01—Abstract
Summary
Summary of the 10-K/A filed August 19, 2021. Cited figures are marked; the original filing is the authoritative source.
This filing is Amendment No. 1 on Form 10-K/A from ResMed Inc. to its Annual Report for the fiscal year ended June 30, 2021, dated August 19, 2021.
The filing was made solely to amend and restate Item 15 (Exhibits and Consolidated Financial Statement Schedules) to correct hyperlinks to exhibits that did not function in the Original Filing, which was filed on August 16, 2021. The amendment states that it does not update or modify any other disclosures and should be read together with the Original Filing. No financial statements are included in this amendment.
The filing reports that as of August 12, 2021, ResMed had 145,681,186 shares of Common Stock outstanding, excluding 41,836,234 treasury shares. The aggregate market value of common equity held by non-affiliates as of December 31, 2020 was $30,662,112,869,a based on the New York Stock Exchange closing price. The company is classified as a large accelerated filer, and the filing notes that it has an auditor attestation on internal control over financial reporting under Section 404(b) of Sarbanes-Oxley.
The exhibit list references prior filings covering the MatrixCare merger agreement dated November 5, 2018, credit agreements with MUFG Union Bank, N.A. and Westpac Banking Corporation, a Note Purchase Agreement dated July 10, 2019 for 3.24%b Series A and 3.45% Series B senior notes, and various executive and director compensation plans. Michael J. Farrell signed the filing as Chief Executive Officer.
02—Key points
Key Highlights
- Filing type: Amendment No. 1 on Form 10-K/A, filed to correct non-functional exhibit hyperlinks in the Original Filing made August 16, 2021
- No financial statements or updated disclosures are included; the amendment restates only Item 15 (Exhibits)
- Shares outstanding: 145,681,186 common shares as of August 12, 2021, with 41,836,234 shares held in treasury
- Non-affiliate market value: $30,662,112,869 as of December 31, 2020, based on NYSE closing prices
- Filer status: Large Accelerated Filer, with an auditor attestation on internal control over financial reporting under Section 404(b)
- Debt instruments referenced include a Note Purchase Agreement dated July 10, 2019 for 3.24% Series A and 3.45% Series B Senior Notes, and amended credit agreements with MUFG Union Bank, N.A. and Westpac Banking Corporation
- Newly filed certifications (Exhibits 31.3 and 31.4) accompany this amendment; paragraphs 3-5 of the certifications are omitted
03—One dollar
Follow one dollar
Of each $1.00 of revenue in FY2021, ResMed kept $0.15.
- Revenue$3.20B100.0%
- Cost of revenue−$1.36B42.5%
- Gross profit$1.84B57.5%
- Operating costs−$935.4M29.3%
- Operating income$903.7M28.3%
- Interest, other & tax−$429.2M13.4%
- Net income$474.5M14.8%
Where FY2021 revenue went
$3.20B- Cost of revenue: $1.36B, 42% of revenue
- SG&A: $670.4M, 21% of revenue
- Net income: $474.5M, 15% of revenue
- Interest, other & tax: $429.2M, 13% of revenue
- R&D: $225.3M, 7.0% of revenue
- Other operating costs: $39.8M, 1.2% of revenue
Kept 15% as net income
Full revenue history →04—Financials
Financial Highlights
Figures from 10-K/AFY2021filed August 19, 2021Financial Statements
FY2021 against FY2020
| Line item | FY2021FY2020 | Change |
|---|---|---|
| Revenue | $3.20B$2.96B | +8.1% |
| Cost of Revenue | $1.36B$1.24B | +9.6% |
| Gross Profit | $1.84B$1.72B | +7.1% |
| R&D Expenses | $225.28M$201.95M | +11.6% |
| SG&A Expenses | $670.39M$676.69M | −0.9% |
| Operating Expenses | $935.42M$908.13M | +3.0% |
| Operating Income | $903.68M$809.66M | +11.6% |
| Interest Expense | $23.99M$40.38M | −40.6% |
| Net Income | $474.50M$621.67M | −23.7% |
| EPS (Basic) | $3.27$4.31 | −24.1% |
| EPS (Diluted) | $3.24$4.27 | −24.1% |
| Shares Outstanding (Basic) | 145.31M144.34M | +0.7% |
| Shares Outstanding (Diluted) | 146.45M145.65M | +0.5% |
05—Questions
Frequently Asked Questions
Why was this amended 10-K filed?
The filing states it was made for the sole purpose of amending and restating Item 15 to correct hyperlinks to exhibits that were filed with the Original Filing on August 16, 2021. The company says these hyperlinks were not functional due to a technical error.
Does this amendment change any financial results or disclosures?
No. The filing states that, except for the corrected exhibit hyperlinks, it does not update or modify any disclosures or reflect events after the Original Filing. It contains no financial statements and should be read together with the Original Filing.
How many ResMed shares were outstanding?
As of August 12, 2021, ResMed had 145,681,186 shares of Common Stock, $0.004 par value, issued and outstanding, excluding 41,836,234 shares held as treasury shares.
What was the non-affiliate market value of ResMed stock?
The aggregate market value of common equity held by non-affiliates was $30,662,112,869 as of December 31, 2020, the last business day of the second fiscal quarter, based on the New York Stock Exchange closing price. All directors, executive officers, and 10% stockholders are considered affiliates.
What debt and credit arrangements are referenced in the exhibits?
The exhibit list references an Amended and Restated Credit Agreement dated April 17, 2018 with MUFG Union Bank, N.A. as administrative agent, a Syndicated Facility Agreement with ResMed Limited as borrower, and a Note Purchase Agreement dated July 10, 2019 covering 3.24% Series A Senior Notes due 2026 and 3.45% Series B Senior Notes due 2029. These were incorporated by reference to earlier filings.
06—Continue