Commission.
|
#
|
Indicates management contract or compensatory plan.
|
Signature
|
|
Capacity
|
|
Date
|
/s/ ALBERT G. WHITE, III
|
|
President, Chief Executive Officer and Director (Principal Executive Officer)
|
|
December 11, 2020
|
(Albert G. White, III)
|
|
|
|
|
/s/ A. THOMAS BENDER
|
|
Chairman of the Board
|
|
December 11, 2020
|
(A. Thomas Bender)
|
|
|
|
|
/s/ ALLAN E. RUBENSTEIN, M.D.
|
|
Vice Chairman of the Board and Lead Director
|
|
December 11, 2020
|
(Allan E. Rubenstein)
|
|
|
|
|
/s/ BRIAN G. ANDREWS
|
|
Executive Vice President, Chief Financial Officer & Treasurer
|
|
December 11, 2020
|
(Brian G. Andrews)
|
|
(Principal Financial Officer)
|
|
|
/s/ AGOSTINO RICUPATI
|
|
Chief Accounting Officer & Senior Vice President, Finance & Tax
|
|
December 11, 2020
|
(Agostino Ricupati)
|
|
(Principal Accounting Officer)
|
|
|
/s/ COLLEEN E. JAY
|
|
Director
|
|
December 11, 2020
|
(Colleen E. Jay)
|
|
|
|
|
/s/ WILLIAM A. KOZY
|
|
Director
|
|
December 11, 2020
|
(William A. Kozy)
|
|
|
|
|
/s/ JODY S. LINDELL
|
|
Director
|
|
December 11, 2020
|
(Jody S. Lindell)
|
|
|
|
|
/s/ GARY S. PETERSMEYER
|
|
Director
|
|
December 11, 2020
|
(Gary S. Petersmeyer)
|
|
|
|
|
/s/ ROBERT S. WEISS
|
|
Director
|
|
December 11, 2020
|
(Robert S. Weiss)
|
|
|
|
|
/s/ TERESA S. MADDEN
|
|
Director
|
|
December 11, 2020
|
(Teresa S. Madden)
|
|
|
|
|
BOARD OF DIRECTORS
A. Thomas Bender
Chairman of the Board
Allan E. Rubenstein, M.D.
Vice Chairman and Lead Director,
Chairman of the Board, CalAsia
Pharmaceuticals, Inc.
Colleen E. Jay
Director
William A. Kozy
Director
Jody S. Lindell
President and Chief Executive Officer,
S.G. Management, Inc.
Gary S. Petersmeyer
Director
Robert S. Weiss
Director
Teresa S. Madden
Director
Albert G. White, III
President & Chief Executive Officer
COMMITTEES OF THE BOARD
Audit Committee
Jody S. Lindell (Chairman)
William A. Kozy
Gary Petersmeyer
Corporate Governance and Nominating Committee
William A. Kozy (Chairman)
Colleen E. Jay
Jody S. Lindell
Allan E. Rubenstein, M.D.
Organization and Compensation Committee
Colleen E. Jay (Chairman)
William A. Kozy
Gary S. Petersmeyer
|
|
EXECUTIVE OFFICERS
Albert G. White, III
President and Chief Executive Officer
Mark J. Drury
Vice President, Secretary and
General Counsel
Agostino Ricupati
Senior Vice President Finance and Tax, and Chief Accounting Officer
Brian G. Andrews
Executive Vice President, Chief Financial Officer & Treasurer
Holly Sheffield
President of CooperSurgical, Inc.
Robert D. Auerbach, M.D
Special Advisor to the Chief Executive Officer
Daniel G. McBride, Esq.
Executive Vice President and Chief Operating Officer; President of CooperVision, Inc.
PRINCIPAL SUBSIDIARIES
CooperVision, Inc.
6101 Bollinger Canyon Road
Suite 500
San Ramon, CA 94583
925-460-3600
www.coopervision.com
CooperSurgical, Inc.
75 Corporate Drive
Trumbull, CT 06611
203-601-5200
www.coopersurgical.com
CORPORATE OFFICES
The Cooper Companies, Inc.
6101 Bollinger Canyon Road
Suite 500
San Ramon, CA 94583
925-460-3600
www.coopercos.com
|
|
INVESTOR INFORMATION
Recent news releases, the annual report on Securities and Exchange Commission Form 10-K, information about the Company's corporate governance program, recent investor presentations, replays of quarterly conference calls and historical stock quotes are available on our Web site at www.coopercos.com.
INVESTOR RELATIONS CONTACT
Kim Duncan
Vice President, Investor Relations & Risk Management
6101 Bollinger Canyon Road
Suite 500
San Ramon, CA 94583
Voice: 925-460-3663
E-mail: ir@cooperco.com
ANNUAL MEETING
The Cooper Companies will hold its Annual Stockholders' Meeting in March 2021.
TRANSFER AGENT
American Stock Transfer & Trust Company
6201 15th Avenue
Brooklyn, NY 11219
800-937-5449
TRADEMARKS
The Cooper Companies, Inc., its subsidiaries or affiliates own, license or distribute the registered trademarks, common law trademarks and trade names referenced in this report.
INDEPENDENT AUDITORS
KPMG LLP
STOCK EXCHANGE LISTING
The New York Stock Exchange
Ticker Symbol “COO”
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