Archive for May, 2013

Alliance Announces Commitments for Senior Secured Term Loan

Company Increases 2013 Full Year Guidance for Decrease in Net Debt

Alliance HealthCare Services, Inc. (NASDAQ: AIQ), a leading national provider of outpatient diagnostic imaging and radiation therapy services, announced that it has obtained commitments from lenders with respect to a new senior secured credit agreement.

Howard Aihara, executive vice president and chief financial officer stated, “Our ability to refinance our new senior secured term loan on such favorable terms is a clear testament to the improvements in our business performance and the strength of our balance sheet. The financing represents yet another positive step in our ongoing effort to maximize the efficiency of our capital structure, while providing the flexibility and cash flow necessary to execute upon our strategic initiatives, including ongoing reduction of our debt. This new facility will allow us to significantly reduce our interest rate and associated interest expense on an ongoing basis, which will translate into increased cash flow for the current fiscal year and beyond. The Company intends to use the net proceeds from this new term loan agreement to finance the repayment of our existing credit agreement and to redeem a portion of our outstanding senior notes. We are appreciative of the support we received from our lead bank, Credit Suisse, our existing lenders who renewed their commitments and a significant number of new lenders.”

Debt Refinancing Highlights

  • Debt refinancing will save the Company $12 million in cash interest expense annually and approximately $7 million in 2013
  • Company increases full year guidance for decrease in net debt by $7 million
  • Interest rate decreases to LIBOR plus 3.25% with 1.00% LIBOR floor representing cash savings of approximately $9 million annually
  • The prior Credit Agreement had interest rate of LIBOR plus 5.25% with 2.00% LIBOR floor
  • Significant over-subscription allowed Alliance to upsize term loan from $340 million to $420 million; $80 million upsize to be used to call $80 million of 8.0% Senior Notes, further reducing annual cash interest expense by $3 million

Senior Secured Term Loan Refinancing

Alliance’s new senior secured credit agreement will be comprised of a $420 million term loan maturing June 2019 and a $50 million revolving credit facility maturing June 2018. Interest on the term loan is expected to be calculated, at Alliance’s option, at a base rate plus a 2.25% margin or LIBOR plus a 3.25% margin, subject to a 1.00% LIBOR floor. Prior to the refinancing of its senior secured term loan, Alliance was paying either a base rate plus a 4.25% margin or LIBOR plus a 5.25% margin with a 2.00% LIBOR floor. Excluding the $80 million upsize in the term loan, the change in interest rate on the term loan would save Alliance approximately $9 million in cash interest on an annualized basis.

Interest on the revolving credit facility is expected to be calculated, at Alliance’s option, at a base rate plus an applicable margin of between 2.00% and 2.25% or LIBOR plus an applicable margin of between 3.00% and 3.25%, subject to a 1.00% LIBOR floor. The applicable margins under the revolving credit facility will be based on Alliance’s applicable leverage ratio as calculated under the new senior secured credit agreement. Alliance will pay a 0.50% upfront fee on the amount of the revolving credit facility, and the term loan will be funded at 99.5% of the principal amount. Alliance will also pay a 0.50% per annum fee on the unused amount of the revolving credit facility, subject to a step-down to 0.375% based on Alliance’s applicable leverage ratio. Closing of the new senior secured credit agreement is subject to completion of satisfactory documentation and satisfaction of other closing conditions.

Alliance intends to use the net proceeds from the new senior secured credit agreement to finance the repayment of the $325 million outstanding aggregate principal balance of its existing credit agreement and to call for redemption $80 million in principal amount of its 8% Senior Notes. Alliance expects to use the remaining borrowings under the new senior secured credit agreement to pay fees and expenses related to the new senior secured term loan and to pay the call premium related to the redemption of the 8% Senior Notes. Alliance’s new senior secured credit agreement is expected to close on or about June 3, 2013. The redemption will be effected pursuant to the terms of the indenture governing the 8% Senior Notes, and Alliance intends to initiate the redemption on or around the date of closing of the new senior secured term loan.

Full Year 2013 Guidance Update

As a result of the decrease in interest rates under the new senior secured term loan, Alliance is updating its guidance impacted by the increase in cash flow. On an annualized basis, the Company expects to lower interest expense by approximately $12 million and expects 2013 interest expense to decrease by $7 million, based on the closing date of the facility. The Company’s guidance for decrease in total long-term debt, net of the change in cash and cash equivalents, excluding fees and expenses related to the refinancing, is now expected to range from $32 to $42 million, which is an increase from the prior range of $25 to $35 million. There are no other changes in Alliance’s previously announced 2013 guidance expected to result from the new senior secured credit agreement.

About Alliance HealthCare Services

Alliance HealthCare Services is a leading national provider of advanced outpatient diagnostic imaging and radiation therapy services based upon annual revenue and number of systems deployed. Alliance focuses on MRI, PET/CT and CT through its Imaging division and radiation therapy through its Oncology division. With approximately 1,800 team members committed to providing exceptional patient care and exceeding customer expectations, Alliance provides quality clinical services for over 1,000 hospitals and other healthcare partners in 44 states. Alliance operates 487 diagnostic imaging and radiation therapy systems. The Company is the nation’s largest provider of advanced diagnostic mobile imaging services and one of the leading operators of fixed-site imaging centers, with 129 locations across the country. Alliance also operates 28 radiation therapy centers, including 17 dedicated stereotactic radiosurgery facilities, many of which are operated in conjunction with local community hospital partners, providing treatment and care for cancer patients. With 17 stereotactic radiosurgery facilities in operation, Alliance is among the leading providers of stereotactic radiosurgery nationwide.

Forward-Looking Statements

This press release contains forward-looking statements relating to future events, including statements related to the terms of the new senior secured credit agreement, the closing of the new senior secured credit agreement and the anticipated use of the proceeds therefrom, including the proposed redemption of $80 million in principal amount of the 8% Senior Notes, and the Company’s 2013 guidance, including the impact of the new senior secured term loan on the Company’s guidance for decrease in total debt, net of the change in cash and cash equivalents.

In this context, forward-looking statements often address the Company’s expected future business and financial results and often contain words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks” or “will.” Forward-looking statements by their nature address matters that are uncertain and subject to risks. Such uncertainties and risks include: changes in financial results and guidance in the event of a restatement or review of the Company’s financial statements; the nature, timing and amount of any such restatement or other adjustments; the Company’s ability to make timely filings of its required periodic reports under the Securities Exchange Act of 1934; issues relating to the Company’s ability to maintain effective internal control over financial reporting and disclosure controls and procedures; the Company’s high degree of leverage and its ability to service its debt; factors affecting the Company’s leverage, including interest rates; the risk that the counterparties to the Company’s interest rate swap agreements fail to satisfy their obligations under these agreements; the Company’s ability to obtain financing; the effect of operating and financial restrictions in the Company’s debt instruments; the accuracy of the Company’s estimates regarding its capital requirements; the effect of intense levels of competition in the Company’s industry; changes in the methods of third party reimbursements for diagnostic imaging and radiation oncology services; fluctuations or unpredictability of the Company’s revenues, including as a result of seasonality; changes in the healthcare regulatory environment; the Company’s ability to keep pace with technological developments within its industry; the growth or lack thereof in the market for imaging, radiation oncology and other services; the disruptive effect of hurricanes and other natural disasters; adverse changes in general domestic and worldwide economic conditions and instability and disruption of credit markets; difficulties the Company may face in connection with recent, pending or future acquisitions, including unexpected costs or liabilities resulting from the acquisitions, diversion of management’s attention from the operation of the Company’s business, and risks associated with integration of the acquisitions; and other risks and uncertainties identified in the Risk Factors section of the Company’s Form 10-K for the year ended December 31, 2012, filed with the Securities and Exchange Commission (the “SEC”), as may be modified or supplemented by our subsequent filings with the SEC. These uncertainties may cause actual future results or outcomes to differ materially from those expressed in the Company’s forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company does not undertake to update its forward-looking statements except as required under the federal securities laws.

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GigOptix (GIG) Showcasing RF MMICs and E-Band Products at IMS 2013

GigOptix, Inc. (NYSE MKT: GIG), a leading supplier of advanced semiconductor and optical communications components, will showcase several leading RF MMICs and E-Band products.

At IMS booth #2507, GigOptix will showcase the following leading RM MMICs and E-band products:

  • iT2008: a high-performance DC to 26.5GHz power amplifier in test fixture
  • iT3011E: a high-sensitivity limiting amplifier with operation from DC to 12.5GHz and high-gain
  • iT3018E: a leading DC to 12.5GHz, high-gain receiver limiter amplifier with differential output
  • iT4036F: a wideband analog phase delay in an evaluation board
  • EXP7603: a 71-76GHz low E-band power amplifier
  • EXP8602: a 81-86GHz high E-band power amplifier

GigOptix E-Band Products

GigOptix has two low E-band power amplifiers (71-76GHz), the EXP7602 and EXP7603, and two high E-band power amplifiers (81-86GHz), the EXP8602 and EXP8603. GigOptix provides additional E-band solutions including: the EXO8602ZZ Lange Coupler, and the EXE8602 power detector.

GigOptix has also developed highly-integrated silicon-germanium (SiGe) transmitter and receiver chipsets:

  • EXU7610: low E-band transmitter
  • EXD7610: low E-band receiver
  • EXU8610: high E-band transmitter
  • EXD8610: high E-band receiver

These SiGe transmitter and receiver chips are expected to be available for sampling at the end of June 2013.

When the EXP7602/3 and EXU7610 are combined, they provide a competitive 2-chip low E-band solution. When the EXP8602/3 is combined with the EXU8610 a compelling 2-chip solution for the high E-band is achieved.

For more information, please visit GigOptix booth #2507 at IMS 2013 or contact your local sales manager via sales@gigoptix.com.

About GigOptix, Inc.

GigOptix is a leading fabless supplier of semiconductor and optical components that enable high speed information streaming that address emerging high growth opportunities in the communications, industrial, defense and avionics industries. The Company offers a broad portfolio of high performance MMIC solutions that enable next generation wireless microwave systems up to 90GHz and drivers, TIAs and TFPSTM optical modulators for 40 Gbps and 100 Gbps fiber-optic telecommunications and data-communications networks. GigOptix also offers a wide range of digital and mixed-signal ASIC solutions and enables product lifetime extension through its GigOptix Sunset Rescue Program.

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Fuwei (FFHL) Films Receives Positive Outcome in Anti-Dumping Review

BEIJING, May 31, 2013 /PRNewswire/ — Fuwei Films (Holdings) Co., Ltd. (Nasdaq: FFHL) (“Fuwei Films” or the “Company”), a manufacturer and distributor of high-quality BOPET plastic films in China, today announced that the United States Court of International Trade, as a result of an administrative challenge brought by Fuwei Films, has found that Fuwei Films’ shipments did not give rise to any anti-dumping duties for the period from November 6, 2008 to October 31, 2009.

On March 18, 2011, Fuwei Films filed an administrative lawsuit against the US Department of Commerce (“the Department”) regarding the anti-dumping duty of 30.91% imposed as a result of the first round of anti-dumping administrative review. The Department, after recalculating the rate following administrative challenge, found that Fuwei Films’ shipments resulted in a level of dumping that was “de minimis” which carries no associated anti-dumping duties. All of Fuwei Films’ importers will receive a full refund of all of the monies deposited as anti-dumping duties for entries made during this period, plus interest.

Mr. Xiaoan He, Chairman and CEO of Fuwei Films, said, “This is exciting news for the growth of Fuwei Films. We have long maintained that we conduct our business relations according to the highest standards and this ruling supports our claim. We plan to continue to expand overseas markets as well as accelerate the R & D of the optical thick films to be produced on the third production line to remain competitive and increase the revenue of the Company.”

About Fuwei Films

Fuwei Films conducts its business through its wholly owned subsidiary, Fuwei Films (Shandong) Co., Ltd. (“Fuwei Shandong”). Fuwei Shandong develops, manufactures and distributes high-quality plastic films using the biaxial oriented stretch technique, otherwise known as BOPET film (biaxially oriented polyethylene terephthalate). Fuwei’s BOPET film is widely used to package food, medicine, cosmetics, tobacco, and alcohol, as well as in the imaging, electronics, and magnetic products industries.

Safe Harbor

This press release contains information that constitutes forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and are subject to risks. Risk factors that could contribute to such differences include those matters more fully disclosed in the Company’s reports filed with the U.S. Securities and Exchange Commission which, among other things, include both the short and long-term effects of the global financial crisis on the Company and the BOPET film industry; competition in the BOPET film industry; growth of, and risks inherent in, the BOPET film industry in China; uncertainty as to future profitability and our ability to obtain adequate financing for our planned capital expenditure requirements; uncertainty as to our ability to continuously develop new BOPET film products and keep up with changes in BOPET film technology; risks associated with possible defects and errors in our products; uncertainty as to our ability to protect and enforce our intellectual property rights; uncertainty as to our ability to attract and retain qualified executives and personnel; and uncertainty in acquiring raw materials on time and on acceptable terms, particularly in view of the volatility in the prices of petroleum products in recent years. The forward-looking information provided herein represents the Company’s estimates as of the date of the press release, and subsequent events and developments may cause the Company’s estimates to change. The Company specifically disclaims any obligation to update the forward-looking information in the future. Therefore, this forward-looking information should not be relied upon as representing the Company’s estimates of its future financial performance as of any date subsequent to the date of this press release. Actual results of our operations may differ materially from information contained in the forward-looking statements as a result of the risk factors.

For more information, please contact:

In China:

Miss Lysander Lee
Investor Relations Officer
Phone: +86-133-615-59266
Email: fuweiIR@fuweifilms.com

In the U.S.:

Ms. Leslie Wolf-Creutzfeldt
Investor Relations
Grayling
Phone: +1-646-284-9472
Email: leslie.wolf-creutzfeldt@grayling.com

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LipoScience (LPDX) Presents Data At The National Lipid Association Annual Scientific Sessions

Four clinical studies highlight the importance of measuring lipoprotein particles to manage cardiovascular disease

RALEIGH, N.C., May 31, 2013 /PRNewswire/ — LipoScience, Inc. (NASDAQ: LPDX), a diagnostic company pioneering a new field of personalized nuclear magnetic resonance (NMR) diagnostics to advance the quality of patient care, today announced the presentation of data from four clinical studies at the National Lipid Association (NLA) Annual Scientific Sessions in Las Vegas, Nevada. The data demonstrate the value of measuring lipoprotein particles in a patient’s blood sample as a tool for cardiovascular disease (CVD) management.

“Consistently, research is linking low-density lipoprotein particle number (LDL-P) and high-density lipoprotein particle number (HDL-P) to cardiovascular disease progression and events. The studies presented at NLA validate the importance of looking at lipoprotein particle numbers to individualize patient management and minimize cardiovascular risk,” said Robert Honigberg, MD, Chief Medical Officer of LipoScience.

The data are to be presented today in the following posters during sessions starting at 12:30 p.m. PDT:

  • Heterogeneity of LDL and HDL Particle Concentration in Subjects Meeting LDL-Cholesterol Goals
    Presenters:  James Underberg, MD and Gregory Pokrywka, MD
    Abstract/Poster #: 101
  • HDL Particle Number (HDL-P) Distribution in Patients with Angiographic Coronary Artery Disease on Lipid-Lowering Medication
    Lead presenter: Hector Malave, MD
    Abstract/Poster #: 102
  • Lipoprotein Particle Number (LDL-P) Distribution in Polycystic Ovary Syndrome Patients
    Lead presenter: Jason Reingold, MD
    Abstract/Poster #: 105
  • Discordance Between LDL Particle Number (LDL-P) and LDL-Cholesterol (LDL-C) Among Patients Treated at Two Medical Systems
    Presenters: Kari Uusinarkaus, MD and Thomas White, MD
    Abstract/Poster #: 107

In each of the studies, LDL-P and HDL-P were measured using LipoScience’s proprietary NMR spectroscopy technology. The studies found that 55 to 75 percent of patients display discordance between low-density lipoprotein cholesterol (LDL-C) and LDL-P levels. Measuring lipoprotein particle number provides an opportunity to personalize patient management.

In one study, “Heterogeneity of LDL and HDL Particle Concentration in Subjects Meeting LDL-Cholesterol Goals,” investigators studied the variations of LDL-P and HDL-P numbers to determine residual CVD risk in more than 6,500 patients who were at target LDL-C and high- density lipoprotein cholesterol (HDL-C) levels. The study found considerable discordance between cholesterol levels and particle numbers for both LDL and HDL, suggesting that quantifying lipoprotein particle concentrations may better identify residual risk for cardiovascular events than measuring cholesterol levels alone.

For more information on LipoScience and the studies being presented at NLA, please visit www.liposcience.com or the LipoScience booth at exhibit hall space #314.

About LipoScience, Inc.
LipoScience, Inc. is pioneering a new field of personalized diagnostics based on nuclear magnetic resonance (NMR) technology. The company’s first proprietary diagnostic test, the NMR LipoProfile® test, measures the number of low-density lipoprotein particles (LDL-P) in a blood sample and provides physicians and their patients with actionable information to personalize management of risk for heart disease. To date, over 9 million NMR LipoProfile tests have been ordered.  LipoScience’s automated clinical analyzer, Vantera®, has been cleared by the U.S. Food and Drug Administration (FDA).  It requires no previous knowledge of NMR technology to operate and has been designed to dramatically simplify complex technology through ease of use and walk-away automation. The Vantera Clinical Analyzer will be placed with national and regional clinical laboratories.

LipoScience is driving toward becoming a clinical standard of care by decentralizing its technology and expanding its menu of personalized diagnostic tests to address a broad range of cardiovascular, metabolic and other diseases. For further information on LipoScience, please visit www.liposcience.com and www.theparticletest.com.

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Graham Corp. (GHM) Reports Record Revenue for Fiscal 2013

  • Fourth quarter revenue was $30.9 million; fiscal 2013 revenue was a record $105.0 million
  • Operating margin was 18.4% in the fourth quarter, up from 7.7% in the prior-year fourth quarter
  • Fourth quarter diluted earnings per share were $0.41, compared with $0.04 in fourth quarter of fiscal 2012; diluted earnings per share were $1.11 in fiscal 2013, up from $1.06 in fiscal 2012
  • Orders for the fourth quarter were $25.9 million; backlog at fiscal year end was $85.8 million
  • Fiscal 2014 revenue of approximately $100 million to $115 million expected

BATAVIA, N.Y., May 31, 2013 (GLOBE NEWSWIRE) — Graham Corporation (NYSE MKT:GHM), a global business that designs, manufactures and sells critical equipment for the oil refining, petrochemical and power industries, including the supply of components and raw materials to nuclear energy facilities, today reported its financial results for its fourth quarter and fiscal year ended March 31, 2013 (“fiscal 2013”).

Net sales in the fourth quarter of fiscal 2013 were $30.9 million, up from net sales of $20.3 million in the fourth quarter of the fiscal year ended March 31, 2012 (“fiscal 2012”), with the increase driven primarily by international sales. Higher volume and improved margins drove net income to $4.1 million, or $0.41 per diluted share, compared with $0.4 million, or $0.04 per diluted share, in the prior-year’s fourth quarter.

Fiscal 2013 net sales of $105.0 million increased by $1.8 million, or 1.7%, over net sales of $103.2 million in fiscal 2012. Net income in fiscal 2013 was $11.1 million compared with net income of $10.6 million in fiscal 2012, an increase of $0.6 million, or 5.6%. Per diluted share, fiscal 2013 earnings were $1.11 compared with $1.06 in the prior year. Fiscal 2013 included a $975 thousand, or $0.10 per diluted share, benefit from the reversal of the earn-out reserve related to Graham’s wholly-owned subsidiary Energy Steel & Supply Co. Excluding this benefit, fiscal 2013 adjusted net income was $10.2 million, or $1.01 per diluted share.

Mr. James R. Lines, Graham’s President and Chief Executive Officer, commented, “We executed well in 2013 and delivered solid results while operating in what to date has been a modest market recovery.  During a rather moderate market, our team effectively influenced what was within their control to drive top line growth and earnings.”

Increased Refining Shipments Drove Improved Revenue in Fourth Quarter

International sales increased by 87%, or $6.7 million, to $14.5 million in the fiscal 2013 fourth quarter compared with the same prior-year period. Sales improved across all regions, particularly in Asia and the Middle East. Fourth quarter sales to the U.S. market were $16.4 million, or 53% of total sales, up $3.9 million, or 31.6%, compared with $12.5 million in the same prior-year period.

Fourth Quarter Fiscal 2013 Sales by Industry
($ in millions)

  4Q FY2013 % of Total 4Q FY2012 $ Change % Change
Refining $13.7  44%  $4.4 $9.3 211%
Power (incl. Nuclear)  $7.3  24%  $5.8 $1.5 26%
Other Commercial and Industrial (incl. NNPP)  $5.0 16%  $4.0 $1.0 25%
Chemical/Petrochemical  $4.9  16%  $6.1 $(1.2) (20)%
Total $30.9 100% $20.3  $10.6 53%

Refining industry sales more than tripled in the fourth quarter of fiscal 2013 compared with the prior-year period on higher demand for Graham’s engineered-to-order products, primarily in China. Higher sales to the power market reflect advancing projects in backlog for new build nuclear facilities. Increased sales to other commercial and industrial markets were primarily related to the progress made on the Naval Nuclear Propulsion Program (“NNPP”) orders in backlog.  Lower sales to the chemical/petrochemical market were mostly associated with project timing.

Fluctuations in Graham’s sales among geographic locations and industries can vary measurably from quarter-to-quarter based on the timing and magnitude of projects. Graham does not believe that such quarter-to-quarter fluctuations are indicative of business trends, which it believes are more apparent on a trailing one to two year basis.

Fourth Quarter Operating Performance

Gross profit was $10.5 million, or 34.1% of sales, in the fourth quarter of fiscal 2013 compared with $5.2 million, or 25.6% of sales, in the same period of the prior fiscal year and compared with $7.1 million, or 27.8% of sales, in the trailing third quarter of fiscal 2013. The improvements in gross profit and margin compared with the same prior-year quarter and the trailing third quarter were the result of both higher volume and sales of aftermarket products.

Selling, general and administrative (“SG&A”) expenses in the fourth quarter of fiscal 2013 were $4.9 million, up from $3.6 million in the prior-year period. SG&A as a percent of sales improved to 15.7% in the fourth quarter of fiscal 2013 compared with 17.9% in the prior-year period.

Operating profit in the fourth quarter of fiscal 2013 was $5.7 million, or 18.4% of sales, compared with $1.6 million, or 7.7% of sales, in the fourth quarter of fiscal 2012.

Earnings before interest, taxes, depreciation, and amortization (“EBITDA”) was $6.2 million, or 20.1% of sales, in the fourth quarter of fiscal 2013 compared with $2.1 million, or 10.5% of sales, in the same period of the prior fiscal year. Graham believes that when used in conjunction with measures prepared in accordance with U. S. generally accepted accounting principles (“GAAP”), EBITDA, which is a non-GAAP measure, helps in the understanding of its operating performance. Graham’s credit facility also contains ratios based on EBITDA. See the attached tables for important disclosures regarding Graham’s use of EBITDA as well as a reconciliation of net income to EBITDA.

Graham’s effective tax rate for the fourth quarter of fiscal 2013 was 28.1% compared with 68.2% in the same prior-year period. The lower tax rate in fiscal 2013 includes research and development (“R&D”) related tax credits retroactive to the start of the fiscal year, due to the extension of the credit in January 2013. The prior-year’s effective tax rate was impacted by adjustments related to a settlement with the IRS.

Fiscal 2013 Full Year Review                                  

Net sales for fiscal 2013 were $105.0 million, up from $103.2 million in fiscal 2012. International sales were $49.3 million and represented 47% of total sales in fiscal 2013 compared with $47.8 million, or 46% of total sales, in fiscal 2012. Compared with fiscal 2012, U.S. sales increased by $0.3 million, or 0.5%, to $55.7 million for fiscal 2013.

Gross profit for fiscal 2013 declined to $31.8 million, or 30.3% of total sales, compared with $32.6 million, or 31.6% of sales, in the same prior-year period. Lower gross profit in fiscal 2013 reflected lower relative margins in the first half of fiscal 2013, a trend that reversed during the second half of the fiscal year. On a comparative basis, the first half of fiscal 2012 benefitted from higher margin projects which were won during the last up cycle.

SG&A expenses of $16.6 million in fiscal 2013 were up from $15.5 million in fiscal 2012. As a percentage of sales, SG&A was 15.8% in fiscal 2013 compared with 15.1% in the prior fiscal year. Excluding the impact of the $975 thousand earn-out reserve reversal related to Energy Steel in the third quarter of fiscal 2013, adjusted SG&A for fiscal 2013 was $17.5 million.  Adjusted SG&A as a percent of fiscal 2013 sales was 16.7%.

EBITDA for fiscal 2013 was $17.3 million, or 16.5% of sales, compared with $19.1 million, or 18.5% of sales, in fiscal 2012. See the attached tables for important disclosures regarding Graham’s use of EBITDA as well as a reconciliation of net income to EBITDA.

Strengthened Balance Sheet with No Debt

Cash flow used in operations in the fourth quarter of fiscal 2013 was $2.5 million compared with $1.3 million in the fourth quarter of fiscal 2012. Cash provided by operations in fiscal 2013 was $12.4 million, up from $2.6 million of cash provided by operations during fiscal 2012. The increase in cash provided by operations in fiscal 2013 was primarily related to improvements in working capital requirements.

Cash, cash equivalents and investments at March 31, 2013 increased to $51.7 million compared with $41.7 million at March 31, 2012. When compared with December 31, 2012, cash, cash equivalents and investments were down by $3.4 million from $55.1 million.

Capital expenditures were $0.7 million in the fourth quarter of fiscal 2013 compared with $0.6 million in the fourth quarter of fiscal 2012. For fiscal 2013, capital expenditures were $1.7 million compared with $3.2 million in fiscal 2012. Capital expenditures in fiscal 2014 are expected to be in the range of $3.5 million to $4.5 million, with the upper end of the range likely to be spent only upon successfully securing orders for the U.S. Navy submarine program.

Graham had neither borrowings outstanding under its credit facility nor any long-term debt at March 31, 2013.

Strong Pipeline of Opportunities and Increasing Bid Activity

Mr. Lines concluded, “We remain encouraged by the quality and quantity of bidding activity for the significant number of what appear to be funded and viable energy industry projects. These expected projects include new petrochemical and fertilizer capacity, new coal to liquids and gas to liquids facilities, refining investments and investments in power generation markets.  Our commitment to realizing our near-term strategy to double Graham across this expansion cycle is unchanged.  While in the midst of the present modest recovery phase in our markets, it remains difficult to predict order timing.  The recent subdued nature of our markets, in my view, is solely a timing issue and not related to fundamentals.”

Orders during the fourth quarter of fiscal 2013 were $25.9 million, down 39% from $42.3 million in the fourth quarter of fiscal 2012 which had a surge of orders from the nuclear power and refining markets. When compared with the trailing third quarter of 2013, orders were up 5% from $24.6 million. Compared with the same prior-year period, orders in the fourth quarter from the power market were down by $9.2 million to $4.2 million, orders from the chemical/petrochemical market decreased by 4.5 million to $3.1 million and refining market orders decreased by $4.1 million to $14.8 million. Orders from other industrial and commercial markets during the fourth quarter of fiscal 2013 were up by $1.5 million to $3.8 million when compared with the same prior-year period.

Orders from U.S. customers represented 58%, or $15.0 million, of total orders during the fourth quarter of fiscal 2013, while orders from international markets accounted for $10.9 million of total orders. Graham expects that orders will continue to be variable between quarters, but that in the long-run orders will be relatively balanced between domestic and international markets.

Graham’s backlog was $85.8 million at March 31, 2013 compared with $90.7 million at December 31, 2012 and $94.9 million at March 31, 2012. Approximately 40% of projects in backlog as of the end of the fourth quarter were for refinery projects, 25% were for power projects, including nuclear, and 8% were for chemical and petrochemical projects. All other industries served by Graham accounted for 27% of backlog.

Approximately 75% to 80% of orders currently in backlog are expected to be converted to sales within the next 12 months. Graham had no projects on hold in backlog as of March 31, 2013.

Graham expects sales will be in a range of $100 million to $115 million in fiscal 2014.  Gross margin for fiscal 2014 is expected to be between 29% and 31% as backlog is expected to continue to reflect moderate recovery levels of its end markets. SG&A expense is expected to be between 15% and 16% of sales for fiscal 2014.  Graham expects its fiscal 2014 full year tax rate to be within a range of 33% to 34%.

Webcast and Conference Call

Graham will host a conference call and live webcast today at 11:00 a.m. Eastern Time to review Graham’s financial condition and operating results for its fourth quarter and fiscal 2013, as well as its strategy and outlook. The review will be accompanied by a slide presentation which will be made available immediately prior to the conference call on Graham’s website at www.graham-mfg.com under the heading “Investor Relations.” A question-and-answer session will follow the formal presentation.

Graham’s conference call can be accessed by calling 1-201-689-8560. Alternatively, the webcast can be monitored on Graham’s website at www.graham-mfg.com.

To listen to the archived call, dial 1-858-384-5517, and enter replay pin number 412392. A telephonic replay will be available from approximately 2:00 p.m. Eastern Time on the day of call through Friday, June 7, 2013. A transcript of the call will be placed on Graham’s website, once available.

ABOUT GRAHAM CORPORATION

With world-renowned engineering expertise in vacuum and heat transfer technology, Graham Corporation is a global designer, manufacturer and supplier of custom-engineered ejectors, pumps, condensers, vacuum systems and heat exchangers. For more than 77 years, Graham has built a reputation for top quality, reliable products and high-standards of customer service. Sold either as components or complete system solutions, the principal markets for Graham’s equipment are energy, including oil and gas refining and nuclear and other power generation, chemical/petrochemical and other process industries. In addition, Graham’s equipment can be found in diverse applications, such as metal refining, pulp and paper processing, shipbuilding, water heating, refrigeration, desalination, food processing, pharmaceutical, heating, ventilating and air conditioning, and in nuclear power installations, both inside the reactor vessel and outside the containment vessel.

Graham Corporation’s subsidiary Energy Steel & Supply Co. is a leading code fabrication and specialty machining company dedicated exclusively to the nuclear power industry.

Graham Corporation’s reach spans the globe.  Its equipment is installed in facilities from North and South America to Europe, Asia, Africa and the Middle East. Graham routinely posts news and other important information on its website, www.graham-mfg.com, where additional comprehensive information on Graham Corporation and its subsidiaries can be found.

Safe Harbor Regarding Forward Looking Statements

This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

Forward-looking statements are subject to risks, uncertainties and assumptions and are identified by words such as “expects,” “estimates,” “projects,” “typically,” “anticipates,” “believes,” “appears,” “could,” “plan,” and other similar words. All statements addressing operating performance, events, or developments that Graham Corporation expects or anticipates will occur in the future, including but not limited to, the expected performance of Energy Steel & Supply Co, expected expansion and growth opportunities within the domestic and international nuclear power generation markets, anticipated revenue, the timing of conversion of backlog to sales, market presence, profit margins, tax rates, foreign sales operations, its ability to improve cost competitiveness, customer preferences, changes in market conditions in the industries in which it operates, changes in general economic conditions and customer behavior, forecasts regarding the timing and scope of the economic recovery in its markets, and its acquisition strategy are forward-looking statements.  Because they are forward-looking, they should be evaluated in light of important risk factors and uncertainties. These risk factors and uncertainties are more fully described in Graham Corporation’s most recent Annual and Quarterly Reports filed with the Securities and Exchange Commission, included under the heading entitled “Risk Factors.”

Should one or more of these risks or uncertainties materialize, or should any of Graham Corporation’s underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated.  In addition, undue reliance should not be placed on Graham Corporation’s forward-looking statements.  Except as required by law, Graham Corporation disclaims any obligation to update or publicly announce any revisions to any of the forward-looking statements contained in this news release.

FINANCIAL TABLES FOLLOW.

Graham Corporation Fourth Quarter and Fiscal 2013
Consolidated Statements of Operations
(Amounts in thousands, except per share data)
Three Months Ended   Year Ended  
March 31, % March 31, %
2013 2012 Change 2013 2012 Change
Net sales $ 30,905 $ 20,250 52.6% $ 104,973 $ 103,186 1.7%
Cost of products sold 20,360 15,074 35.1% 73,151  70,431 3.9%
Cost of goods sold – amortization    —  —  —  120 (100.0)%
Gross profit  10,545  5,176 103.7%  31,822  32,635 (2.5)%
Gross profit margin 34.1% 25.6% 30.3% 31.6%
Other expenses and income:
Selling, general and administrative 4,794 3,567 34.4% 16,332 15,321 6.6%
Selling, general and administrative – amortization  58  56 3.6%  228  219 4.1%
 4,852  3,623 33.9%  16,560  15,540 6.6%
Operating profit 5,693 1,553 266.6% 15,262 17,095 (10.7)%
Operating profit margin 18.4% 7.7% 14.5% 16.6%
Interest income (13) (10) 30.0% (51) (58) (12.1)%
Interest expense     7  216 (96.8)%  (264)  476 (155.5)%
Income before income taxes 5,699 1,347 323.1% 15,577 16,677 (6.6)%
Provision for income taxes    1,603  918 74.6%  4,429  6,124 (27.7)%
Net income $ 4,096 $  429 854.8% $ 11,148 $ 10,553 5.6%
Per share data:
Basic:
Net income $ 0.41 $ 0.04 925.0% $ 1.11 $ 1.06 4.7%
Diluted:
Net income $ 0.41 $ 0.04 925.0% $ 1.11 $ 1.06 4.7%
Weighted average common shares outstanding:
Basic: 10,041 9,990 10,027 9,963
Diluted: 10,066 10,018 10,051 9,998
Dividends declared per share $ 0.03 $ 0.02 $ 0.09 $ 0.08
Graham Corporation Fourth Quarter and Fiscal 2013
Consolidated Balance Sheets
(Amounts in thousands, except per share data)
March 31,
2013 2012
Assets
Current assets:
Cash and cash equivalents $24,194 $25,189
Investments 27,498 16,499
Trade accounts receivable, net of allowances ($33 and $43 at March 31, 2013 and 2012, respectively) 9,440 11,593
Unbilled revenue 13,113 12,667
Inventories 11,171 6,047
Prepaid expenses and other current assets 783 467
Income taxes receivable 2,635 4,479
Deferred income tax asset  69  37
Total current assets 88,903 76,978
Property, plant and equipment, net 13,288 13,453
Prepaid pension asset 2,349 2,238
Goodwill 6,938 6,938
Permits 10,300 10,300
Other intangible assets, net 4,788 4,968
Other assets  167  102
Total assets $126,733 $114,977
Liabilities and stockholders’ equity
Current liabilities:
Current portion of capital lease obligations $ 87 $ 85
Accounts payable 9,429 6,303
Accrued compensation 5,018 4,652
Accrued expenses and other current liabilities 3,051 3,707
Customer deposits 6,919 7,257
Deferred income tax liability  373  2,244
Total current liabilities 24,877 24,248
Capital lease obligations 127 203
Accrued compensation 308 293
Deferred income tax liability 7,131 7,404
Accrued pension liability 227 229
Accrued postretirement benefits 923 895
Other long-term liabilities  145  85
Total liabilities  33,738  33,357
Stockholders’ equity:
Preferred stock, $1.00 par value —
Authorized, 500 shares
Common stock, $.10 par value —
Authorized, 25,500 shares
Issued, 10,331 and 10,297 shares at March 31, 2013 and 2012, respectively 1,033  1,030
Capital in excess of par value 18,596 17,745
Retained earnings 84,632 74,383
Accumulated other comprehensive loss (8,033) (8,160)
Treasury stock (327 and 346 shares at March 31, 2013 and 2012, respectively)  (3,233)  (3,378)
Total stockholders’ equity  92,995  81,620
Total liabilities and stockholders’ equity $126,733 $114,977
Graham Corporation Fourth Quarter 2013
Consolidated Statements of Cash Flows
(Amounts in thousands)
Year Ended March 31,
2013 2012
Operating activities:
Net income $11,148 $10,553
Adjustments to reconcile net income to net cash provided (used) by operating activities:
Depreciation 1,851 1,685
Amortization 228 339
Amortization of unrecognized prior service cost and actuarial losses 893 392
Discount accretion on investments (15) (5)
Stock-based compensation expense 576 611
Loss on disposal or sale of property, plant and equipment. 85 23
Deferred income taxes (2,357) 4,413
(Increase) decrease in operating assets, net of acquisition:
Accounts receivable 2,264 (2,844)
Unbilled revenue (415) 1,613
Inventories (5,311) 2,191
Income taxes receivable/payable 1,845 (6,252)
Prepaid expenses and other current and non-current assets (300) (105)
Prepaid pension asset (767) (833)
Increase (decrease) in operating liabilities, net of acquisition:
Accounts payable 2,957 (3,689)
Accrued compensation, accrued expenses and other current and non-current liabilities 59 172
Customer deposits (255) (5,626)
Long-term portion of accrued compensation, accrued pension liability and accrued postretirement benefits  (54)  (33)
Net cash provided (used) by operating activities  12,432  2,605
Investing activities:
Purchase of property, plant and equipment (1,655) (3,243)
Proceeds from disposal of property, plant and equipment 37 5
Purchase of investments (83,984) (32,896)
Redemption of investments at maturity 73,000 39,920
Acquisition of Energy Steel & Supply Co.  —  384
Net cash (used) provided by investing activities  (12,602)  4,170
Financing activities:
Principal repayments on capital lease obligations (85) (81)
Issuance of common stock 83 386
Dividends paid (899) (793)
Purchase of treasury stock (221)
Excess tax deduction on stock awards 43 247
Payment of contingent earn-out  —  (746)
Net cash used by financing activities  (858)  (1,208)
Effect of exchange rate changes on cash  33  57
Net (decrease) increase in cash and cash equivalents (995) 5,624
Cash and cash equivalents at beginning of year  25,189  19,565
Cash and cash equivalents at end of year $24,194 $25,189
Graham Corporation Fourth Quarter and Fiscal 2013
EBITDA Reconciliation
(Unaudited)
(Amounts in thousands)
Three Months Ended Year Ended
March 31, March 31,
2013 2012 2013 2012
Net income $4,096 $429 $11,148 $10,553
+Net interest expense (6) 206 (315) 418
+Income taxes 1,603 918 4,429 6,124
+Depreciation & amortization 519 564 2,079 2,024
EBITDA $6,212 $2,117 $17,341 $19,119
EBITDA Margin % 20.1% 10.5% 16.5% 18.5%

EBITDA is defined as consolidated net income before interest expense and income, income taxes, and depreciation and amortization. EBITDA is not a measure determined in accordance with generally accepted accounting principles in the United States, commonly known as GAAP. Nevertheless, Graham believes that providing non-GAAP information such as EBITDA is important for investors and other readers of Graham’s financial statements, as it is used as an analytical indicator by Graham’s management to better understand of operating performance. Graham’s credit facility also contains ratios based on EBITDA. Because EBITDA is a non-GAAP measure and is thus susceptible to varying calculations, EBITDA, as presented, may not be directly comparable to other similarly titled measures used by other companies.

Graham Corporation Fourth Quarter Fiscal 2013
Additional Information
 
 
ORDER & BACKLOG TREND
($ in millions)
Q112 Q212 Q312 Q412 FY2012 Q113 Q213 Q313 Q413 FY2013
6/30/11 9/30/11 12/31/11 3/31/12 Total 6/30/12 9/30/12 12/31/12 3/31/13 Total
Orders $19.0 $23.5 $21.9 $42.3 $106.7 $19.7 $25.6 $24.6 $25.9 $95.8
Backlog $85.2 $75.1 $72.5 $94.9 $94.9 $92.0 $91.8 $90.7 $85.8 $85.8
SALES BY INDUSTRY FY 2013
($ in millions)
FY 2013 Q1 % of Q2 % of Q3 % of Q4 % of FY2013 % of
  6/30/12 Total 9/30/12 Total 12/31/12 Total 3/31/13 Total Total
Refining $5.2 23% $5.8 22% $10.9 43% $13.7 44% $35.6 34%
Power $5.2 23% $6.7 26% $4.1 16% $7.3 24% $23.3 22%
Chemical/ Petrochemical $5.6 25% $8.3 32% $6.5 25% $4.9 16% $25.3 24%
Other Commercial and Industrial $6.6 29% $5.1 20% $4.1 16% $5.0 16% $20.8 20%
Total $22.6 $25.9 $25.6 $30.9 $105.0
SALES BY INDUSTRY FY 2012
($ in millions)
FY 2012 Q1 % of Q2 % of Q3 % of Q4 % of FY2012 % of
  6/30/11 Total 9/30/11 Total 12/31/11 Total 3/31/12 Total Total
Refining $12.0 48% $12.2 36% $7.5 31% $4.4 21% $36.1 35%
Power $5.6 23% $10.3 31% $6.5 27% $5.8 29% $28.2 28%
Chemical/ Petrochemical $3.1 12% $4.1 12% $4.7 19% $6.1 30% $18.0 17%
Other Commercial and Industrial $4.3 17% $7.0 21% $5.6 23% $4.0 20% $20.9 20%
Total $25.0 $33.6 $24.3 $20.3 $103.2
Graham Corporation Fourth Quarter Fiscal 2013
Additional Information
(Continued)
SALES BY REGION FY 2013
($ in millions)
FY 2013 Q1 % of Q2 % of Q3 % of Q4 % of FY2013  % of
6/30/12 Total 9/30/12 Total 12/31/12 Total 3/31/13 Total Total
United States $12.6 56% $15.3 59% $11.4 45% $16.4 53% $55.7 53%
Middle East $1.5 6% $3.0 12% $6.9 27% $3.4 11% $14.8 14%
Asia $2.7 12% $2.7 10% $5.4 21% $6.3 20% $17.1 16%
Other $5.8 26% $4.9 19% $1.9 7% $4.8 16% $17.4 17%
Total $22.6 $25.9 $25.6 $30.9 $105.0
SALES BY REGION FY 2012
($ in millions)
FY 2012 Q1 % of Q2  % of Q3  % of Q4  % of FY2012  % of
6/30/11 Total 9/30/11 Total 12/31/11 Total 3/31/12 Total Total
United States $11.2 45% $17.8 53% $13.9 57% $12.5 62% $55.4 54%
Middle East $6.6 26% $5.2 16% $2.7 11% $1.8 9% $16.3 16%
Asia $2.9 12% $6.5 19% $3.9 16% $4.0 20% $17.3 17%
Other $4.3 17% $4.1 12% $3.8 16% $2.0 9% $14.2 13%
Total $25.0 $33.6 $24.3 $20.3 $103.2
CONTACT: Jeffrey F. Glajch, Vice President - Finance and CFO
         Phone: (585) 343-2216
         Email: jglajch@graham-mfg.com

         Deborah K. Pawlowski, Kei Advisors LLC
         Phone: (716) 843-3908
         Email: dpawlowski@keiadvisors.com
Friday, May 31st, 2013 Uncategorized Comments Off on Graham Corp. (GHM) Reports Record Revenue for Fiscal 2013

Immunomedics (IMMU) Presents Clinical Progress of Antibody-Drug Conjugate Programs

MORRIS PLAINS, N.J., May 30, 2013 (GLOBE NEWSWIRE) — Immunomedics, Inc. (Nasdaq:IMMU), a biopharmaceutical company primarily focused on the development of monoclonal antibody-based products for the targeted treatment of cancer, autoimmune and other serious diseases, announced that during the Company’s presentation at the New York Biotechnology Association’s Annual Meeting yesterday, President and CEO, Cynthia L. Sullivan, updated the audience on the progress of the antibody-drug conjugate (ADC) programs.

“Although we have three ADC’s in clinical development, recent results with the two being studied in patients with advanced solid tumors, particularly metastatic colorectal and triple-negative breast cancers, are particularly encouraging,” Ms. Sullivan remarked. She added that “tumor shrinkage, including partial responses determined by RECIST criteria, was achieved in dose-escalation trials of IMMU-130 and IMMU-132 ADC product candidates.”

Both ADC product candidates involve SN-38, the active metabolite of irinotecan (used to treat metastatic colorectal and other solid cancers), conjugated by the Company’s proprietary technology to labetuzumab (anti-CEACAM5 humanized monoclonal antibody; IMMU-130) or the anti-TROP-2 humanized antibody, hRS7 (IMMU-132). Whereas IMMU-130 is being studied in advanced colorectal cancer patients who have failed irinotecan therapy, IMMU-132 is being tested in 13 cancer types, including colorectal, triple-negative breast, bladder, pancreas, prostate, kidney, and ovarian cancers.

“Since we have seen tumor shrinkage, including partial responses, so early in these trials, and that SN-38 bound to two different antibodies has been active, our confidence is increased regarding the future potential of these ADC candidates for treating these major cancer types after they become refractive to conventional chemotherapeutic agents,” Ms. Sullivan stated. “The major toxicities, to date, have been diarrhea and neutropenia, which generally can be alleviated by other medications, and these appear to be less frequent and milder than with irinotecan therapy,” she remarked further.

Ms. Sullivan also stated that the Phase Ib trial of 90Y-clivatuzumab tetraxetan in patients with advanced, third-line, pancreatic cancer is reaching completion of follow-up and survival results continue to be analyzed. This trial compared clivatuzumab alone to the combination of clivatuzumab with low-dose gemcitabine in an open-label, randomized trial.

About Immunomedics

Immunomedics is a New Jersey-based biopharmaceutical company primarily focused on the development of monoclonal antibody-based products for the targeted treatment of cancer, autoimmune and other serious diseases. We have developed a number of advanced proprietary technologies that allow us to create humanized antibodies that can be used either alone in unlabeled or “naked” form, or conjugated with radioactive isotopes, chemotherapeutics, cytokines or toxins, in each case to create highly targeted agents. Using these technologies, we have built a pipeline of therapeutic product candidates that utilize several different mechanisms of action. We also have a majority ownership in IBC Pharmaceuticals, Inc., which is developing a novel DOCK-AND-LOCK™ (DNL™) method with us for making fusion proteins and multifunctional antibodies, and a new method of delivering imaging and therapeutic agents selectively to disease, especially different solid cancers (colorectal, lung, pancreas, etc.), by proprietary, antibody-based, pretargeting methods. We believe that our portfolio of intellectual property, which includes approximately 223 active patents in the United States and more than 400 foreign patents, protects our product candidates and technologies. Our strength in intellectual property has resulted in the top-10 ranking in the 2012 IEEE Spectrum Patent Power Scorecards in the Biotechnology and Pharmaceuticals category. For additional information on us, please visit our website at www.immunomedics.com. The information on our website does not, however, form a part of this press release.

This release, in addition to historical information, may contain forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995. Such statements, including statements regarding clinical trials, out-licensing arrangements (including the timing and amount of contingent payments), forecasts of future operating results, potential collaborations, and capital raising activities, involve significant risks and uncertainties and actual results could differ materially from those expressed or implied herein. Factors that could cause such differences include, but are not limited to, risks associated with any cash payment that the Company might receive in connection with a sublicense involving a third party and UCB, which is not within the Company’s control, new product development (including clinical trials outcome and regulatory requirements/actions), our dependence on our licensing partners for the further development of epratuzumab and veltuzumab for non-cancer indications, competitive risks to marketed products and availability of required financing and other sources of funds on acceptable terms, if at all, as well as the risks discussed in the Company’s filings with the Securities and Exchange Commission. The Company is not under any obligation, and the Company expressly disclaims any obligation, to update or alter any forward-looking statements, whether as a result of new information, future events or otherwise.

CONTACT: Dr. Chau Cheng
         Senior Director, Investor Relations & Grant Management
         (973) 605-8200, extension 123
         ccheng@immunomedics.com
Thursday, May 30th, 2013 Uncategorized Comments Off on Immunomedics (IMMU) Presents Clinical Progress of Antibody-Drug Conjugate Programs

(YRCW) Milton, Pa. New Penn Facility Celebrates 500 Day Major Safety Milestone

LEBANON, Pa., May 30, 2013 /PRNewswire/ —  (NASDAQ: YRCW) — On May 15, 2013 the New Penn Milton, Pa. facility celebrated its 500th consecutive day without a single lost time injury. This monumental achievement was reached by all employees at the facility across all operations including dock-workers, drivers, office-workers and sales personnel.

“Working safely every day takes practice, determination and focus. I am proud of the employees at Milton, Pa., and their level of commitment. These employees lead our team through their attention to safety and high quality service each and every day,” said Steve Gast, New Penn president. “I was proud to meet each employee and thank them for their superb commitment to safety on that record-breaking day.”

The Milton terminal serves the North Central Pennsylvania region and currently employs 39 professionals. Terminal Manager Ruth Mull commended those individuals on their achievement, and stressed the significance of workplace safety.

“Achieving this record takes everyone’s involvement,” said Ruth. “As a manager or supervisor you can discuss safety every day and make it your top priority . . . but it all comes down to the employees and what they do. The employees make this happen with their work ethics and diligence to work injury-free. I cannot thank our employees enough.”

In addition to the safety commitment and focus of its employees, New Penn officials cite ongoing safety initiatives and training programs for assisting in the success of its many facilities. These initiatives and programs consist of training videos, sophisticated weather and roadway monitoring technologies, regular safety meetings, and more.

About New Penn
New Penn, a regional less-than-truckload motor carrier based in Lebanon, Pa., provides industry-leading reliability and next-day service through a network of 25 service centers in the northeastern United States, Quebec, Canada and Puerto Rico. New Penn is widely regarded as one of the most efficiently operated transportation providers and has one of the lowest claim ratios in the industry. A recipient of the Quest for Quality Awards from Logistics Management magazine for 18 years, New Penn received two performance excellence recognitions in 2012 in the categories of Northeast/Mid-Atlantic Regional LTL Carriers and Expedited Motor Carriers. For more information, visit www.newpenn.com. New Penn is a subsidiary of YRC Worldwide.

Website: www.newpenn.com
Facebook: http://facebook.com/newpenn
Twitter: https://twitter.com/newpenn

Media Contact: Suzanne Dawson
LAK Public Relations, Inc.
212-329-1420
sdawson@lakpr.com
Thursday, May 30th, 2013 Uncategorized Comments Off on (YRCW) Milton, Pa. New Penn Facility Celebrates 500 Day Major Safety Milestone

Uroplasty (UPI) Reports Fiscal Fourth Quarter And Full Year 2013 Financial Results

~U.S. Sales of Urgent® PC increase 11% in Fourth Quarter and 35% for Full Fiscal Year onference call today at 4:30 p.m. ET

MINNEAPOLIS, May 30, 2013 /PRNewswire/ — Uroplasty, Inc. (NASDAQ: UPI), a medical device company that develops, manufactures and markets innovative proprietary products to treat voiding dysfunctions, today reported financial results for the fourth quarter and fiscal year 2013 ended March 31, 2013.

Fiscal Fourth Quarter 2013 Financial Results

Fiscal fourth quarter 2013 sales in the U.S. increased 2%, driven by an 11% increase in sales of the Urgent® PC Neuromodulation System, compared with fiscal fourth quarter a year ago.  Global sales declined 1% to $5.5 million in the fourth quarter of fiscal 2013, compared with $5.6 million in the fiscal fourth quarter a year ago.

U.S. Urgent PC Sales in the fiscal fourth quarter of 2013 were $2.6 million.  Macroplastique sales in the U.S. totaled $1.4 million in the recent fiscal fourth quarter, a decrease of 13% over the same quarter last year.

The Company sold 3,365 lead set boxes to 581 active Urgent PC customers in the U.S. in the fiscal fourth quarter compared with 3,501 lead set boxes to 620 active customers during the fiscal third quarter.

“While sales of Urgent PC in the U.S. increased year over year, we were disappointed with our progress,” said Rob Kill, Interim Chief Executive Officer of Uroplasty. “We are executing our strategy to reinvigorate and regain the momentum of Urgent PC sales, especially in the U.S.  By mid-May, under our new sales leadership, we had replaced sales representatives in six territories. We are focused on finding sales representatives with experience in medical device sales, a solid understanding of their regional markets and strong relationships with physician groups in their territories. By end of June we expect to have 45 total sales representatives in place.”

Net sales to customers outside the U.S. for the fiscal fourth quarter totaled $1.5 million, compared to $1.6 million in the fiscal fourth quarter last year.  Excluding the impact of fluctuations in foreign currency exchange rates, sales outside the U.S. were down 7%.

The Company reported a gross margin of 86.5% in the recent fiscal fourth quarter compared with 85.9% in the same quarter a year ago.  The operating loss of $968,000 in the fiscal fourth quarter compares with a $589,000 operating loss in the same quarter last year. Excluding non-cash charges for share-based compensation and depreciation and amortization expense, the non-GAAP operating loss was $477,000 in the fourth quarter of fiscal 2013, compared with a $122,000 non-GAAP operating loss in the fourth quarter a year ago.  The increase in operating loss was primarily attributable to the decrease in sales and an increase in operating expenses.

Full Year Fiscal 2013 Financial Results

For the full year ended March 31, 2013, sales grew $1.9 million to $22.4 million, reflecting an 18% increase in U.S. sales and a 10% decrease in sales outside the U.S.  In the U.S., sales of Urgent PC increased 35% to $10.5 million, and Macroplastique sales decreased 2% to $5.7 million.  At March 31, 2013, cash, cash equivalents and investments totaled $14.9 million compared to $15.6 million at December 31, 2012.

R&D Initiatives

The Company continues to make progress on two R&D initiatives – an implantable tibial nerve stimulator for in-home treatments for OAB for the markets outside of the U.S. and an indication for use of Urgent PC to treat bowel incontinence for the U.S. market.  Both products have the potential to expand Uroplasty’s addressable market.

The implantable tibial nerve stimulator will allow patients to receive the benefits of PTNS treatments at home with the patient controlling the treatment interval.  The Company continues to make progress on prototypes for this new product.

The Company has identified two U.S. centers to conduct a pilot clinical trial for the treatment of bowel incontinence using the Urgent PC Neuromodulation System.  The investigators at those centers are currently in the screening process for potential candidates for treatment.  The pilot trial, for the initial treatments, is scheduled for completion late next year.  Urgent PC has CE Mark approval for the treatment of bowel incontinence and has been used in Europe for this indication for several years.

Outlook

“Our focus in the near term will be on driving sales of Urgent PC through additional investments in sales and marketing. We made progress in the quarter in hiring experienced sales reps with strong relationships in their markets and have also revised our sales incentives to be better aligned with our financial objectives.  We are also adding clinical representatives to the team who will focus on working with our customers to expand patient access to Urgent PC.  We anticipate it will take a few months for our new reps to become productive.

“In addition, we have commenced a search for a new CEO.  Working with an outside search firm, we are seeking a senior executive with experience in leading the commercial expansion of new medical device therapies and scaling an organization in the $25 to $200 million range of revenue for sustained top and bottom line growth.  We remain optimistic about the opportunities ahead for Uroplasty through this transition and our ability to return to sales growth and improved operating results during the second half of the fiscal year,” concluded Mr. Kill.

Conference Call

Uroplasty will host a conference call and webcast today at 3:30 pm Central, 4:30 pm Eastern, to review the financial results for the fiscal fourth quarter and full year of 2013.  Rob Kill, Interim Chief Executive Officer, and Medi Jiwani, Vice President, Chief Financial Officer and Treasurer, will host. Individuals wishing to participate in the conference call should dial 888-549-7750. An audio replay will be available for 30 days following the call at 800-406-7325 with the passcode 4618943#.

To access the live webcast of the call, go to Uroplasty’s website at www.uroplasty.com and click on the Investor Relations section. An archived webcast will also be available at http://investor.uroplasty.com.

About Uroplasty, Inc.

Uroplasty, Inc., headquartered in Minnetonka, Minnesota, with wholly-owned subsidiaries in The Netherlands and the United Kingdom, is a global medical company committed to offering transformative treatment options to specialty physicians. Our products are designed to help providers change the lives of their voiding dysfunction patients and strengthen the efficiency of their practices. Our focus is the continued commercialization of our Urgent® PC Neuromodulation System, the only FDA-cleared system that delivers percutaneous tibial nerve stimulation (PTNS) for the office-based treatment of overactive bladder and associated symptoms of urgency, frequency and urge incontinence. We also offer Macroplastique®, an injectable urethral bulking agent for the treatment of adult female stress urinary incontinence primarily due to intrinsic sphincter deficiency. For more information on the company and its products, please visit Uroplasty, Inc. at www.uroplasty.com.

Forward-Looking Information

This press release contains forward-looking statements that reflect our best estimates regarding future events and financial performance. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from our anticipated results. We discuss in detail the factors that may affect the achievement of our forward-looking statements in our Annual Report on Form 10-K filed with the SEC.  In particular, we cannot be certain that we will ever achieve sustained profitability, that the rate of reimbursement for PTNS treatments will be adequate to justify the cost of our product, that other Medicare carriers or private payers will provide coverage for this treatment or that existing carriers and payers will not change their coverage decisions, that the rate of adoption of our products by new customers will continue, or that any of the other risks identified in our 10-K will not adversely affect our expectations as described in these forward-looking statements.

For Further Information:
Uroplasty, Inc. Medi Jiwani, Vice President, CFO,

and Treasurer

952.426.6140

EVC Group Jenifer Kirtland (Investors)

415.568.9349

Amy Phillips (Media)

412.327.9499

 

 

UROPLASTY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months Ended Year Ended
March 31, March 31,
(unaudited)
2013 2012 2013 2012
Net sales $5,540,586 $5,596,782 $22,417,980 $20,561,714
Cost of goods sold 750,165 791,527 3,014,886 3,036,967
Gross profit 4,790,421 4,805,255 19,403,094 17,524,747
Operating expenses
  General and administrative 1,009,580 843,684 4,187,819 3,732,623
  Research and development 719,282 406,296 2,415,123 1,905,366
  Selling and marketing 3,814,194 3,929,248 15,238,600 15,296,217
  Amortization 215,862 215,460 862,833 856,995
5,758,918 5,394,688 22,704,375 21,791,201
Operating loss (968,497) (589,433) (3,301,281) (4,266,454)
Other income (expense)
  Interest income 10,203 14,254 46,039 60,072
  Interest expense (695) (707) (57)
  Foreign currency exchange gain 5,005 18,084 1,573 3,780
14,513 32,338 46,905 63,795
Loss before income taxes (953,984) (557,095) (3,254,376) (4,202,659)
Income tax expense 14,958 15,944 50,770 47,712
Net loss $(968,942) $(573,039) $(3,305,146) $(4,250,371)
Basic and diluted loss per common share $(0.05) $(0.03) $(0.16) $(0.21)
Weighted average common shares outstanding:
Basic and diluted 20,803,530 20,722,910 20,777,238 20,689,819

 

 

UROPLASTY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
March 31, 2013 March 31, 2012
Assets
Current assets:
Cash and cash equivalents & short-term investments $11,470,469 $11,854,127
Accounts receivable, net 2,553,447 2,704,434
Inventories 718,933 698,742
Other 566,536 363,639
Total current assets 15,309,385 15,620,942
Property, plant, and equipment, net 1,033,085 1,171,979
Intangible assets, net 100,502 945,880
Long-term investments 3,451,711 4,429,140
Deferred tax assets 146,052 122,872
Total assets $20,040,735 $22,290,813
Liabilities and Shareholders’ Equity
  Current liabilities:
 Accounts payable $618,916 $593,585
 Current portion – deferred rent 35,000 35,000
 Income tax payable 7,729 17,892
 Accrued liabilities:
Compensation 1,550,846 1,576,147
Other 476,287 316,995
Total current liabilities 2,688,778 2,539,619
Deferred rent – less current portion 5,141 42,043
Accrued pension liability 660,580 474,396
Total liabilities 3,354,499 3,056,058
Total shareholders’ equity 16,686,236 19,234,755
Total liabilities and shareholders’ equity $20,040,735 $22,290,813

 

UROPLASTY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Year Ended
March 31,
2013 2012
Cash flows from operating activities:
Net loss $(3,305,146) $(4,250,371)
Adjustments to reconcile net loss to net cash used in operating activities:
  Depreciation and amortization 1,152,929 1,118,243
  Loss on disposal of  equipment 7,617 8,447
  Amortization of premium on marketable securities 47,559 35,277
  Share-based consulting expense 1,623 5,448
  Share-based compensation expense 810,016 679,471
  Deferred income taxes (29,053) (40,116)
  Deferred rent credit (36,902) (35,228)
  Changes in operating assets and liabilities:
  Accounts receivable, net 108,495 (653,110)
  Inventories (25,370) (29,719)
  Other current assets (205,778) (17,510)
  Accounts payable 30,925 (59,025)
  Accrued liabilities 138,875 63,981
  Accrued pension liability, net 79,598 45,843
Net cash used in operating activities (1,224,612) (3,128,369)
Cash flows from investing activities:
Proceeds from maturity of available-for-sale marketable securities 4,200,000 10,018,252
Proceeds from maturity of held-to-maturity marketable securities 6,920,000 3,740,000
Purchases of available-for-sale marketable securities (8,425,034) (3,046,270)
Purchases of held-to-maturity marketable securities (2,500,000) (8,840,000)
Purchases of property, plant and equipment (189,929) (267,944)
Proceeds from sale of property, plant and equipment 5,591
Payments for intangible assets (17,455) (77,738)
Net cash provided by (used in) investing activities (6,827) 1,526,300
Cash flows from financing activities:
   Net proceeds from exercise of options 150,000 208,825
Net cash provided by financing activities 150,000 208,825
Effect of exchange rate changes on cash and cash equivalents (37,923) (17,103)
Net decrease in cash and cash equivalents (1,119,362) (1,410,347)
Cash and cash equivalents at beginning of period 4,653,226 6,063,573
Cash and cash equivalents at end of period $3,533,864 $4,653,226
Cash paid during the period for interest $707 $57
Cash paid during the period for income taxes 57,288 39,005

 

Non-GAAP Financial Measures:  The following table reconciles our operating loss calculated in accordance with accounting principles generally accepted in the U.S. (GAAP) to non-GAAP financial measures that exclude non-cash charges for share-based compensation, and depreciation and amortization expenses from gross profit, operating expenses and operating loss.  The non-GAAP financial measures used by management and disclosed by us are not a substitute for, or superior to, financial measures and consolidated financial results calculated in accordance with GAAP, and you should carefully evaluate our reconciliations to non-GAAP.  We may calculate our non-GAAP financial measures differently from similarly titled measures used by other companies.  Therefore, our non-GAAP financial measures may not be comparable to those used by other companies.  We have described the reconciliations of each of our non-GAAP financial measures described above to the most directly comparable GAAP financial measures.

We use these non-GAAP financial measures, and in particular non-GAAP operating loss, for internal managerial purposes and incentive compensation for senior management because we believe such measures are one important indicator of the strength and the operating performance of our business.  Analysts and investors frequently ask us for this information.  We believe that they use these measures to evaluate the overall operating performance of companies in our industry, including as a means of comparing period-to-period results and as a means of evaluating our results with those of other companies.

Our non-GAAP operating loss for the three months ended March 31, 2013 and 2012 was approximately $477,000 and $122,000, respectively.  Our non-GAAP operating loss for fiscal 2013 and 2012 was approximately $1.3 million and $2.5 million, respectively.  The fiscal 2013 decrease in non-GAAP operating loss is attributed primarily to an increase in Net sales which more than offset the increase in non-GAAP spending.

 

Expense Adjustments
GAAP Share-based
Expense
Depreciation Amortization
of Intangibles
Non-GAAP
Three Months Ended March 31, 2013
Gross Profit $4,790,000 $8,000 $8,000 $4,806,000
% of net sales 86.5% 86.8%
Operating Expenses
     General and administrative 1,009,000 (133,000) (50,000) 826,000
     Research and development 719,000 (14,000) (1,000) 704,000
     Selling and marketing 3,814,000 (47,000) (14,000) 3,753,000
     Amortization 216,000 0 0 $(216,000) 0
5,758,000 (194,000) (65,000) (216,000) 5,283,000
Operating Loss $(968,000) $202,000 $73,000 $216,000 $(477,000)
Three Months Ended March 31, 2012
Gross Profit $4,805,000 $6,000 $9,000 $4,820,000
% of net sales 85.9% 86.1%
Operating Expenses
     General and administrative 844,000 (116,000) (44,000) 684,000
     Research and development 406,000 (9,000) (1,000) 396,000
     Selling and marketing 3,929,000 (51,000) (16,000) 3,862,000
     Amortization 215,000 $(215,000)
5,394,000 (176,000) (61,000) (215,000) 4,942,000
Operating Loss $(589,000) $182,000 $70,000 $215,000 $(122,000)
Expense Adjustments
GAAP Share-based
Expense
Depreciation Amortization
of Intangibles
Non-GAAP
Year Ended March 31, 2013
Gross Profit $19,403,000 $31,000 $34,000 $19,468,000
% of net sales 86.6% 86.8%
Operating Expenses
     General and administrative 4,188,000 (473,000) (196,000) 3,519,000
     Research and development 2,415,000 (54,000) (3,000) 2,358,000
     Selling and marketing 15,238,000 (254,000) (57,000) 14,927,000
     Amortization 863,000 $(863,000)
22,704,000 (781,000) (256,000) (863,000) 20,804,000
Operating Loss $(3,301,000) $812,000 $290,000 $863,000 $(1,336,000)
Year Ended March 31, 2012
Gross Profit $17,525,000 $22,000 $34,000 $17,581,000
% of net sales 85.2% 85.5%
     Operating Expenses
     General and administrative 3,733,000 (412,000) (163,000) 3,158,000
     Research and development 1,905,000 (39,000) (9,000) 1,857,000
     Selling and marketing 15,296,000 (212,000) (55,000) 15,029,000
     Amortization 857,000 $(857,000)
21,791,000 (663,000) (227,000) (857,000) 20,044,000
Operating Loss $(4,266,000) $685,000 $261,000 $857,000 $(2,463,000)

 

Thursday, May 30th, 2013 Uncategorized Comments Off on Uroplasty (UPI) Reports Fiscal Fourth Quarter And Full Year 2013 Financial Results

President’s Comments At Goldfield’s (GV) Annual Meeting

MELBOURNE, Fla., May 30, 2013 /PRNewswire/ — The Goldfield Corporation (NYSE MKT: GV) today released the comments to be made later today by Mr. John H. Sottile, President and Chief Executive Officer, at The Goldfield Corporation’s annual meeting of stockholders. The Goldfield Corporation headquartered in Florida, through its subsidiary, Southeast Power Corporation, is a leading provider of construction services to electric utilities, with operations primarily in the southeastern, mid-Atlantic, and western regions of the United States.

THE GOLDFIELD CORPORATION

STATEMENT BY JOHN H. SOTTILE

AT ANNUAL MEETING OF SHAREHOLDERS

May 30, 2013

Welcome to the 106th Annual Shareholders Meeting of the Goldfield Corporation.  I would like to give you a snapshot of the Company’s activities during 2012, discuss recent business, and outline our strategy to continue maximizing shareholder value in the future.  I will be providing some financial specifics but would encourage you to review the more detailed information which can be found in our SEC filings and our Annual Report available on our website at www.goldfieldcorp.com.  After the comments, I would be pleased to entertain questions you may have.

2012 was a record year for Goldfield.  Revenue more than doubled to $81.6 million from $32.8 million in 2011.  Net income grew to $12 million ($0.47 per share) from $874 thousand ($0.03 per share) in the prior year.  These results reflect not only markedly increased demand for services by utilities upgrading and expanding their transmission infrastructure, but also the strengthening of the capability of our electrical construction subsidiary, Southeast Power.

In 2012 Southeast Power more than doubled its investment in plant and equipment necessary to service efficiently our higher level of business over an expanded geographic footprint.  We invested $16.8 million in new capital equipment to support our expanded operations, enhance productivity and improve safety.  I believe that our upgraded equipment and dedicated workforce rival any in the industry.  We are lean and nimble in staffing projects.  We are now seeing the preliminary impact of our strategy to move beyond our historic Florida base into Texas, the Carolinas and Virginia.  Further expansion is planned as projects become available for bid from new customers.

In addition to increased operating income and revenue, we are experiencing strongly improved operating margins.  Operating margins at Southeast Power increased to 24.7% in 2012 compared to 10.8% in 2011.  We expect quarter to quarter fluctuations in operating margins depending on projects under construction at the time.  We believe that improved operating margins have resulted from several factors which promote efficiency: – increased responsibility and accountability of our regional officers; improved market conditions; geographical expansion leading to exposure to a greater number of projects and customers; a revitalized fleet of equipment; and smaller and more flexible crews.

A highlight of 2012 was the selection of Southeast Power to construct a 110 mile 345kV transmission line as part of a Competitive Renewable Energy Zone project in Texas.  This project, scheduled to be energized by the end of August, contributed about 34% of our revenue in 2012 and will impact favorably 2013 results. But, the CREZ project was hardly the whole story for 2012.  Most significantly, our revenue from other projects increased in 2012 by 68% to $53.2 million from $31.7 million in 2011.  Given the continuing strong demand for our services, we believe that we will meet the challenge of replacing the work from the CREZ project.

Southeast Power’s excellent reputation in the industry, together with our expansion, has enabled us to attract strong new leadership.  John Davis took the helm at Southeast Power as President on January 1 this year. Just last month, John White, formerly Senior Vice President of one of the country’s largest electrical construction companies, joined the Southeast Power team with responsibility for new business development.  I could not be more pleased with the efforts of Mr. Davis and Mr. White – both on operational and new business development fronts.

A few comments about first quarter 2013 results:  Revenue increased 27% to $22.5 million from $17.7 million in first quarter 2012.  Operating income grew 8% to $3.0 million from $2.7 million during the same period last year.  First quarter this year operating income was negatively impacted by unanticipated delays on the STEC project.  We believe the conditions which caused such delays have been rectified.   Backlog at March 31, 2013 declined largely because the March 31, 2012 backlog included the entire STEC project of $52 million.  Backlog is not necessarily a reliable indicator of future revenue and is volatile depending on the projects under construction at any point in time, many of which are short term.  Almost daily we are bidding on new projects, some large and some small.  Although we cannot quantify the size or duration of future projects, we are currently seeing opportunities for significant jobs from existing and new customers, some of which should come to fruition later this year.

Industry prospects appear bright.  A recent report by a prominent Industry analyst noted that 77% of the shareholder-owned electric utilities surveyed are projecting increased spending on electric transmission and distribution networks over the next two years.  Transmission continues to benefit from regulatory drivers such as FERC & NERC reliability standards, growth in renewables, and further migration from coal to natural gas power plants. This report supports the strong demand we are seeing for our services.

In short, Goldfield moved to a new level in 2012.  With the strong team we have assembled at Southeast Power and the robust industry environment, I am optimistic that we will continue to move forward.

About Goldfield

Goldfield is a leading provider of electrical construction and maintenance services in the energy infrastructure industry, primarily in the southeastern, mid-Atlantic, and western regions of the United States. The company specializes in installing and maintaining electrical transmission lines for a wide range of electric utilities.

For additional information on our results, please refer to our filings with the Securities and Exchange Commission which can be found on the Company’s website at http://www.goldfieldcorp.com.

This press release includes forward-looking statements within the meaning of the “safe harbor” provision of the Private Securities Litigation Reform Act of 1995 throughout this document.  You can identify these statements by forward-looking words such as “may,” “will,” “expect,” “anticipate,” “believe,” “estimate,” “plan,” and “continue” or similar words. We have based these statements on our current expectations about future events. Although we believe that our expectations reflected in or suggested by our forward-looking statements are reasonable, we cannot assure you that these expectations will be achieved. Our actual results may differ materially from what we currently expect. Factors that may affect the results of our operations include, among others: the level of construction activities by public utilities; the concentration of revenue from a limited number of utility customers; the loss of one or more significant customers; the timing and duration of construction projects for which we are engaged; our ability to estimate accurately with respect to fixed price construction contracts; and heightened competition in the electrical construction field, including intensification of price competition. Other factors that may affect the results of our operations include, among others: adverse weather; natural disasters; effects of climate changes; changes in generally accepted accounting principles; ability to obtain necessary permits from regulatory agencies; our ability to maintain or increase historical revenue and profit margins; general economic conditions, both nationally and in our region; adverse legislation or regulations; availability of skilled construction labor and materials and material increases in labor and material costs; and our ability to obtain additional and/or renew financing.  Other important factors which could cause our actual results to differ materially from the forward-looking statements in this press release are detailed in the Company’s Risk Factors and Management’s Discussion and Analysis of Financial Condition and Results of Operation sections of our Annual Report on Form 10-K and Goldfield’s other filings with the Securities and Exchange Commission, which are available on Goldfield’s website: http://www.goldfieldcorp.com.  We may not update these forward-looking statements, even in the event that our situation changes in the future, except as required by law.

For further information, please contact:

The Goldfield Corporation
Phone: (321) 724-1700
Email:  investorrelations@goldfieldcorp.com

Thursday, May 30th, 2013 Uncategorized Comments Off on President’s Comments At Goldfield’s (GV) Annual Meeting

Crest Financial Urges Clearwire (CLWR) Board to Recommend AGAINST Sprint Merger

Sends letter to Clearwire Board calling DISH’s offer “clearly superior” to Sprint’s and urging the Clearwire Board to pursue a competitive bidding process

HOUSTON, May 30, 2013 /PRNewswire-USNewswire/ — Crest Financial Limited, the largest of the independent minority stockholders of Clearwire Corporation (NASDAQ: CLWR), today urged the Clearwire Board of Directors to reverse its recommendation on the Sprint-Clearwire merger following DISH Network Corporation’s $4.40 per share tender offer announced last night and to pursue an “open and competitive bidding process” for Clearwire.  Crest also urged the Board immediately to “reconstitute the Special Committee with newly appointed, truly independent directors and empower the Special Committee with the full authority of the Board to evaluate the DISH offer and any other offer for the Company that may be made after the Board conducts a fair and transparent process that encourages these offers, and to make decisions about interim financing.”

According to David K. Schumacher, Crest’s General Counsel, “The Board has a fiduciary obligation to give full consideration to DISH’s offer, which is clearly actionable, and any other eventual offers that would trump the DISH offer.  DISH’s offer for Clearwire confirms what Crest and others have been saying for months:  Clearwire is the crown jewel, and the Company can realize its true value only through a competitive bidding process.  DISH has initiated that process, and it is your legal obligation to pursue DISH’s offer and other potential offers now.”

Schumacher added:  “The Board must encourage Clearwire’s stockholders to reject Sprint’s latest bid at tomorrow’s special meeting.  Perhaps the only favorable term in the otherwise oppressive merger agreement with Sprint is the provision that you can change your recommendation and advise the stockholders to vote AGAINST the deal without paying a termination fee. You should exercise that option now. After the Clearwire stockholders accept your revised recommendation and vote AGAINST the Sprint offer, the Clearwire Board can terminate the unfair Sprint merger agreement, consider DISH’s offer, and solicit direct bids from others.  Clearwire can pursue this course with the assurance that it will be able to continue operations during the competitive bidding process because Crest stands by its offer to provide the Company with $240.0 million in convertible financing, and is even willing to improve the exchange ratio to $2.50 per share (from the previous ratio of $2.00 per share) to match DISH’s proposed financing terms.”

Crest’s letter also notes:  “Of course, although superior to Sprint’s current offer, DISH’s offer may turn out still to be inadequate for Clearwire’s stockholders.  As we have said repeatedly, the battle for Clearwire is just beginning.  To ensure that this ensuing battle redounds to the benefit of all Clearwire stockholders, the Board must create an open and transparent process whereby all interested parties can make offers to Clearwire’s stockholders.  Only through such a competitive bidding process can all Clearwire stockholders reap the full value of their shares.”

Schumacher stated: “Throughout the process thus far, we believe the Special Committee has been feckless and Clearwire’s directors have failed to account for the best interests of minority stockholders.  The time has come for that to end.  We hereby request that you appoint a wholly new and truly independent Special Committee made up of newly appointed directors.   Such a reconstitution would ensure completely fresh perspectives, and a Special Committee unencumbered by the past defaults and misjudgments of the current Special Committee—most obviously the flawed recommendations that stockholders accept clearly inadequate Sprint bids at $2.97 and $3.40 per share.   The newly reconstituted Special Committee should be delegated all the powers of the Board, including decisions regarding interim financing, and specifically directed to run a fair and transparent process and evaluate all offers accordingly.  We would welcome minority shareholder input on candidates to be considered for the Special Committee.”

The letter to the Clearwire Board concludes:  “In order to consider DISH’s offer and any other offer that may be forthcoming through a competitive bidding process, the Board must recommend against the Sprint merger at tomorrow’s stockholders meeting, allow the stockholders to vote AGAINST the Sprint offer, and then terminate the merger agreement to break free from Sprint’s oppressive control.  Sprint obtained majority control through the Eagle River transaction, and then secured veto power over alternative transactions and financing proposals through the unfair merger agreement.  Sprint has abused its controlling position, wielding it as a cudgel against fair dealing for minority stockholders.  The Board must not permit those abuses to continue.  Once released from Sprint’s oppressive control following the stockholders’ rejection of the Sprint offer tomorrow, the Company will be free to pursue DISH’s offer or competing bids and thus to realize the true value of Clearwire for all stockholders—not just its controlling stockholder Sprint.”

D.F. King & Co, Inc. has been retained by Crest to assist it in the solicitation of proxies in opposition to the merger. If stockholder have any questions or need assistance in voting the GOLD proxy card, please call D.F. King & Co. at (800) 949-2583. The full letter to the Clearwire Board can be found at http://www.dfking.com/clwr or http://www.bancroftpllc.com/crest.

About Crest Financial Limited
Crest Financial Limited (“Crest“) is a limited partnership under the laws of the State of Texas. Its principal business is investing in securities.

Important Legal Information
In connection with the proposed merger of Clearwire Corporation (“Clearwire“) with Sprint Nextel Corporation (the “Proposed Sprint Merger“), Crest and other persons (the “Participants“) have filed a supplement to its definitive proxy statement with the U.S. Securities and Exchange Commission (“SEC“). The definitive proxy statement and the supplement have been mailed to the stockholders of Clearwire. SECURITYHOLDERS OF CLEARWIRE ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND THE SUPPLEMENT, WHICH ARE AVAILABLE NOW, AND THE PARTICIPANTS’ OTHER PROXY MATERIALS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY CONTAIN IMPORTANT INFORMATION, INCLUDING ADDITIONAL INFORMATION RELATED TO THE PARTICIPANTS, CLEARWIRE AND THE PROPOSED SPRINT MERGER. The definitive proxy statement, the supplement and all other proxy materials filed with the SEC are available at no charge on the SEC’s website at http://www.sec.gov.  In addition, the definitive proxy statement and the supplement are also available at no charge on the website of the Participants’ proxy solicitor at http://www.dfking.com/clwr.

Forward-looking Statements
Certain statements contained herein are forward-looking statements including, but not limited to, statements that are predications of or indicate future events, trends, plans or objectives. Undue reliance should not be placed on such statements because, by their nature, they are subject to known and unknown risks and uncertainties. Forward-looking statements are not guarantees of future activities and are subject to many risks and uncertainties. Due to such risks and uncertainties, actual events may differ materially from those reflected or contemplated in such forward-looking statements. Forward-looking statements can be identified by the use of the future tense or other forward-looking words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “should,” “may,” “will,” believes,” “continue,” “strategy,” “position” or the negative of those terms or other variations of them or by comparable terminology.

Thursday, May 30th, 2013 Uncategorized Comments Off on Crest Financial Urges Clearwire (CLWR) Board to Recommend AGAINST Sprint Merger

The Fresh Market, Inc. (TFM) Reports First Quarter 2013 Earnings

– Earnings Per Diluted Share Increased 14.6% to $0.46

– Net Sales Increased 12.9%

– Comparable Store Sales Increased 3.0%

GREENSBORO, N.C., May 29, 2013 (GLOBE NEWSWIRE) — The Fresh Market, Inc. (Nasdaq:TFM), a high-growth specialty retailer, today announced unaudited sales and earnings results for its first quarter ended April 28, 2013.

Financial Overview

In the first quarter of fiscal 2013, net sales increased 12.9% to $366.6 million and comparable store sales increased 3.0%, compared to the corresponding thirteen week period ended April 29, 2012. Net income in the first quarter of fiscal 2013 was $22.1 million, compared to $19.3 million in the corresponding thirteen week period in fiscal 2012. Diluted earnings per share in the first quarter of fiscal 2013 were $0.46, an increase of 14.6% over diluted earnings per share of $0.40 for the corresponding thirteen week period in fiscal 2012.

Craig Carlock, President and Chief Executive Officer commented, “We were pleased to see our business and customer traffic improve in the first quarter. New store development remains on track and our solid results give us confidence as we assess customer behavior and our outlook for the balance of the year.”

Operating Performance

First quarter total net sales increased 12.9% to $366.6 million and comparable store sales increased 3.0% to $312.9 million, compared to the corresponding thirteen week period in fiscal 2012. The first quarter comparable store sales increase resulted from a 2.4% increase in average transaction size and a 0.6% increase in the number of transactions.

The Company’s gross profit increased 14.8%, or $16.6 million, to $129.3 million in the first quarter of fiscal 2013, compared to the corresponding thirteen week period of fiscal 2012. For the same period, the gross margin rate increased 60 basis points to 35.3% compared to the corresponding prior year period. This increase in the Company’s gross margin rate was primarily attributable to an increase in the merchandise margin, and also reflected a 10 basis point reduction in LIFO expense as a percentage of sales.

Selling, general, and administrative expenses for the first quarter of fiscal 2013 increased $11.0 million to $81.5 million, compared to the corresponding thirteen week period in fiscal 2012. Selling, general, and administrative expenses as a percentage of sales increased by 50 basis points to 22.2% for the period, compared to 21.7% for the corresponding thirteen week period in fiscal 2012. This increase in the selling, general and administrative expense rate was primarily attributable to employee healthcare claim costs. The Company also incurred higher expenses associated with an additional layer of annual share based compensation. In the first quarter of 2013, the Company opened two new stores compared to three new stores in the corresponding prior year period.

Operating income increased $4.3 million to $35.4 million for the first quarter of fiscal 2013, compared to $31.1 million for the corresponding thirteen week period of fiscal 2012. Operating income as a percentage of sales for the first quarter of fiscal 2013 increased 10 basis points to 9.7%, compared to 9.6% for the corresponding period of fiscal 2012. This increase was primarily attributable to an improvement in gross margin rate.

The effective tax rate for the first quarter of fiscal 2013 was 37.1% of pre-tax income and compares to 37.3% for the corresponding thirteen week period of fiscal 2012. The lower rate was due to various state and federal tax credit opportunities.

Balance Sheet/Cash Flow

During the first quarter of fiscal 2013, the Company generated $45.9 million in cash flow from operations and invested $17.2 million in capital expenditures, of which $13.7 million related to new and remodeled stores.

The Company’s cash balance as of April 28, 2013 was approximately $11.0 million. Total debt as of April 28, 2013 decreased 64.3%, or $27.0 million, to $15.0 million from a balance of $42.0 million as of January 27, 2013.

Average inventory on a FIFO basis per store at the end of the first quarter of fiscal 2013 increased 5.5%, compared to the corresponding period in fiscal 2012. The increase resulted from inventory investments in faster growing categories and new product assortments to support the Company’s overall sales growth. Commodity costs also increased in certain departments, such as produce, meat and dairy.

On a trailing four quarter basis for the period ended April 28, 2013, the Company’s return on assets was 18.4%, return on invested capital, excluding excess cash, was 25.6%, and return on equity was 30.2%. These financial return measures are non-GAAP financial measures. The schedules attached to this press release include a discussion of these non-GAAP measures, as well as the details of our calculations of these financial return measures.

Growth and Development

During the first quarter of fiscal 2013, the Company opened two new stores in Charlottesville, Virginia and Aiken, South Carolina. As of April 28, 2013, the Company operated 131 stores in 25 states.

The following table provides additional information about the Company’s real estate and store opening activities through the first quarter of fiscal 2013. Leases signed as of May 29, 2013 are for stores expected to open during or after fiscal 2013.

  Stores Opened
in FY 2013
Leases Signed for Future
Store Locations
1
Number of new leased store locations 2 30
Number of ground leased and owned property store locations 2
Number of relocations
Average capital cost per store 2 $3.3 million
  Information for All
Open Stores
Average store size (gross square feet) 21,054
Total rentable square footage (at end of period) 2.8 million

Note 1: Includes leases for stores expected to open after May 29, 2013 and such leases typically include customary leasing conditions. In general, we do not announce the location of a new store until all conditions to the lease are satisfied or our involvement in the property or project will be made public in connection with governmental permitting or approvals or in dealing with other third-parties. We generally identify a store as “coming soon” when we take possession of the property and commence our construction related activities. The Company’s website sets forth the most current list of announced lease locations and stores that are “coming soon.”

Note 2: Net of capital contributions, if any, received from landlords, and including building costs but excluding cost of land for owned stores. Lease inducement costs and similar prepayments in connection with acquiring or entering into new leases are not included in the capital cost per store and are included as a long-term asset and expensed over the primary term of the lease.

Fiscal 2013 Outlook

In addressing guidance, Carlock commented, “Our customers are responding well to the current economic climate, which gives us incremental comfort with our full-year outlook for fiscal 2013. We now anticipate comparable store sales to rise 2.5% to 4.5% this fiscal year.”

For fiscal 2013, management expects the Company to:

  • Open 19 to 22 new stores, with 4 to 6 new stores opening in the second quarter and 13 to 15 new stores opening in the second half of the year
  • Remodel 3 to 5 stores and have no relocations
  • Spend approximately $130 million to $150 million in capital expenditures, primarily related to real estate investments
  • Increase comparable store sales 2.5% to 4.5%
  • Achieve flat to modest growth in operating margin as a percentage of sales, as the Company continues to make operating expense investments related to its accelerated growth plans
  • Generate diluted earnings per share of $1.51 to $1.58, assuming an effective tax rate of 37.0%, where earnings per share in the second half of fiscal 2013 exceed earnings per share in the first half of the year

2013 First Quarter Earnings Conference Call

The Company will host a conference call today at 9:00 a.m. Eastern Time. During the conference call, the Company may answer questions concerning its business. The Company’s responses to these questions, as well as other matters discussed during the conference call, may contain or constitute information that has not been previously disclosed.

The call will be broadcast via a live audio webcast at www.thefreshmarket.com, within the Investor Relations section of the Company website, and a recording will be available for 30 days following the date of the event. Investors and analysts interested in participating on the call may do so by dialing (877) 852-2928.

About The Fresh Market, Inc.

Founded in 1982, The Fresh Market, Inc. is a specialty grocery retailer focused on providing high-quality products in a unique and inviting atmosphere with a high level of customer service. As of May 29, 2013, the Company operates 131 stores in 25 states across the United States.  For more information, please visit www.thefreshmarket.com.

Forward Looking Statements: This document contains forward-looking statements that reflect our plans, estimates, and beliefs regarding future business and financial performance and financial condition, and include those in the “Fiscal 2013 Outlook” section above. These statements involve a number of risks and uncertainties. Any statements contained herein (including, but not limited to, statements to the effect that The Fresh Market or its management “anticipates,” “plans,” “estimates,” “expects,” “believes,” and other similar expressions) that are not statements of historical fact should be considered forward-looking statements. The following are some of the factors that could cause or contribute actual future results to differ materially from those expressed in any forward-looking statements: accounting entries and adjustments at the close of our fiscal quarter; unexpected expenses and risks associated with our business; our ability to remain competitive in the areas of merchandise quality, price, breadth of selection, customer service and convenience; the effective management of our merchandise buying and inventory levels; the quality and safety of food products and other items that we may sell; our ability to anticipate and/or react to changes in customer demand; changes in economic and financial conditions, including the outcome of negotiations surrounding U.S. fiscal policy which, even if resolved, may be adverse due to tax increases and spending cuts, and the resulting impact on consumer confidence; other changes in consumer confidence and spending; unexpected consumer responses to promotional programs; unusual, unpredictable and/or severe weather conditions including their effect on our supply chain and our store operations; the effectiveness of our logistics and supply chain model, including the ability of our third-party logistics providers to meet our product demands and restocking needs on a cost competitive basis; the execution and management of our store growth, including the availability and cost of acceptable real estate locations for new store openings, the capital that we utilize in connection with new store development and the anticipated time between lease execution and store opening; the mix of our new store openings as between build to suit sites and second-generation, as-is sites; the actions of third parties involved in our store growth activities, including property owners, landlords, property managers, contractors, subcontractors, government agencies, and current tenants who occupy one or more of our proposed new store locations, all of whom may be impacted by their financial condition, their lenders, their activities outside of those focused on our new store growth and other tenants, customers and business partners of theirs; global economies and credit and financial markets; our ability to maintain the security of electronic and other confidential information; serious disruptions and catastrophic events; competition; personnel recruitment and retention; acquisitions and divestitures including the ability to integrate successfully any such acquisitions; information systems and technology; commodity, energy, fuel, and other cost increases; compliance with laws, regulations and orders; changes in laws and regulations; outcomes of litigation and proceedings and the availability of insurance, indemnification, and other third-party coverage of any losses suffered in connection therewith; tax matters; numerous other matters of national, regional and global scale, including those of a political, economic, business, and competitive nature; and other factors as set forth from time to time in our filings with the Securities and Exchange Commission. Any forward-looking statement, including any contained herein, speaks only as of the time of this release and we do not undertake to update or revise them as more information becomes available or to disclose any facts, events or circumstances after the date of this release that may affect the accuracy of any forward looking statement.

This press release, and access to our earnings call, is also available in the Investor Relations portion of The Fresh Market, Inc. website (http://ir.thefreshmarket.com/).

The Fresh Market, Inc.
     
Consolidated Statements of Comprehensive Income 
(In thousands, except share and per share amounts)
(unaudited)
     
   
For the Thirteen Weeks Ended
April 28, April 29,
2013 2012
 
Sales  $ 366,626  $ 324,784
Cost of goods sold  237,289  212,093
Gross profit  129,337  112,691
Operating expenses:
Selling, general and administrative expenses  81,478  70,465
Store closure and exit costs  140  573
Depreciation  12,335  10,569
Income from operations  35,384  31,084
Interest expense  244  356
Income before provision for income taxes  35,140  30,728
Tax provision  13,020  11,458
Net income  $ 22,120  $ 19,270
Net income per share:
Basic and diluted  $ 0.46  $ 0.40
Weighted average common shares outstanding:
Basic  48,159,785  48,046,251
Diluted  48,326,452  48,255,646
Comprehensive income:
Net income  $ 22,120  $ 19,270
Other comprehensive income  —  —
Total comprehensive income  $ 22,120  $ 19,270
The Fresh Market, Inc.
Consolidated Balance Sheets 
(In thousands, except share amounts)
(unaudited)
April 28, January 27,
2013 2013
Assets
Current assets:
Cash and cash equivalents  $ 11,017  $ 8,737
Accounts receivable, net  6,412  6,830
Inventories  42,383  43,985
Prepaid expenses and other current assets  6,971  7,675
Deferred income taxes  3,322  3,784
Total current assets  70,105  71,011
Property and equipment:
Land  2,846  2,846
Buildings  19,086  19,106
Store fixtures and equipment  277,918  272,249
Leasehold improvements  175,246  170,483
Office furniture, fixtures, and equipment  12,727  12,224
Automobiles  1,310  1,335
Construction in progress  27,911  18,661
Total property and equipment  517,044  496,904
Accumulated depreciation  (217,258)  (207,060)
Total property and equipment, net  299,786  289,844
Restricted cash  —  14,205
Deferred lease costs  21,243  7,140
Other assets  3,897  3,169
Total assets  $ 395,031  $ 385,369
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable  $ 35,257  $ 35,634
Accrued liabilities  63,808  54,385
Total current liabilities  99,065  90,019
Long-term debt  15,000  42,000
Deferred income taxes  23,971  24,053
Deferred rent  11,750  11,341
Other liabilities  23,335  20,097
Total noncurrent liabilities  74,056  97,491
Stockholders’ equity:
Preferred stock – $0.01 par value; 40,000,000 shares authorized, none issued  —  —
Common stock – $0.01 par value; 200,000,000 shares authorized, 48,172,913 and 48,144,620 shares issued and outstanding as of April 28, 2013 and January 27, 2013, respectively  482  482
Additional paid-in capital  107,362  105,431
Retained earnings  114,066  91,946
Total stockholders’ equity  221,910  197,859
Total liabilities and stockholders’ equity  $ 395,031  $ 385,369
The Fresh Market, Inc.
Consolidated Statements of Cash Flows 
(In thousands)
(unaudited)
For the Thirteen Weeks Ended
April 28, April 29,
2013 2012
Operating activities
Net income  $ 22,120  $ 19,270
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization  12,390  10,624
(Gain) loss on disposal of property and equipment  (43)  32
Share-based compensation  1,392  1,016
Excess tax benefits from share-based compensation  (16)  (58)
Deferred income taxes  380  (793)
Change in assets and liabilities:
Accounts receivable  418  773
Inventories  1,602  3,107
Prepaid expenses and other assets  (14,182)  (3,710)
Restricted cash  14,205  —
Accounts payable  (377)  (3,297)
Accrued and other liabilities  8,010  8,639
Net cash provided by operating activities  45,899  35,603
Investing activities
Purchases of property and equipment  (17,219)  (17,106)
Proceeds from sale of property and equipment  61  6,630
Net cash used in investing activities  (17,158)  (10,476)
Financing activities
Borrowings on revolving credit note  109,862  110,517
Payments made on revolving credit note  (136,862)  (135,417)
Proceeds from issuance of common stock pursuant to employee stock purchase plan  55  46
Excess tax benefits from share-based compensation  16  58
Payments on withholding tax for restricted stock unit vesting  (66)  —
Proceeds from exercise of share-based compensation awards  534  219
Net cash used in financing activities  (26,461)  (24,577)
Net increase in cash and cash equivalents  2,280  550
Cash and cash equivalents at beginning of period  8,737  10,681
Cash and cash equivalents at end of period  $ 11,017  $ 11,231
Supplemental disclosures of cash flow information:
Cash paid during the period for interest  $ 124  $ 338
Cash paid during the period for taxes  $ 6,454  $ 5,037
Non-cash investing and financing activities:
Property and equipment additions via financings  $ 1,516  $ —
The Fresh Market, Inc.
Calculation of Return Metrics (1)
(Unaudited)
April 28, 2013 April 29, 2012
Calculated Using Calculated Using
GAAP GAAP
Return Metrics – Trailing Four Quarters  Net Income  Net Income 
Return on assets (2) 18.4% 18.6%
Return on invested capital (3) 25.6% 26.9%
Return on equity (4) 30.2% 38.8%
(1) The return metrics do not represent financial measures prepared in accordance with U.S. generally accepted accounting principles (GAAP). For a discussion of financial measures not prepared in accordance with GAAP, please see below. The Company’s management believes that these presentations provide useful information to management, analysts and investors regarding certain additional financial and business trends relating to its results of operations and financial condition. In addition, management uses these measures for reviewing financial results of the Company. The financial return metrics are calculated on a trailing four quarter basis. Our manner of calculating these return metrics is set forth in the footnotes below and may not be comparable to the manner in which other companies calculate these return metrics.
(2) Net Income/Average Assets
(3) (1-Tax Rate)*(EBIT)/(Average Assets – Average Cash – Average Non-Interest Bearing Current Liabilities). EBIT, which is not presented as a stand-alone financial measure, is a non-GAAP financial measure and equals net income plus interest expense plus provision for income taxes.
(4) Net Income/Ending Equity
Non-GAAP Financial Measures
While the Company reports financial results in accordance with US generally accepted accounting principles (GAAP), we also provide certain non-GAAP operating performance measures. This non-GAAP information is provided as a supplement, not as a substitute for measures of financial performance prepared in accordance with GAAP. We use this information internally to make operating decisions and believe it is helpful to investors because it allows period-to-period comparisons of our ongoing operating results.  The information can also be used to perform trend analysis and to better identify operating trends that may otherwise be masked or distorted by these types of items.  Finally, the Company believes such information provides a higher degree of transparency for certain items.  Investors should consider non-GAAP measures in addition to, not as a substitute for measures of financial performance prepared in accordance with GAAP.
CONTACT: Investor Relations
         (336) 615-8065
         investorrelations@thefreshmarket.com
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Pixelworks (PXLW) to Demonstrate Enhanced Mobility for Projectors at InfoComm

Pixelworks, Inc. (NASDAQ: PXLW), a pioneer in innovative video and display processing technology, today announced that its latest innovations for the projector market will be on display at InfoComm 2013. The company plans to demo new software and feature standards for projectors that not only enhance the projected viewing experience, but also significantly improve collaboration and mobility, as well.

One of the most important advancements the company will be demonstrating is VueMagic. VueMagic enables mobile platforms to connect projectors and displays via a standard WiFi connection to share content for display and collaboration. It is OS independent and requires no additional or special hardware in the mobile device. This provides advanced connectivity and control functions to all types of mobile devices, regardless of manufacturer or age. Presenters and audiences can capture notes, audio recordings, collaborate and much more. For additional information about VueMagic Mobile Presenter, please visit http://pwPresenter.pixelworks.com.

“We’re very much looking forward to showing off our technology at InfoComm,” said Graham Loveridge, Sr. Vice President of Marketing at Pixelworks. “Quite frankly, we’ve been working hard implementing our new technology across all our markets—UHD TVs, projectors and mobile—and now it’s time to display the results.”

To obtain an invitation to the Pixelworks suite at InfoComm, or for additional information about Pixelworks’ products, including the company’s newest connectivity enhancements for projectors, or video display processors, please contact your local Pixelworks office (http://www.pixelworks.com/locations.php).

About Pixelworks, Inc.

Pixelworks creates, develops and markets video display processing technology for digital video applications that demand the very highest quality images. At design centers around the world, Pixelworks engineers constantly push video performance to keep manufacturers of consumer electronics and professional displays worldwide on the leading edge. The company is headquartered in San Jose, CA.

For more information, please visit the company’s Web site at www.pixelworks.com.

Note: Pixelworks, the Pixelworks logo and VueMagic are registered trademarks of Pixelworks, Inc.

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Mitek (MITK) Receives Patent for Signature Verification and Fraud Detection

15th Patent Quantifies the Mathematics of Signature Validation

SAN DIEGO, May 29, 2013 (GLOBE NEWSWIRE) — Mitek (Nasdaq:MITK) (www.miteksystems.com), a leading mobile imaging software solutions provider, today announced that it has been issued U.S. Patent No. 8,452,098, “Methods for Applying a Signature Simplicity Analysis for Improving the Accuracy of Signature Validation,” by the U.S. Patent and Trademark Office. This patent describes the process for measuring signature simplicity, and using it to detect fraud. Mitek now has 15 U.S. and international patents issued and 24 patent applications pending in the U.S. and Canada.

Detecting user fraud in the mobile channel is a high priority for financial institutions, especially as consumers demand an increasing array of services on their mobile devices such as paying bills, depositing checks and more. When someone signs a check or other document, their signature is a unique and valuable tool for user verification and fraud detection. Some signatures are clearly presented, while others are an illegible scribble, but both are as individual as a fingerprint and can be used to identify fraudulent activity.

Mitek’s newly-patented method measures signature “simplicity”, the inherent mathematical simplicity of strokes used to create a signature. This allows Mitek to identify patterns of signature style, a key method which recognizes attempts at forgery. A “simplicity” score is used to adjust Mitek’s signature validation on-the-fly thus preventing fraudulent signatures from being accepted. For example, if someone tries to forge a complex signature (signature with lots of pen movements) with a relatively simple one, Mitek’s technology is able to evaluate the simplicity of both versions, compare them, and identify fraudulent patterns.

“Over the past three decades, Mitek has invested in building innovative technologies related to mobile imaging that solve complex business problems with the snap of a mobile device camera,” said Mitek CTO, Michael Strange. “The newest patent reinforces our commitment to creating solutions that leverage intelligent mobile image capture technology for the benefit of our customers and end-users.”

Mitek’s portfolio of mobile imaging solutions include: Mobile Deposit®, Mobile Photo Bill Pay™, Mobile Photo Quoting™ and more. These solutions enable consumers to easily and securely conduct transactions such as depositing a check, paying a bill and getting an insurance quote with a smartphone or tablet camera.

About Mitek

Headquartered in San Diego, CA., Mitek (Nasdaq:MITK) is a mobile imaging software solutions provider that allows users to remotely deposit checks, pay their bills, get insurance quotes, and transfer credit card balances by snapping a picture with their camera-equipped smartphones and tablets instead of using the device keyboard. Mitek’s technology increases convenience for the consumer by eliminating the need to go to the bank branch or automated teller machine, and dramatically reduces processing and customer acquisition costs while increasing customer retention. With a strong patent portfolio, Mitek is positioned as the leading innovator in mobile imaging software and currently provides its solutions to Fortune 500 financial services companies. For more information about Mitek, please visit http://www.miteksystems.com.

Connect with us on Facebook: http://www.facebook.com/MitekSystems

Follow us on Twitter: @miteksystems

See us on YouTube: http://www.youtube.com/miteksystems

Read our latest blog post: http://www.miteksystems.com/blog

CONTACT: Mitek Contacts:
         Ann Reichert
         Director of Marketing
         pr@miteksystems.com

         Sarah Schulz
         Mix Public Relations
         pr@mix-pr.com

company logo

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Service Corp. (SCI) To Acquire Stewart Enterprises, Inc.

HOUSTON, May 29, 2013 /PRNewswire/ — Service Corporation International (NYSE: SCI) announced today the signing of a definitive agreement with Stewart Enterprises, Inc. (Nasdaq GS: STEI) to acquire all of Stewart’s outstanding shares of Class A and Class B common stock for $13.25 per share in cash.  The acquisition, which has been approved by the Board of Directors of both companies, has an enterprise value of $1.4 billion.

Tom Ryan, SCI’s President and Chief Executive Officer, commented on the announcement today:  “We are very pleased to announce this agreement to merge Stewart Enterprises into our Company.  Throughout its 100 year history, and for the last five decades of Frank Stewart’s tremendous leadership, Stewart Enterprises has compiled an impressive portfolio of high quality funeral homes and cemeteries across North America.  This network of funeral homes and cemeteries, led by Stewart’s outstanding 4,800 associates, enjoys a tremendous leadership position in their communities with a reputation of providing families with superior and compassionate service.  We are extremely excited by the prospect of working alongside the Stewart associates and continuing to build on their success.”

The acquisition will expand SCI’s unparalleled network in the highly fragmented funeral and cemetery industry in North America.  The combined company is expected to have pro forma revenue of nearly $3 billion and a pro forma backlog of future preneed revenue exceeding $9 billion. The two companies have 2,168 locations in 48 states, eight Canadian provinces and Puerto Rico. These locations include 1,653 funeral homes and 515 cemeteries, of which 282 are combination locations.

The acquisition is subject to customary closing conditions, which include the approval from Stewart’s shareholders and the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Act. Concurrently with the signing of the definitive agreement today, SCI entered into a voting agreement with Frank B. Stewart, Jr., pursuant to which Mr. Stewart agreed to vote in favor of the acquisition. SCI anticipates the closing of the acquisition late in this calendar year or early in 2014.

SCI has a proven track record of successfully integrating large acquisitions and delivering or exceeding its expected synergies.  SCI expects to generate approximately $60 million in annual cost savings from the combined companies.  These synergies are anticipated to be fully realized over a 24 month period after the closing date.  The synergies are generally expected to be comprised of reduced back-office systems and infrastructure costs, elimination of duplicate public company and management structure costs, and improved purchasing power.  Material workforce reductions at the field operating level are not expected.  While SCI clearly understands the need to combine the two companies efficiently, it intends to maintain an infrastructure presence within Stewart’s base of New Orleans, Louisiana.  SCI estimates it will incur cash costs of approximately $30 million to generate these synergies over the two year period after the closing of this transaction.

SCI believes the acquisition is well-aligned with its long-term strategy of delivering sustainable growth and enhancing shareholder value.  Excluding anticipated one-time implementation, financing and closing costs, the acquisition is expected to be immediately accretive to normalized earnings per share and adjusted cash flows from operations.  SCI also expects the acquisition to generate a compelling return that is consistent with its capital deployment strategy.

SCI has received a commitment to finance the acquisition from JPMorgan Chase Bank, N.A. that, together with cash on hand, will be sufficient to consummate the acquisition.  J.P. Morgan Securities LLC and Shearman & Sterling LLP have served as financial and legal advisors, respectively, to SCI. SCI believes the strong cash flow and balance sheet of the combined company will support continued investment in growth initiatives as well as facilitate deleveraging post-close.  SCI anticipates the continuation of its regular quarterly cash dividends.

Conference Call Information

We will host a conference call this morning at 9:00 a.m. Central Time to discuss this transaction. An accompanying investor presentation will be available for download on our website at www.sci-corp.com under the investor relations page.  The conference call dial-in number is (847) 619-6250 with the passcode of 34987151. The conference call will also be broadcast live via the Internet and can be accessed through our website at www.sci-corp.com.  A replay of the conference call will be available through June 28, 2013 and can be accessed at (630) 652-3042 with the passcode of 34987151#.  Additionally, a replay of the conference call will be available on our website for approximately ninety days.

Additional Information About This Transaction

In connection with the proposed transaction, Stewart Enterprises will file a proxy statement with the SEC. INVESTORS ARE URGED TO READ THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain the proxy statement, as well as other filings containing information about Stewart Enterprises and SCI, free of charge, at the website maintained by the SEC at www.sec.gov.  Copies of the proxy statement and other filings made by Stewart Enterprises with the SEC can be obtained, free of charge, by directing a request to Stewart Enterprises, Inc., 1333 South Clearview Parkway, Jefferson, Louisiana 70121, Attention: Corporate Secretary. Filings made by SCI with the SEC can also be obtained, free of charge, by directing a request to Service Corporation International, 1929 Allen Parkway, Houston, Texas 77019, Attention: Corporate Secretary.  For more information about Service Corporation International, please visit our website at www.sci-corp.com.  For more information about Dignity Memorial®, please visit www.dignitymemorial.com.

Participants In The Solicitation

The directors and executive officers of Stewart Enterprises, Inc. and SCI and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding Stewart Enterprises’ directors and executive officers is available in its annual proxy statement filed with the SEC on February 22, 2013. Information regarding SCI’s directors and executive officers is available in its annual proxy statement filed with the SEC on March 28, 2013. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement and other relevant materials to be filed with the SEC when they become available. Investors should read the proxy statement carefully when it becomes available before making any voting or investment decisions.

Forward-Looking Statements

Information set forth in this release contains forward-looking statements, which involve a number of risks and uncertainties. Readers are cautioned that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Such forward-looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving SCI and Stewart Enterprises, including future financial and operating results, the combined company’s plans, objectives, synergies, expectations and intentions and other statements that are not historical facts.

The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the ability to obtain regulatory approvals of the transaction on the proposed terms and schedule; the failure of Stewart Enterprises’ shareholders to approve the transaction; the risk that the businesses will not be integrated successfully; the risk that the cost savings and any other synergies from the transaction may not be fully realized or may take longer to realize than expected; disruption from the transaction making it more difficult to maintain relationships with customers, employees or suppliers. Additional factors that may affect future results are contained in SCI’s filings with the SEC, which are available at www.sci-corp.com.  SCI disclaims any obligation to update and revise statements contained in these materials based on new information or otherwise.

About Service Corporation International

Service Corporation International (NYSE: SCI), headquartered in Houston, Texas, is North America’s leading provider of deathcare products and services.  At March 31, 2013, we owned and operated 1,437 funeral homes and 374 cemeteries (of which 213 are combination locations) in 43 states, eight Canadian provinces and the District of Columbia.  Through our businesses, we market the Dignity Memorial® brand which offers assurance of quality, value, caring service, and exceptional customer satisfaction.  For more information about Service Corporation International, please visit our website at www.sci-corp.com.  For more information about Dignity Memorial®, please visit www.dignitymemorial.com.

SCI Contacts
Investors: Debbie Young / Investor Relations
(713) 525-9088
debbie.young@sci-us.com
Media: Lisa Marshall / Corporate Communications
(713) 525-3066
lisa.marshall@sci-us.com
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Jameson Stanford Resources (JMSN) Announces Completion of Reverse Merger

LAS VEGAS, NV — (Marketwired) — 05/29/13 — Jameson Stanford Resources Corp. (OTCBB: JMSN) (the “Company”), a metals and minerals exploration, development and production company, today announced that it has completed its reverse merger. The Company is now a fully reporting public company with its shares quoted on the Over The Counter Bulletin Board under the symbol JMSN.

“This is a very proud day and the completion of this reverse merger represents a critical step in the execution of our company’s business model,” said Michael Stanford, President and CEO of Jameson Stanford Resources. “We are building what we believe will soon be recognized as the premier supplier of metal ore, mineral products and metallurgical services to regional customers.”

Jameson Stanford Resources, based in Utah, is currently developing three different areas in the foothills outside of Salt Lake City. Each of the three projects represents a very credible opportunity for the extraction and sale of high quality ores and precious metals. Further details will be provided via a separate press release in the very near future.

About Jameson Stanford Resources Corp.

Jameson Stanford Resources is focused on developing significant mining claims, mineral leases and excavation rights for projects located in historic mining districts and other sites in central and southwestern Utah. The Company is presently engaged in exploration and development activities in connection with two high-grade copper, gold, silver and base metals properties located in historic mining districts in Beaver County and Juab County, Utah. In addition, Jameson Stanford Resources has acquired excavation rights and special permitting related to deposits of alluvial minerals and silica sand located in Weber County, Utah.

Safe Harbor Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events or results to differ materially from those projected in the forward-looking statements as a result of various factors and other risks, including those set forth in the Company’s Form 10-K filed with the Securities and Exchange Commission. You should consider these factors in evaluating the forward-looking statements included herein, and not place undue reliance on such statements. The forward-looking statements in this release are made as of the date hereof and the Company undertakes no obligation to update such statements.

Contact:

Jameson Stanford Resources Corp.
Las Vegas, NV
www.JamesonStanford.com
702-933-0808
IR@JamesonStanford.com

Mission Investor Relations
Atlanta, GA
www.MissionIR.com
404-941-8975
Investors@MissionIR.com

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BG Medicine (BGMD) Announces New Data on Test in Heart Failure

European Society of Cardiology Heart Failure Congress Features 15 Presentations and Two Symposia on Galectin-3

WALTHAM, Mass., May 28, 2013 (GLOBE NEWSWIRE) — BG Medicine, Inc. (Nasdaq:BGMD) today announced the presentation of new clinical research data on the BGM Galectin-3® test in heart disease at the 2013 European Society of Cardiology Heart Failure Congress (ESC-HF) in Lisbon, Portugal. Among the highlights was a late-breaking oral presentation of results from the Aldo-DHF Biomarker Substudy which demonstrated the usefulness of galectin-3 testing for assessing functional capacity and clinical prognosis in patients diagnosed with a form of heart failure known as Heart Failure with Preserved Ejection Fraction (HFpEF).i Heart Failure with Preserved Ejection Fraction is the fastest growing type of clinical heart failure in the United States and Europe, disproportionately affecting women and accounting for one-third to one-half of all hospital admissions for heart failure.ii

The Aldo-DHF study findings were presented by Dr. Frank Edelmann of the Department of Cardiology and Pneumology and the German Center for Cardiovascular Research at the University of Göttingen. The title of Dr. Edelmann’s late-breaking special sessions oral presentation was Galectin-3 Reflects Functional Capacity and Clinical Outcome in Heart Failure with Preserved Ejection Fraction (The Aldo-DHF Biomarker Substudy.)

“Galectin-3 has the potential to be a valuable test in clinical risk stratification for heart failure patients. In this study of 422 patients with diagnosed HFpEF, elevated galectin-3 levels, and particularly changes in galectin-3 over time, were statistically predictive of subsequent hospitalizations and mortality,” commented Dr. Edelmann.

“The data presented at ESC-HF further demonstrate that galectin-3 may be an important determinant of heart failure risk across the clinical spectrum of disease,” stated Paul Sohmer, President and CEO of BG Medicine. “Unplanned hospitalizations of patients with heart failure are a major cost burden on healthcare systems, particularly among patients with a diagnosis of HFpEF, one of the fastest growing but most difficult types of heart failure to identify and treat. The data presented at ESC-HF suggest that galectin-3 testing may help to identify HFpEF patients who are at risk of near-term adverse events.”

In addition to the presentation of the Aldo-DHF Biomarker Substudy, other research on galectin-3 in heart disease presented at the ESC-HF meeting included:

– Reduction in 30 Day Death and Heart Failure Rehospitalization with Mineralocorticoid Receptor Antagonists: An Analysis from the COACH Study, A. Maisel (San Diego, US), et. al.

– Late-breaking Research Abstract Presentation

– Galectin-3 in Heart Failure with Preserved Versus Reduced Ejection Fraction, R. Santhanakrishnan (Singapore), et al.

– Abstract P-1737

– Elevated Plasma Galectin-3 Levels Correlate with Echocardiographic Parameters of Diastolic Dysfunction in Patients with Stable Heart Failure with Preserved Ejection Fraction (HFpEF), B. Munoz Calvo (Alcalá de Henares, Spain), et al. 

Abstract P-1301

– Galectin-3, Soluble ST-2 Protein and Echocardiographic Parameters in Clinically Stable Dilated Cardiomyopathy Patients, C.A. Wojciechowska (Zabrze, Poland), et al.

– Abstract P-595

In addition to the presentations of original research, two conference satellite symposia were also held at ESC-HF: “Biomarker-guided Therapy in Heart Failure– Role of Galectin-3”, and “Reducing Hospital Readmissions for Heart Failure– Can Galectin-3 Help?”

About BGM Galectin-3 Testing

Galectin-3 has been implicated in a variety of biological processes important in the development and progression of heart failure. Higher levels of galectin-3 are associated with a more aggressive form of heart failure, which may make identification of high-risk patients using galectin-3 testing an important part of patient care. Galectin-3 testing may be useful in helping physicians determine which patients are at higher risk of death or hospitalization, including 30-day readmission. www.galectin-3.com

About BG Medicine, Inc.

BG Medicine, Inc. (Nasdaq:BGMD) is a diagnostics company focused on the development and commercialization of novel cardiovascular tests to address significant unmet medical needs, improve patient outcomes and reduce healthcare costs. For additional information about BG Medicine, heart failure and galectin-3 testing, please visit www.bg-medicine.com and www.galectin-3.com.

The BG Medicine Inc. logo is available for download here

Forward Looking Statements

Certain statements made in this news release contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended, that are intended to be covered by the “safe harbor” created by those sections. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “will,” “should,” “could,” “seek,” “intend,” “plan,” “estimate,” “anticipate” or other comparable terms. Forward-looking statements in this news release address our belief in the usefulness of galectin-3 testing for assessing functional capacity and clinical prognosis in patients diagnosed with HFpEF; our belief that HFpEF is the fast growing type of clinical heart failure in the United States and Europe and one of the most difficult types of heart failure to identify and treat; our belief in the usefulness of galectin-3 testing in helping physicians identify which patients are at higher risk of death, hospitalization or readmission; our belief in the ability of elevated galectin-3 levels and changes in galectin-3 over time to predict subsequent hospitalization and mortality; our belief that galectin-3 testing can help clinicians customize treatment to improve patient management for HFpEF patients; our belief that identification of high-risk patients using galectin-3 testing may become an important part of patient care; our belief that unplanned hospitalizations of patients with heart failure are a major cost burden on healthcare systems, particularly among HFpEF patients; and our belief in the importance of repeated testing of galectin-3 for monitoring disease progression and risk stratification. Forward-looking statements are based on management’s current expectations and involve inherent risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements, as a result of various factors including those risks and uncertainties described in the Risk Factors and in Management’s Discussion and Analysis of Financial Condition and Results of Operations sections of our recent filings with the Securities and Exchange Commission, including our most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. We urge you to consider those risks and uncertainties in evaluating our forward-looking statements. We caution readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. Except as otherwise required by the federal securities laws, we disclaim any obligation or undertaking to publicly release any updates or revisions to any forward-looking statement contained herein (or elsewhere) to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

i Fonarow GC, Stough WG, et al. Characteristics, treatments, and outcomes of patients with preserved systolic function hospitalized for heart failure: a report from the OPTIMIZE-HF Registry. J Am Coll Cardiol. 2007 Aug 21;50(8):768-77.

ii Gurwitz JH, Magid DJ, et al. Contemporary prevalence and correlates of incident heart failure with preserved ejection fraction. Am J Med. 2013 May;126(5):393-400.

CONTACT: Media Contact:
         Douglas MacDougall, MacDougall Biomedical Communications
         (781) 235-3060

         Investor Contact:
         Chuck Abdalian, EVP & Chief Financial Officer
         (781) 434-0210

BG Medicine Inc. logo

Tuesday, May 28th, 2013 Uncategorized Comments Off on BG Medicine (BGMD) Announces New Data on Test in Heart Failure

Ocean Bio-Chem’s (OBCI) CEO, Peter Dornau Interview

FORT LAUDERDALE, Fla., May 28, 2013 /PRNewswire/ — Ocean Bio-Chem, Inc. (NASDAQ: OBCI), a leading manufacturer and distributor of appearance, performance, and maintenance products serving the marine, automotive, power sports, recreational vehicle and outdoor power equipment markets, is pleased to announce that its Chairman and CEO, Peter Dornau, was recently interviewed by CEOLive.TV.

The entire interview is available on YouTube at http://ceolive.tv/ocean-bio-chem/obci-videos/1182-ceolive-investor-insight-series-mr-peter-dornau-ceo-of-ocean-bio-chem-obci .  In the interview, Mr. Dornau explains the Company’s achievements, the unique quality of its products,  growth opportunities and business strategy.

Mr. Dornau focused in the interview on the growth opportunities  Ocean Bio-Chem’s has with its’ recently EPA approved new product, “Xtrem-A-Cide P®, which utilizes Ocean Bio-Chem’s patented technology to generate a chlorine dioxide solution which can be applied as a deep-penetrating spray for easy application for surface eradication of Staphylococcus aureus (MRSA), salmonella, HIV1, Hepatitis A, Herpes Simplex-2, Influenza-A, Rhinovirus Type 37, E-Coli and many other germs, viruses and fungi.

Mr. Dornau explained there is a tremendous market for this new product, from home use to hospitals, cruise ships, hotels and other hospitality facilities, gyms, rest rooms, arenas, food processing operations and schools.

He said the product has the potential to dwarf the current $31 million in annual sales of Ocean Bio-Chem products.  Mr. Dornau explained there is a huge need for a product such as this as nothing in the current market is as effective.

CEOLIVE.TV also has posted a Corporate Profile on the Company at  http://ceolive.tv/ocean-bio-chem .

About Ocean Bio-Chem, Inc.:
Ocean Bio-Chem, Inc. is principally engaged in the manufacturing, marketing and distribution of a broad line of appearance and maintenance products for boats, recreational vehicles, automobiles, power sports, outdoor power equipment and motorcycle markets under the Star brite® StarTron® and other trademarks within the United States of America and Canada. In addition, the Company produces private label formulations of many of its products for various customers and provides custom blending and packaging services for these and other products.

The Company trades publicly under NASDAQ Capital Markets, Ticker Symbol: OBCI.

The Company’s web sites are: www.oceanbiochem.com, www.starbrite.com and www.startron.com and nos-guard.com

About CEOLIVE.TV:

CEOLIVE is an investor media provider featuring publicly traded companies. Presentations address topics related to the company’s business performance and strategy but are not intended to provide the first announcement of material information or developments. They will discuss matters announced through other channels or that are not themselves considered material information under securities laws, even though the matters may be important to shareholders. To find out more, please visit: http://www.ceolive.tv.

Contact:

Peter Dornau
CEO and President
pdornau@starbrite.com
954-587-6280

Jeff Barocas
Vice President & CFO
Jbarocas@starbrite.com
954-587-6280

Paul Knopick
E & E Communications
pknopick@eandecommunications.com
940.262.3584

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Sinovac (SVA) Reports Unaudited First Quarter 2013 Financial Results

-Conference call scheduled for Tuesday, May 28, 2013 at 8:00 AM EDT –

BEIJING, May 28, 2013 /PRNewswire/ — Sinovac Biotech Ltd. (NASDAQ: SVA), a leading provider of biopharmaceutical products in China, announced today its unaudited first quarter financial results for the period ended March 31, 2013.

First Quarter 2013 Financial Highlights (Year-over-year comparisons to first quarter 2012)

 

  • Total sales increased by 68% to $10.1 million.
  • Gross profit increased by 90% to $7.1 million and gross profit margin percentage increased to 70% from 62%.
  • Net loss attributable to common stockholders was $2.0 million, or $0.04 per basic and diluted share, compared to a net loss of $5.6 million, or $0.10 per basic and diluted share, for the first quarter 2012.
  • Cash and cash equivalents totaled $91.6 million as of March 31, 2013, compared to $91.2 million as of December 31, 2012.

Business Highlight:

  • In January 2013, Sinovac completed a pre-clinical study for its varicella vaccine candidate and submitted an application to the China Food and Drug Administration (CFDA) to commence clinical trials.
  • In April, Sinovac Biotech Co., Ltd. or Sinovac Beijing, the main operating subsidiary company of Sinovac, obtained a certificate of Good Manufacturing Practices for Pharmaceutical Products (GMP certificate) from the China Food and Drug Administration (CFDA) for its proprietary vaccines, its Haidian bulk production plants, and its Changping filing and packaging facility. The GMP certificate covers Sinovac Beijing’s vaccines commercialized in China and approved for stockpiling, inclusive of the inactivated hepatitis A vaccine (human diploid cell); Inactivated hepatitis A and B combined vaccine; influenza vaccine (split virion), inactivated; H5N1 pandemic influenza vaccine (inactivated, adjuvanted); pandemic influenza vaccine (split virion, adjuvanted); and H1N1 influenza A vaccine (split virion, inactivated). The GMP certificate is valid for five years expiring on April 17, 2018.

Dr. Weidong Yin, Chairman, President and CEO, commented, “I am very pleased with the sales performance of our hepatitis A vaccine in the first quarter 2013, which is the primary driver to the total sales growth of 68% year-over-year.  In the first quarter, the mumps vaccine manufactured by our Dalian site was commercialized, which also contributed to the sales growth in the first quarter.”

Dr. Yin continued, “As our commercialized vaccines keep growing, our near-term pipeline product, the enterovirus 71 (EV71) vaccine, realized another significant milestone. Enterovirus 71 (EV71) vaccine remains to be a significant unmet medical need across China and Asia because of the widespread outbreaks of hand, foot and mouth disease (HFMD) caused by EV71 and significant pediatric mortality rates. In 2012, over 2 million cased were reported and over 500 fatal cased published by China National Health and Family Planning Commission ( or “NHFPC”, previously named China Ministry of Health). We announced the approximately 95% efficacy rate of our proprietary EV71 vaccine from the phase III clinical trial on this vaccine. Based on the study results, our EV71 vaccine candidate has a good safety, immunogenicity and efficacy profile. The next step is to file the new drug application to Beijing Drug Administration in order to apply for the new drug certificate and the production license. And it is expected to launch in 2014.”

“We are also committed to advance our other vaccine development pipeline. We have a few pipeline products, including varicella vaccine, pneumococcal vaccines and rubella vaccine that are under the evaluation by CFDA for granting a clinical trial approval. We believe the advancement of these product development programs will maintain our sustainable growth in long term.”

Financial Review for First Quarter Ended March 31, 2013

An analysis of sales and gross profit is as follows:

In USD’000 2013Q1 % of Sales 2012Q1 % of Sales Change %
Hepatitis A – Healive 6,165 61.3% 1,612 27.0% 282.4%
Hepatitis A&B – Bilive 2,995 29.8% 4,015 67.2% -25.4%
Hepatitis vaccines 9,160 91.1% 5,627 94.2% 62.8%
Influenza vaccines 294 3.0% 314 5.3% -6.4%
Core sales 9,454 94.1% 5,941 99.5% 59.1%
Animal vaccine 13 0.1% 32 0.5% -59.4%
Mumps vaccines 585 5.8%
Total sales 10,052 100% 5,973 100% 68.3%
Cost of goods sold 2,992 29.8% 2,255 37.8% 32.7%
Gross profit 7,060 70.2% 3,718 62.2% 89.9%

Total sales for the first quarter 2013 increased by 68% to $10.1 million, from $6.0 million in first quarter of 2012. The total sales growth was primarily driven by sales increase in Healive which was due to the favorable competitive landscape. The mumps vaccine manufactured by our Dalian site was firstly commercialized in the current quarter that also contributed to the total sales growth. The total sales growth was partly offset by the decrease of Bilive sales.

Gross profit of the first quarter 2013 increased by 90% to $7.1 million from $3.7 million in the same period of 2012. Gross profit margin percentage increased to 70% from 62% in 2012 with Healive sales represented 61% of the current quarter sales compared to 27% in same period of 2012.  The main reasons for the increased gross profit margin in first quarter 2013 were the lower unit cost of Healive resulted from higher production volume in response to increased sales and the higher sales mix of Healive vaccines in syringe sold at premium price.

Selling, general and administrative expenses for the first quarter 2013 were $6.4 million, compared to $4.3 million in the same period of 2012. SG&A expenses as a percentage of the sales in first quarter of 2013 were 63%, compared to 72% for the same quarter of prior year. The increase in SG&A expenses was mainly due to increased selling activities and costs that resulted in sales increases in hepatitis A and new mumps vaccines; Material and labor costs mainly for the ongoing validation activities to prepare for GMP certification for the EV71 manufacturing facilities in the Changping site; And higher operating, amortization and utilities costs in current quarter in Changping site, which was under renovation in same period of prior year.

R&D expenses in the first quarter of 2013 were $1.8 million, a significant decrease from $7.3 million in the same period of 2012 as the EV71 vaccine Phase III clinical trial was approaching to the end stage in current quarter where it just started in the same period of 2012. Also, since mumps was commercialized, no research and development expenses in current quarter while it was being developed in the same period of 2012.

Depreciation of property, plant and equipment and amortization of licenses and permits for the first quarter of 2013 was $0.8 million, compared to $0.3 million for the same period of prior year. Depreciation increased because more assets were put into service at the Changping facility since the last quarter of 2012.

Net loss attributable to stockholders in the first quarter of 2013 was $2.0 million, or $0.04 per basic and diluted share, compared to a net loss of $5.6 million, or $0.10 per basic and diluted share, for the same quarter of last year.

As of March 31, 2013, cash and cash equivalents totaled $91.6 million, compared to $91.2 million as of December 31, 2012. Net cash used in operating activities was $5.6 million in the first quarter of 2013. Net cash of $2.1 million was used in investing activities which was mainly used for payment and prepayment for acquiring property, plant and equipment for Changping facility. Net cash provided by financing activities was $8.0 million in the first quarter of 2013, including loan proceeds of $7.5 million drawn under credit facilities already in place supporting EV71 vaccine commercialization and daily operations. When appropriate, the Company will seek new sources of financing to commercialize other pipeline products.

Conference Call Details

The Company will host a conference call on Tuesday, May 28, 2013 at 8:00 a.m. EDT (May 28, 2013 at 8:00 p.m. China Standard Time) to review the Company’s financial results and provide an update on recent corporate developments. To access the conference call, please dial 1-877-407-4018 (USA) or 1-201-689-8471 (International). A replay of the call will be available from 11 a.m. EDT on May 28, 2012 to June 11, 2013 at midnight. To access the replay, please dial 1-877-870-5176 (USA) or 1-858-384-5517 (International) and reference the replay pin number 414862.

A live audio webcast of the call will also be available from the investors section on the corporate web site at www.sinovac.com. A webcast replay can be accessed on the corporate website beginning May 28, 2013 and the replay will remain available for 30 days.

About Sinovac

 

Sinovac Biotech Ltd. is a China-based biopharmaceutical company that focuses on the research, development, manufacturing and commercialization of vaccines that protect against human infectious diseases including hepatitis A and B, seasonal influenza, H5N1 pandemic influenza (avian flu), H1N1 influenza (swine flu) and mumps, as well as animal rabies vaccine for canines. The Company recently concluded the phase III clinical trial for enterovirus 71 (against hand, foot and mouth disease).  In 2009, Sinovac was the first company worldwide to receive approval for its H1N1 influenza vaccine, Panflu.1, and has manufactured it for the Chinese Central Government, pursuant to the government-stockpiling program.  The Company is also the only supplier of the H5N1 pandemic influenza vaccine to the government-stockpiling program. Sinovac is developing a number of new pipeline vaccines including vaccines for pneumococcal polysaccharides, pneumococcal conjugate, varicella and rubella. Sinovac sells its vaccines mainly in China and exports selected vaccines to Mongolia, Nepal, and the Philippines. Sinovac has also been granted a license to commercialize seasonal flu vaccine in Mexico.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by words or phrases such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements. Among other things, the business outlook and quotations from management in this press release contain forward-looking statements. Statements that are not historical facts, including statements about Sinovac’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Sinovac does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

Helen Yang/Chris Lee
Sinovac Biotech Ltd.
Tel:  +86-10-8279-9871/9659
Fax:  +86-10-6296-6910
Email: ir@sinovac.com

Investors:
Stephanie Carrington
The Ruth Group
Tel:  +1-646-536-7017
Email: scarrington@theruthgroup.com

Media:
Aaron Estrada
The Ruth Group
Tel:  +1-646-536-7028
Email: aestrada@theruthgroup.com

SINOVAC BIOTECH LTD.
Consolidated Balance Sheets
(Unaudited)
March 31,2013
(Expressed in U.S. Dollars)
March 31,2013 December 31,2012
Cash and cash equivalents 91,562,252 91,240,956
Accounts receivable 27,343,747 23,440,135
Inventories 12,216,885 10,529,476
Prepaid expenses and deposits 934,590 1,072,078
Other assets 1,455,089
Total current assets 133,512,563 126,282,645
Property, plant and equipment 69,028,391 69,171,601
Land-use right 10,876,860 10,911,782
Long-term inventory 28,692
Long-term prepaid expenses 245,454 289,766
Deposits for acquistion of equipment 623,601 483,278
Deferred tax asset 444,481 445,589
License and permit 1,053,253 1,149,914
Total assets 215,784,603 208,763,267
Current liabilities
Loans payable 5,753,714 3,328,590
Accounts payable and accrued liabilities 26,862,950 24,777,808
Income tax payable 239,517 238,775
Deferred revenue 213,821 1,378,425
Deferred research grants 432,437 431,097
Total current liabilities 33,502,439 30,154,695
Deferred research grants 4,433,927 4,068,602
Loans payable 36,218,996 31,181,235
Due to related party 3,240,162 3,230,125
Deferred revenue – H5N1 10,826,303 10,693,247
Total long-term liabilities 54,719,388 49,173,209
Total liabilities 88,221,827 79,327,904
Commitments and contingencies
Stockholder’s equity
Common stock 55,099 55,092
Additional paid in capital 106,506,367 106,245,934
Accumulated other comprehensive income 11,975,712 11,770,927
Dedicated reserves 11,808,271 11,808,271
Accumulated deficit (14,164,251) (12,156,414)
Total stockholders’ equity 116,181,198 117,723,810
Non-controlling interest 11,381,578 11,711,553
Total equity 127,562,776 129,435,363
Total equity and liability 215,784,603 208,763,267
SINOVAC BIOTECH LTD.
 Consolidated Statements of Operations and Comprehensive Income (loss)
March 31,2013
 (Unaudited)
 (Expressed in U.S. Dollars)
 Jan-Mar 2013  Jan-Mar 2012
 Sales 10,052,215 5,973,467
 Cost of sales(exclusive of depreciation of land use right and amortization of licenses and permits of $103,762 and $54,979 in the first quarter of 2013 and 2012 respectively) 2,991,864 2,255,289
 Gross profit 7,060,351 3,718,178
 Selling, general and administrative expenses 6,363,357 4,320,289
 Provision for doubtful account 282,190
 Research and development expenses 1,847,607 7,342,172
 Depreciation of property, plant and equipment and amortization of licenses and permits 772,146 307,443
 Loss on disposal and Impairment of equipment (2,401)
 Government grants recognized in income (71,204)
 Total operating expenses 9,262,899 11,898,700
 Operating income (2,202,548) (8,180,522)
 Interest and financing expenses (663,087) (214,320)
 Interest income 441,318 597,671
 Other income and expenses 60,762 118,078
 Loss before income taxes and  Minority interest  (2,363,555) (7,679,093)
 Income taxes -current 2,902
 Income taxes -deferred (2,489)
 Income tax expense – total (2,489) 2,902.00
 Consolidated Net Loss  (2,366,044) (7,676,191)
Net Income attributable to the noncontrolling interest (358,207) (2,063,136)
 Net Income attributable to stockholders (2,007,837) (5,613,055)
 Net Loss (2,366,044) (7,676,191)
Foreign currency translation adjustment 233,709 646,783
 Total comprehensive income (loss) (2,132,335) (7,029,408)
  Less: comprehensive (income) loss attributable to non-controlling interests (329,283) (1,979,589)
 Comprehensive income (loss) attributable to stockholders (1,803,052) (5,049,819)
 Weighted average number of shares of
   Basic 55,097,228 54,608,919
  Diluted 55,097,228 54,608,919
 Loss per share
   Basic (0.04) (0.10)
   Diluted (0.04) (0.10)

 

SINOVAC BIOTECH LTD.
 Consolidated Statements of Cash Flow
March 31,2013
 (Unaudited)
 (Expressed in U.S. Dollars)
Jan-Mar 2013 Jan-Mar 2012
 Cash flows fromused in) operating activities:
 Net income(loss) (2,366,044) (7,676,191)
 Deferred income tax 2,489 (2,902)
 Stock-based compensation 75,839 80,175
 Inventory provison 85,864
 Provision for (recovery of) doubtful allowance 282,190
 Disposal of Fixed assets 436,739
 Fixed assets impairment
 Unrealized foreign exchange and gain (210,581)
 Research and development expenditures qualified for government grant (79,113)
 Depreciation of property, plant and equipment, 1,698,367 1,252,550
 Deferred government grants recognized as income (71,204)
 Accreation expenses 68,391
 Changes in assets and liabilities:
 Accounts receivable, trade (3,777,167) (1,285,806)
 Inventory (3,075,056) (1,319,475)
 Income tax payable 12,210
 Prepaid expenses and deposits (143,749) 782,156
 Defer revenue (1,066,999) (99,517)
 Accounts payables and accrued liabilities 2,364,764 (3,404,810)
 Net cash provided by operating activities (5,568,627) (11,868,253)
 Cash flows from financing activities
 Loan proceed 7,479,781 2,023,939
 Loan Payments
 Proceeds from issuance of common stock 164,000 3,040
 Proceed from shares subscribed
 Exercise of stock options 10,880 47,360
 Government grant received 303,626
 Repayment from (loan to) non-controlling shareholder of Sinovac Beijing (800,717)
 Repayment from (loan to) non-controlling shareholder of Sinovac Dalian 3,175,266
 Net cash provided by financing activities 7,958,287 4,448,888
 Cash flows from investing activities:
 Proceeds from disposal of equipment
 Proceeds from redemption of short-term investments
 Purchase of short-term investments
 Prepayments for acquisition of equipment (138,554)
 Acquisition of property, plant and equipment (2,021,953) (2,960,461)
 Net cash used in investing activities (2,160,507) (2,960,461)
 Exchange gain on cash and cash equivalents 92,143 582,778
 Increase in cash and cash equivalents 321,296 (9,797,048)
 Cash and cash equivalents, beginning of year 91,240,956 104,286,695
 Cash and cash equivalents, end of year 91,562,252 94,489,647

 

Tuesday, May 28th, 2013 Uncategorized Comments Off on Sinovac (SVA) Reports Unaudited First Quarter 2013 Financial Results

AstraZeneca to Acquire Omthera Pharmaceuticals (OMTH)

PRINCETON, N.J., May 28, 2013 /PRNewswire/ — AstraZeneca today announced that it has entered into a definitive agreement to acquire Omthera Pharmaceuticals, a specialty pharmaceutical company based in Princeton, New Jersey, focused on the development and commercialization of new therapies for abnormal levels of lipids in the blood, referred to as dyslipidemia.

Omthera’s investigational product, Epanova™, for the potential treatment of patients with very high triglycerides, is a novel omega-3 free fatty acid composition that has been shown to bolster levels of eicosapentaenoic acid and docosahexaenoic acid significantly in the blood. In studies to date, it has been shown to reduce triglyceride levels and improve other key lipid parameters and is expected to increase convenience for patients by providing both two and four gram once-a-day doses with or without meals.

Under the terms of the agreement, AstraZeneca will acquire Omthera for $12.70 per share, or approximately $323 million, which has an Enterprise Value of approximately $260 million after incorporating Omthera’s cash balances of approximately $63 million. This represents a premium of 88% on Omthera’s closing price on Friday 24 May 2013. In addition to the cash payment, each Omthera shareholder will receive Contingent Value Rights (CVRs) of up to approximately $4.70 per share, equating to approximately $120 million in total, if specified milestones related to Epanova are achieved, or if a milestone related to global net sales is achieved. This will bring the total potential acquisition cost to approximately $443 million.

Omthera has completed pharmacokinetic and Phase III clinical studies to investigate the safety and efficacy profile of Epanova, a coated soft gelatin capsule containing a complex mixture of polyunsaturated free fatty acids derived from fish oils. In 2012, Omthera reported positive results from two Phase III trials (EVOLVE and ESPRIT) examining the effectiveness of Epanova in lowering very high triglycerides, and in reducing non-HDL cholesterol in combination with a statin for patients with high triglycerides. Both trials were conducted under a Special Protocol Assessment with the US Food and Drug Administration.

Omthera is expected to file a new drug application (NDA) in the US for Epanova in mid-2013 for patients with severe hypertriglyceridemia (triglyceride levels greater than or equal to 500mg/dL), with regulatory filings in other markets to follow. AstraZeneca aims to file a supplemental NDA as soon as possible for Epanova as a treatment for patients with mixed dyslipidemia (triglyceride levels of 200-499mg/dl), as well as in a fixed dose combination with CRESTOR® (rosuvastatin calcium) for those mixed dyslipidemia patients at high risk of a cardiovascular event. AstraZeneca intends to pursue a large-scale cardiovascular outcomes trial for Epanova in combination with statins.

Pascal Soriot, Chief Executive Officer of AstraZeneca said: “The number of people with elevated triglyceride levels is rising rapidly across the world, due in part to the increasing prevalence of obesity and diabetes. There is a clear need for effective and convenient alternatives to some of the existing treatments. Epanova offers real potential both as a distinctive monotherapy for the treatment of hypertriglyceridemia and in combination with Crestor for patients at high risk of adverse cardiovascular events. This is an exciting acquisition that clearly complements our existing portfolio in cardiovascular and metabolic disease, one of our core therapy areas.”

Gerald L. Wisler President & CEO, Board Member, and Co-Founder of Omthera, commented: “We are delighted to be joining AstraZeneca, a leading pharmaceutical company with a proven track record in the development and commercialization of global brands in the area of cardiovascular disease. We believe strongly that AstraZeneca can maximize the value of Epanova not only as a monotherapy treatment for dyslipidemia but also as a treatment for cardiovascular disease in combination with Crestor.”

The Board of Directors of Omthera has unanimously approved the terms of the agreement, and has recommended that its shareholders approve the transaction. AstraZeneca’s Board has also approved the terms of the agreement. Subject to the approval of Omthera’s shareholders as well as other conditions including customary regulatory approvals, the transaction is expected to close in the third quarter of 2013. Omthera’s shareholders representing approximately 60% of the current total shares outstanding have entered into a voting agreement with AstraZeneca to vote in favor of the transaction, subject to the conditions set out in the voting agreement.

About Epanova™
Epanova is a patent protected, novel, ultra-pure mixture of the free fatty acid forms of eicosapentaenoic acid (EPA) and docosahexaenoic acid (DHA) that meaningfully reduces triglycerides, improves other key lipid parameters and is expected to increase patient convenience with 2-gram once-a-day dosing with or without meals. Epanova is a coated soft gelatin capsule containing a complex mixture of polyunsaturated free fatty acids derived from fish oils, including multiple long-chain omega-3 and omega-6 fatty acids, with EPA, DHA, and docosapentaenoic acid being the most abundant forms of omega-3 fatty acids. Omthera Pharmaceuticals has completed pharmacokinetic and Phase III clinical studies to investigate the safety and efficacy profile of Epanova. In 2012 Omthera reported positive results from its Phase III EVOLVE and ESPRIT trials, both of which were conducted under a Special Protocol Assessment with the U.S. Food and Drug Administration. Omthera is expected to file an NDA for Epanova in mid-2013 for patients with triglyceride levels greater than or equal to 500mg/dL or for severe hypertriglyceridemia. Other planned indications for the monotherapy are as an adjunct to statin therapy and diet in patients with mixed dyslipidemia and increased triglycerides (greater than or equal to 200 and less than 500 mg/dL) and as an adjunct to statin therapy and diet in high-risk patients for the prevention and reduction of major adverse cardiovascular events. Omthera holds worldwide rights to Epanova under a license from Chrysalis Pharma AG, a privately held Swiss company that is the owner of the product.

About hypertriglyceridemia
Hypertriglyceridemia is a serum lipid disorder (dyslipidemia) defined by serum triglyceride levels of greater than or equal to 150 mg/dL. It is associated with an increased risk of cardiovascular diseases, such as coronary artery disease, or acute risk of pancreatitis if triglyceride levels exceed 500 mg/dL. In 2011, dyslipidemia affected 352 million people aged 20 or older across the major pharmaceutical markets (United States, France, Germany, Italy, Spain, United Kingdom, and Japan), caused by genetic predisposition and various secondary/contributing factors, such as lifestyle and dietetic behavior (e.g. obesity, malnutrition, metabolic syndrome), as well as by numerous diseases (e.g. diabetes, renal disease, autoimmune diseases). It is estimated that there are 5 million patients in the U.S. with TG levels > 500 mg/dL. A recent NHANES analysis of dyslipidemia in the US indicated that low-density lipoprotein levels have actually declined since the last analysis, but the percentage of patients with severe hypertriglyceridemia has risen sharply along with the dramatic increases in obesity.

About mixed dyslipidemia
The second most common form of dyslipidemia is mixed dyslipidemia. Physicians estimate that between 22% and 37% of patients have this form of dyslipidemia. The term mixed dyslipidemia refers to a condition in which the patient suffers from hypercholesterolemia, low high-density lipoprotein levels and hypertriglyceridemia. Due to the nature of the condition and the fact that different classes of antidyslipidemics offer different benefits in controlling lipid abnormalities, a combination therapy is often considered the most beneficial in patients with mixed dyslipidemia. Options are a combination of a statin with either fibrate or nicotinic acid or Omega-3 fatty acids.

About Omthera Pharmaceuticals, Inc.
Founded in 2008, Omthera Pharmaceuticals, Inc. is an emerging specialty pharmaceutical company that listed on NASDAQ in April 2013 (NASDAQ: OMTH). Led by a team of experts with exceptional experience in developing new therapies for lipid disorders, Omthera is dedicated to developing innovative therapies for the millions of patients who have elevated triglyceride levels and increased risk of cardiovascular disease. Omthera currently has 14 employees based in Princeton, New Jersey. For more information please visit: www.omthera.com

About AstraZeneca
AstraZeneca is a global, innovation-driven biopharmaceutical business that focuses on the discovery, development and commercialization of prescription medicines, primarily for the treatment of cardiovascular, metabolic, respiratory, inflammation, autoimmune, oncology, infection and neuroscience diseases. AstraZeneca operates in over 100 countries and its innovative medicines are used by millions of patients worldwide. For more information please visit: www.astrazeneca.com

CONTACTS

Omthera Pharmaceuticals contacts

Chris Schade, Executive Vice President and Chief Financial Officer +1 908 741 6402 (US)

AstraZeneca contacts

Media Enquiries
Ayesha Bharmal                         +44 20 7604 8034 (UK/Global)
Vanessa Rhodes                        +44 20 7604 8037 (UK/Global)
Tony Jewell                                 +1 (302) 885 4594 (US)
Jacob Lund                                 +46 8 553 260 20 (Sweden)

Investor Enquiries
James Ward-Lilley                      +44 20 7604 8122    mob: +44 7785 432613
Karl Hard                                    +44 20 7604 8123  mob: +44 7789 654364
Colleen Proctor                           + 1 302 886 1842     mob: +1 302 357 4882
Ed Seage                                    + 1 302 886 4065     mob: +1 302 373 1361

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(WPCS) Announces Reverse Split of Common Stock

EXTON, PA — (Marketwired) — 05/28/13 — WPCS International Incorporated (NASDAQ: WPCS), a leader in design-build engineering services for communications infrastructure, has announced that on May 28, 2013, it effected a one for seven reverse stock split of its issued and outstanding common stock to meet the requirements of a continued listing on the NASDAQ Capital Market.

WPCS initiated the reverse split pursuant to an amendment to its Certificate of Incorporation filed with the Secretary of State of Delaware on May 16, 2013, which became effective at 12:01 am on May 28, 2013. As of the effective date, each seven shares of issued and outstanding common stock will be converted into one share of common stock. The WPCS common stock will trade under a new CUSIP number of 92931L302. The Company’s ticker symbol of (NASDAQ: WPCS) will remain the same, however, the ticker symbol will be represented as (NASDAQ: WPCSD) for twenty trading days commencing from the effective date of May 28, 2013.

The purpose of the reverse stock split is to raise the per share trading price of WPCS common stock to regain compliance with the $1.00 per share minimum bid price requirement for a continued listing on the NASDAQ Capital Market. As previously disclosed, in order to maintain the WPCS listing on the NASDAQ Capital Market, on or before June 24, 2013, the common stock must have a minimum closing bid price of $1.00 per share for a minimum of ten prior consecutive trading days. The total issued and outstanding common stock will be decreased from approximately 6,950,000 shares to about 993,000 shares.

Andrew Hidalgo, Chairman and CEO of WPCS, commented, “WPCS values its NASDAQ Capital Market listing and we will continue to make the efforts necessary to be compliant. The management team has worked diligently to improve our financial results over the last two fiscal years. Now, we are in a better position to seek a shareholder value proposition. With our NASDAQ Capital Market listing, we can continue developing our short term strategy to deliver increased shareholder value.”

About WPCS International Incorporated:

WPCS is a design-build engineering company that focuses on the implementation requirements of communications infrastructure. The company provides its engineering capabilities including wireless communications, specialty construction and electrical power to the public services, healthcare, energy and corporate enterprise markets worldwide. For more information, please visit www.wpcs.com

Statements about the company’s future expectations, including future revenue and earnings and all other statements in this press release, other than historical facts, are “forward looking” statements and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward looking statements involve risks and uncertainties and are subject to change at any time. The company’s actual results could differ materially from expected results. In reflecting subsequent events or circumstances, the company undertakes no obligation to update forward looking statements.

CONTACT:

WPCS International Incorporated
610-903-0400 x101
Email Contact

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