Archive for August, 2013
(MEIL) Closes a Total of $1.5M Working Capital Facility
Methes Energies Closes a Total of $1,500,000 Working Capital Facility
LAS VEGAS, NV–(Aug 16, 2013) – Methes Energies International Ltd. (NASDAQ: MEIL), a renewable energy company that offers an array of products and services to biodiesel fuel producers, announced that its wholly-owned subsidiary, Methes Energies Canada Inc., has closed on a total of $1,500,000 Working Capital Facility for its Sombra, Ontario biodiesel manufacturing plant. The Facility was obtained through a Toronto, Ontario lending firm.
The Facility provides for up to $750,000 of cash advances against the company’s accounts receivables and an additional $750,000 in cash which can be used exclusively to purchase feedstock for the production of biodiesel.
Nicholas Ng, President of Methes Energies said, “Closing this transaction is a significant step forward for Methes as it provides additional resources to purchase more feedstock and increase production at our Sombra facility. We will now be able to operate the Denami 3000 in Sombra 24/7. We recently hired and trained additional employees and are now ready to process more feedstock into biodiesel. The demand for biodiesel remains strong and we believe that it will continue to do well for the rest of the year and beyond.”
About Methes Energies International Ltd.
Methes Energies International Ltd. is a renewable energy company that offers a variety of products and services to biodiesel fuel producers. Methes also offers biodiesel processors that are unique, truly compact, fully automated state-of-the-art and continuous flow that can run on a wide variety of feedstocks. Methes markets and sells biodiesel fuel produced at its showcase production facility in Mississauga, Ontario, Canada and at its recently commissioned 13 MGY facility in Sombra, Ontario, to customers in the U.S. and Canada, as well as providing multiple biodiesel fuel solutions to its clientele. Among its services are selling commodities to its network of biodiesel producers, selling their biodiesel production and providing clients with proprietary software to operate and control their processors. Methes also remotely monitors the quality and characteristics of its clients’ production, upgrades and repairs their processors and advises clients on adjusting their processes to use varying feedstock to improve the quality of their biodiesel. For more information, please visit www.methes.com.
This press release contains forward-looking statements regarding future events and financial performance. In some cases, you can identify these statements by words such as “may,” “might,” “will,” “should,” “except,” “plan,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” or “continue,” the negative of these terms and other comparable terminology. These statements involve a number of risks and uncertainties and are based on numerous assumptions involving judgments with respect to future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the Company’s control. There are or may be important factors that could cause our actual results to materially differ from our historical results or from any future results expressed or implied by such forward looking statements. These factors include, but are not limited to, those discussed under the section entitled “Risk Factors” in our Annual Report on Form 10-K for the year ended November 30, 2012, filed on February 25, 2013, as amended, which is available at the U.S. Securities and Exchange Commission website at www.sec.gov. The forward-looking statements in this press release are based upon management’s reasonable belief as of the date hereof. The Company undertakes no obligation to revise or update publicly any forward-looking statements for any reason.
Contacts:
Methes Energies International Ltd.
Michel G. Laporte
Chairman and CEO
702-932-9964
(NTSC) to be Acquired by Aurora Capital Group
CALABASAS, Calif., Aug. 16, 2013 — National Technical Systems, Inc. (NASDAQ: NTSC) (NTS), a leading provider of testing and engineering services, announced today that the Company has entered into an Agreement and Plan of Merger to be acquired by an affiliate of Aurora Capital Group, a Los Angeles-based private equity firm, that will result in NTS becoming a privately held company when the merger is completed. Pursuant to the Merger Agreement, at the effective time of the merger each share of the Company’s outstanding common stock will be converted into the right to receive an amount in cash equal to $23.00 per share, which reflects a premium of 38.7 percent over the closing price of the Company’s common stock on August 15, 2013.
The proposed merger is subject to the approval of NTS shareholders. The Company will ask its shareholders to consider and vote to approve the Merger Agreement at a Special Meeting of Shareholders, which is expected to be held no later than October 31, 2013.
Completion of the merger is not subject to a financing condition, but is subject to the accuracy of the representations and warranties, performance of the covenants and other agreements included in the Merger Agreement, and customary closing conditions for a transaction of this type. Assuming satisfaction of those conditions, the Company expects the merger to close before the end of 2013.
NTS President and CEO William C. McGinnis said, “This is an exciting time to be a part of NTS. We view this announcement as good news for our employees, good news for our customers and business partners, and good news for our shareholders. We believe Aurora Capital Group, based on its proven expertise in many industries that are important to NTS, like aerospace, defense and transportation, to name just a few, is the right partner for us. We look forward to working closely with them and continuing to build a bright and prosperous future for NTS and all our stakeholders.”
McGinnis added that NTS will continue to operate in much the same way as it always has and that he expects the core management team and staff will remain in place.
NTS Founder and Vice Chairman of the Board Aaron Cohen said, “I am extremely pleased and proud to see this transaction come to fruition. It will allow NTS and our employees to continue to grow and excel as the preeminent independent testing and engineering services organization in North America. With Aurora as a partner, I believe the Company’s potential is limitless. I wish to thank all our employees for their years of dedicated service to the Company and our clients for their continued support and trust in NTS.”
If the merger is approved by the shareholders and consummated, all outstanding shares of NTS common stock will be acquired for $23.00 per share. The Company’s shares of common stock will then be deregistered under the Securities and Exchange Act of 1934, as amended (the Exchange Act); NTS will no longer be subject to the reporting requirements of the Exchange Act; and the shares of its common stock will no longer trade on any market.
The NTS board of directors formed a special committee of three independent directors to consider the transaction and to negotiate the price per share and the terms of the Merger Agreement on behalf of the Company. Based upon the unanimous recommendation of the special committee, the board of directors approved the Merger Agreement and determined that the terms of the merger transaction are fair to, and in the best interests of, the public shareholders of NTS.
Donald J. Tringali, Chairman of the Board and Chairman of the Special Committee, said “After a thoughtful evaluation of all alternatives in consultation with our advisors, we conclude this is the best option for our shareholders. We believe Aurora’s unique perspective on NTS and the industries it serves not only will allow Aurora to be a great partner for the Company going forward, but will also deliver an exceptional result to our current shareholders. On behalf of the Board and all shareholders, I would like to thank the exceptional executive management team for putting us in a position to bring this transaction to our shareholders.”
Houlihan Lokey served as financial advisor and Sheppard Mullin LLP as legal counsel for the special committee. Gibson, Dunn & Crutcher LLP served as legal counsel to Aurora Capital Group.
Further details of the Merger Agreement are contained in a Current Report on Form 8-K filed by the Company today with the Securities and Exchange Commission (the SEC).
About Aurora Capital
Aurora Capital Group is a Los Angeles-based private investment firm managing over $2 billion of capital across several funds. This transaction would be executed by Aurora’s traditional private equity vehicle, which focuses on control investments in middle market businesses with leading market positions, strong cash flow profiles, and actionable opportunities for growth in partnership with operating management. Aurora also maintains a Resurgence fund, which invests in debt and equity securities of middle market companies and targets complex opportunities that are created by operational or financial challenges.
About National Technical Systems
National Technical Systems, Inc. is a leading provider of engineering services to the aerospace, defense, telecommunications, automotive and high technology markets. Through a world-wide network of resources, NTS provides full product life-cycle support, offering world class design engineering, compliance, testing, certification, quality registration and program management. For additional information about NTS, visit our website at www.nts.com or call 800-270-2516.
Forward-Looking Statements
This press release contains “forward looking statements” regarding the acquisition of NTS and other future events. Factors that could cause actual events to differ include, but are not limited to: (1) the incurrence of unexpected costs, liabilities or delays relating to the merger; (2) the failure to satisfy the conditions to the merger; and (3) the failure to obtain shareholder approval for the merger. Factors that may affect the future results of the Company are set forth in its filings with the Securities and Exchange Commission, including its recent filing on Form 10-K for the fiscal year ended January 31, 2013. Actual results, events and performance may differ materially. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. NTS undertakes no obligation to release publicly the result of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
Important Additional Information:
In connection with the proposed merger, the Company will file a proxy statement and other relevant documents concerning the proposed merger with the SEC. The proxy statement and other materials filed with the SEC will contain important information regarding the merger, including, among other things, the recommendation of the Company’s board of directors with respect to the merger. SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT AND OTHER PROXY MATERIALS THAT THE COMPANY FILES WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE MERGER AND RELATED MATTERS. You will be able to obtain the proxy statement, as well as other filings containing information about the Company, free of charge, at the website maintained by the SEC at www.sec.gov. Copies of the proxy statement and other filings made by the Company with the SEC can also be obtained, free of charge, by directing a request to National Technical Systems, Inc., 24007 Ventura Blvd., Calabasas, CA 91302, Attention: Corporate Secretary.
The Company and its executive officers and directors may be deemed, under SEC rules, to be participants in the solicitation of proxies from the Company’s shareholders with respect to the proposed merger. Information regarding the executive officers and directors of the Company is included in the Company’s Form 10-K filed with the SEC on April 30, 2013. More detailed information regarding the identity of the potential participants, and their direct or indirect interests, by security holdings or otherwise, will be set forth in the proxy statement and other materials to be filed with SEC in connection with the proposed merger.
Contact: Allen & Caron Inc | National Technical Systems |
Jill Bertotti (investors) | Michael El-Hillow, CFO |
jill@allencaron.com | mike.el-hillow@nts.com |
Len Hall (media) | (818) 591-0776 |
len@allencaron.com | |
(949) 474-4300 |
(AXX) Places Orders for New Autogenous and Ball Mills for the Kami Project
VANCOUVER, BRITISH COLUMBIA–(Aug. 15, 2013) – Alderon Iron Ore Corp. (TSX:ADV) (NYSE MKT:AXX) (“Alderon” or the “Company”) is pleased to announce that it has placed orders for the autogenous (AG) and ball mills for its Kami Project located in Canada’s premier iron ore district that is surrounded by four producing iron ore mines. The AG-mill and ball mill are the key processing equipment in the proposed concentrator as described in its independent technical reports. The placement of this order is part of Alderon’s strategy to source the long-lead mining and processing equipment in sufficient time to begin production by the end of 2015.
An order has been placed with Metso Minerals Canada for the supply of AG-milling and ball milling systems, which are due for delivery in Q4 2014, in line with the projected plant commissioning and start-up in Q4 2015. The AG mill, which is 36 ft. in diameter and 23 ft. long, the largest diameter commonly used in pinion driven systems, has a 15 megawatt (MW) power rating. The ball mill is 22 ft. in diameter and 41 ft. long having a 10 MW rating.
The other key processing equipment that will be ordered in time includes the crusher, apron feeders, pumps, as well as screens. The procurement schedule for long-lead items is being managed by the Engineering, Procurement and Construction Management (EPCM) firm, WorleyParsons which continues to advance the detailed engineering for the Kami Project with significant progress to date.
“We continue to make significant progress on the development and construction of the Kami Project. The ordering of the AG-mill and ball mill is another critical step in ensuring the timely and successful development of the Kami Project. The placing of the order for the two mills is an exciting step for Alderon as these mills are the cornerstones of our new process plant,” said Tayfun Eldem, President and CEO of Alderon. “This next step in the construction planning process further validates and meaningfully de-risks the Kami project and serves as another major milestone on our way to a successful, high quality iron ore operation .”
About Alderon
Alderon is a leading iron ore development company in Canada with offices in Vancouver, Toronto, Montreal, St. John’s and Labrador City. The Kami Project, owned 75% by Alderon and 25% by Hebei Iron & Steel Group Co. Ltd. (“HBIS”), is located within Canada’s premier iron ore district and is surrounded by four producing iron ore mines. The Alderon team is comprised of skilled professionals with significant iron ore expertise to advance Kami towards production. HBIS is Alderon’s strategic partner in the development of the Kami Project and China’s largest steel producer.
Brian Penney, P. Eng., the Chief Operating Officer for Alderon and a Qualified Person as defined by National Instrument 43-101, has reviewed and approved the technical information contained in this news release.
For more information on Alderon, please visit our website at www.alderonironore.com.
ALDERON IRON ORE CORP.
On behalf of the Board
Mark J Morabito, Executive Chairman
Cautionary Note Regarding Forward-Looking Information
This press release contains “forward-looking information” concerning anticipated developments and events that may occur in the future. Forward looking information contained in this press release include, but are not limited to, statements with respect to (i) the development and construction of the Kami Project; and (ii) production from the Kami Project. In certain cases, forward-looking information can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved” suggesting future outcomes, or other expectations, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. Forward-looking information contained in this press release is based on certain factors and assumptions regarding, among other things, receipt of governmental and other approvals, the estimation of mineral reserves and resources, the realization of resource estimates, iron ore and other metal prices, the timing and amount of future exploration and development expenditures, the estimation of initial and sustaining capital requirements, the estimation of labour and operating costs, the availability of necessary financing and materials to continue to explore and develop the Kami Property in the short and long-term, the progress of exploration and development activities, the receipt of necessary regulatory approvals, the completion of the environmental assessment process, the estimation of insurance coverage, and assumptions with respect to currency fluctuations, environmental risks, title disputes or claims, and other similar matters. While the Company considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect.
Forward looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include risks inherent in the exploration and development of mineral deposits, including risks relating to changes in project parameters as plans continue to be redefined including the possibility that mining operations may not commence at the Kami Property, risks relating to variations in mineral resources, grade or recovery rates resulting from current exploration and development activities, risks relating to the ability to access rail transportation, sources of power and port facilities, risks relating to changes in iron ore prices and the worldwide demand for and supply of iron ore and related products, risks related to increased competition in the market for iron ore and related products and in the mining industry generally, risks related to current global financial conditions, uncertainties inherent in the estimation of mineral resources, access and supply risks, reliance on key personnel, operational risks inherent in the conduct of mining activities, including the risk of accidents, labour disputes, increases in capital and operating costs and the risk of delays or increased costs that might be encountered during the development process, regulatory risks, including risks relating to the acquisition of the necessary licences and permits, financing, capitalization and liquidity risks, including the risk that the financing necessary to fund the exploration and development activities at the Kami Property may not be available on satisfactory terms, or at all, risks related to disputes concerning property titles and interest, risks related to disputes with Aboriginal groups, environmental risks, and the additional risks identified in the “Risk Factors” section of the Company’s Annual Information Form for the most recently completed financial year or other reports and filings with applicable Canadian securities regulators. Accordingly, readers should not place undue reliance on forward-looking information. The forward- looking information is made as of the date of this press release. Except as required by applicable securities laws, the Company does not undertake any obligation to publicly update or revise any forward-looking information.
Alderon Iron Ore Corp.
Montreal Office
514-281-5048
514-350-3346
Alderon Iron Ore Corp.
Vancouver Office
604-681-8039
604-681-8030
Alderon Iron Ore Corp.
Ian Chadsey
Investor Relations
1-514-350-3346 or 1-888-990-7989
info@alderonironore.com
www.alderonironore.com
(BIOL) Declares Stock Dividend for 2013 Third Quarter
IRVINE, CA–(Aug 15, 2013) – BIOLASE, Inc. (NASDAQ: BIOL), the world’s leading manufacturer and distributor of dental lasers, and a pioneer in laser surgery in other medical specialties, today announced that its Board of Directors has declared a one-half percent stock dividend payable on September 13, 2013, to stockholders of record on August 30, 2013.
About BIOLASE, Inc.
BIOLASE, Inc. is a biomedical company that develops, manufactures, and markets innovative lasers in dentistry and medicine and also markets and distributes high-end 2D and 3D digital imaging equipment and CAD/CAM intraoral scanners; products that are focused on technologies that advance the practice of dentistry and medicine. The Company’s proprietary laser products incorporate approximately 340 patented and patent-pending technologies designed to provide biologically clinically superior performance with less pain and faster recovery times. Its innovative products provide cutting-edge technology at competitive prices to deliver the best results for dentists and patients. BIOLASE’s principal products are revolutionary dental laser systems that perform a broad range of dental procedures, including cosmetic and complex surgical applications, and a full line of dental imaging equipment. BIOLASE has sold more than 23,000 lasers. Other laser products under development address ophthalmology and other medical and consumer markets.
For updates and information on WaterLase® and laser dentistry, find BIOLASE® online at www.biolase.com, Facebook at www.facebook.com/biolaseinc, Twitter at www.twitter.com/biolaseinc, Pinterest at www.pinterest.com/biolase, LinkedIn at www.linkedin.com/company/biolase, Instagram at www.instagram.com/biolaseinc and YouTube at www.youtube.com/biolasevideos.
BIOLASE® and WaterLase® are registered trademarks of BIOLASE, Inc.
For further information, please contact:
Michael Porter
Porter, LeVay & Rose, Inc.
212-564-4700
(VLTR) Announces Definitive Agreement to Acquire Volterra Semiconductor
— Maxim Integrated to acquire Volterra Semiconductor for $23 per share — Transaction valued at $605 million equity value; $450 million enterprise value — Maxim expects transaction to be immediately accretive to GAAP EPS, excluding special items — Volterra product portfolio increases Maxim’s leadership position in integrated power management — Adds talented engineering team with proven track record of success
SAN JOSE, Calif., Aug. 15, 2013 — Maxim Integrated Products, Inc. (NASDAQ:MXIM) announced it has entered into a definitive agreement to acquire Volterra Semiconductor Corp. (NASDAQ:VLTR) for $23 per share, which represents a 55% premium to Volterra Semiconductor’s closing share price on August 14, 2013. The transaction value is approximately $605 million equity value or $450 million net of Volterra’s cash position of approximately $155 million.
Volterra is an industry leader in high-current, high-performance, and high-density power management solutions. The company develops highly integrated solutions primarily for the enterprise, cloud computing, communications, and networking markets. Volterra’s portfolio of highly integrated products enables better performance, smaller form factors, enhanced scalability, improved system management, and lower total cost of ownership.
“Maxim Integrated is known for its highly integrated solutions. With Volterra, we will strengthen our position in the enterprise and communications markets,” said Tunç Doluca, Maxim’s President and Chief Executive Officer. “We add a very talented team and leading-edge proprietary technology in high-current power management solutions, which further diversifies our business model.”
“This is an attractive transaction for our employees, customers, and investors,” said Jeffrey Staszak, Volterra’s President and Chief Executive Officer. “The Volterra team will build upon Maxim’s scale and market leadership to expand our ability to deliver innovative and differentiated products to our customers. We remain committed to providing our customers with advanced technology solutions and world-class quality and support. Joining forces with the innovative Maxim team will present exciting new opportunities for Volterra’s talented employees.”
At $9 billion, power management is currently the largest and fastest-growing product segment in the analog market, according to Databeans. Maxim offers a broad portfolio of products for power conversion: switching regulators, linear regulators, charge pumps, digital Point-of-Load (POL) converters, and Power Management Integrated Circuits (PMICs), primarily in medium-to-low current applications. Volterra’s high-current technology expands our position in this growing segment of the analog market.
Pending regulatory approvals, Maxim’s acquisition of Volterra is expected to close early in the December quarter.
Conference Call
Maxim has scheduled a conference call on August 15, 2013 at 5:30 a.m. Pacific Time to discuss the acquisition. To listen via telephone, dial (866) 804-3545 (toll free) or (703) 639-1326. The call will be webcast by Shareholder.com and can be accessed at www.maximintegrated.com/investor. A presentation on Maxim’s Investor Relations webpage details the strategic rationale for the acquisition. This presentation may also be accessed at www.maximintegrated.com/investor.
About Maxim Integrated
At Maxim Integrated, we put analog together in a way that sets our customers apart. In Fiscal 2013, we reported revenues of $2.44 billion.
About Volterra
Volterra Semiconductor Corporation, headquartered in Fremont, CA, designs, develops, and markets leading edge silicon solutions for low-voltage power delivery. The Company’s product portfolio is focused on advanced switching regulators for the computer, datacom, storage, and portable markets. Volterra operates as a fabless semiconductor company utilizing world-class foundries for silicon supply. The Company is focused on creating products with high intellectual property content that match specific customer needs. For more information please visit www.Volterra.com.
Cautionary Note Regarding 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. These forward-looking statements generally can be identified by phrases such as Maxim, Volterra or management of either company “believes,” “expects,” “anticipates,” “foresees,” “forecasts,” “estimates” or other words or phrases of similar import. Similarly, statements herein that describe the proposed transaction, including its financial impact, and other statements of management’s beliefs, intentions or goals also are forward-looking statements. It is uncertain whether any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what impact they will have on the results of operations and financial condition of the combined companies or the price of Maxim or Volterra stock. These forward-looking statements involve certain risks and uncertainties that could cause actual results to differ materially from those indicated in such forward-looking statements, including but not limited to: the ability of the parties to consummate the proposed merger and the satisfaction of the conditions precedent to consummation of the proposed merger, including the ability to secure regulatory approvals at all or in a timely manner; the ability of Maxim to successfully integrate Volterra’s operations, product lines and technology and realize additional opportunities for growth; the ability of Maxim to realize synergies in terms of growth and cost savings; and the other risks and important factors contained and identified in Maxim’s and Volterra’s most recent Annual Report on Form 10-K, and other SEC filings of the companies, that could cause actual results to differ materially from the forward-looking statements. All forward-looking statements included in this news release are made as of the date hereof, based on the information available to Maxim as of the date hereof, and Maxim assumes no obligation to update any forward-looking statement except as required by law.
Important Additional Information Will Be Filed with the U.S. Securities and Exchange Commission
This announcement is not a recommendation, an offer to purchase or a solicitation of an offer to sell shares of Volterra’s stock. Maxim has not commenced the tender offer for shares of Volterra’s stock described in this announcement. Upon commencement of the tender offer, Maxim will file with the U.S. Securities and Exchange Commission (SEC) a tender offer statement on Schedule TO and related exhibits, including an offer to purchase, letter of transmittal, and other related documents. Following commencement of the tender offer, Volterra will file with the SEC a solicitation/recommendation statement on Schedule 14D-9. Stockholders should read the offer to purchase and solicitation/recommendation statement and the tender offer statement on Schedule TO and related exhibits when such documents are filed and become available, as they will contain important information about the tender offer. Stockholders can obtain these documents when they are filed and become available free of charge from the SEC’s website at www.sec.gov or by contacting the investor relations departments of Maxim or Volterra at their respective email addresses included below.
Media Contact:LuAnn Walden, Corporate Communications
Maxim Integrated (408) 601-5430 |
Financial Contacts:Venk Nathamuni, Investor Relations
Maxim Integrated (408) 601-5293 |
Mike Burns, Chief Financial OfficerVolterra Semiconductor
(510) 743-1336
|
(SPPR) Announces Dividends on Preferred Stock
NORFOLK, NE–(Aug 15, 2013) – Supertel Hospitality, Inc. (NASDAQ: SPPR), a real estate investment trust (REIT) which currently owns 74 hotels in 21 states, today announced the declaration and the continuation of regular dividends on its outstanding preferred stock.
The regular monthly cash dividend of $0.066667 per share of Series A Preferred Stock will be paid on September 30, 2013 to holders of record as of September 3, 2013.
The regular quarterly cash dividend of $0.625 per share of Series B Preferred Stock will be paid on September 30, 2013 to holders of record as of September 16, 2013.
About Supertel Hospitality, Inc.
Supertel Hospitality, Inc. (NASDAQ: SPPR) is a self-administered real estate investment trust that specializes in the ownership of select-service hotels. The company currently owns 74 hotels comprising 6,422 rooms in 21 states. Supertel’s hotels are franchised by a number of the industry’s most well-regarded brand families, including Hilton, Choice and Wyndham. For more information or to make a hotel reservation, visit www.supertelinc.com.
Certain matters within this press release are discussed using forward-looking language as specified in the Private Securities Litigation Reform Act of 1995, and, as such, may involve known and unknown risks, uncertainties and other factors that may cause the actual results or performance to differ from those projected in the forward-looking statement. These risks are discussed in the Company’s filings with the Securities and Exchange Commission.
Contact:
Ms. Krista Arkfeld
Director of Corporate Communications
karkfeld@supertelinc.com
(DRAM) Radeon™ RAMDisk Included in AMD’s “Never Settle Forever” Program
Dataram Corporation [NASDAQ: DRAM] announced today that Radeon™ RAMDisk is a promotional component of the third edition of AMD’s “Never Settle” franchise of game bundles – “Never Settle Forever”. The “Never Settle Forever” program is a new and unique opportunity that allows gamers the freedom to customize their own ideal game bundle from a substantial catalog of titles. AMD’s formal announcement of this program can be viewed on their website.
Radeon™ RAMDisk is a natural companion to the “Never Settle Forever” bundle program as this software product offers gaming enthusiasts the ability to launch games and levels up to 10x faster, experience faster transitions between game zones and earlier spawning in competitive online environments. Radeon™ RAMDisk is a collaborative product of AMD and Dataram, based off of Dataram’s related software and technologies.
This exclusive program will be offered to gamers upon registration of their Radeon™ Reward code via the new “Radeon™ Rewards” redemption portal on AMD’s website. AMD will be showcasing the titles in its “Never Settle Forever” program at Gamescom 2013 in Cologne, Germany, August 21–25.
To learn more about AMD’s “Never Settle Forever” program, visit www.amd.com/neversettleforever. To learn more about Dataram, visit www.dataram.com.
About Dataram
Founded in 1967, Dataram is a worldwide leader in the manufacture of high-quality computer memory and software products. Our products and services deliver IT infrastructure optimization, dramatically increase application performance and deliver substantial cost savings. Dataram solutions are deployed in 70 Fortune 100 companies and in mission-critical government and defense applications around the world. For more information about Dataram, visit www.dataram.com.
All names are trademarks or registered trademarks of their respective owners.
The information provided in this press release may include forward-looking statements relating to future events, such as the development of new products, pricing and availability of raw materials or the future financial performance of the Company. Actual results may differ from such projections and are subject to certain risks including, without limitation, risks arising from: changes in the price of memory chips, changes in the demand for memory systems, increased competition in the memory systems industry, order cancellations, delays in developing and commercializing new products and other factors described in the Company’s most recent Annual Report on Form 10-K, filed with the Securities and Exchange Commission, which can be reviewed at www.sec.gov.
(NFEC) Announces 2013 Second Quarter Financial Results
SHENYANG, China, Aug. 14, 2013 /PRNewswire/ — NF Energy Saving Corporation (NASDAQ: NFEC) (“NF Energy” or the “Company”), a leading energy saving services and solutions provider for China’s power, petrochemical, coal, metallurgy, construction, and municipal infrastructure development industries, today reported financial results for the three and six months ended June 30, 2013.
2013 First Quarter Results Highlight:
- Total revenues were $1.47 million and $2.77 million for the three and six months ended June 30, 2013, respectively.
- Gross profit was $0.43 million and $0.84 million for the three and six months ended June 30, 2013, respectively.
- Net income was $52,017 and $61,782 for the three and six months ended June 30, 2013, respectively.
The decrease in total revenues for the second quarter as compared with the corresponding period last year was primarily was due to the decrease in service revenues, however, net profit increased as compared with the corresponding period last year based upon a decrease in total cost and expense. On the other hand, for the three month period ended June 30, 2013, net profit showed a significant increase of $9,765 from the three month period ended March 31, 2013, as a result of the increase in production capacity as the new manufacturing facility approached completion. The Company anticipates that both revenue and profit will continue to increase in the future as a result of both the gradual increase of orders and the resumption of normal production.
About NF Energy Saving Corporation
NF Energy Saving Corporation (NASDAQ: NFEC) is a China-based provider of integrated energy conservation solutions utilizing energy-saving equipment, technical services and energy management re-engineering project operations to provide energy saving services to clients. The Company’s customers are mainly concentrated in the electrical generation (large-scale thermal power generation, hydroelectric power, and nuclear power), water supply, and heat supply industries. The majority of revenues are from energy efficient flow control solutions including equipment and energy efficiency project services. For more information, visit http://www.nfenergy.com
Safe Harbor Statement
The statements contained herein that are not historical facts are considered “forward-looking statements.” Such forward-looking statements may be identified by, among other things, the use of forward-looking terminology such as “believes,” “expects,” “may,” “will,” “should,” or “anticipates” or the negative thereof or other variations thereon or comparable terminology, or by discussions of strategy that involve risks and uncertainties. In particular, statements regarding the efficacy of investment in research and development are examples of such forward-looking statements. The forward-looking statements include risks and uncertainties, including, but not limited to, the effect of political, economic, and market conditions and geopolitical events; legislative and regulatory changes that affect our business; the availability of funds and working capital; the actions and initiatives of current and potential competitors; investor sentiment; and our reputation. We do not undertake any responsibility to publicly release any revisions to these forward-looking statements to take into account events or circumstances that occur after the date of this report. Additionally, we do not undertake any responsibility to update you on the occurrence of any unanticipated events, which may cause actual results to differ from those expressed or implied by any forward-looking statements. The factors discussed herein are expressed from time to time in our filings with the Securities and Exchange Commission available at http://www.sec.gov.
Contact Person: Andy Gao
Phone Number: 0086-24-25609775
Email: info@nfenergy.com
(SKBI) Reports Second Quarter 2013 Results
Quarterly Revenue of $11.3 Million; Net Income of $3.7 Million; $0.49 Diluted EPS
Skystar Bio-Pharmaceutical Reports Second Quarter 2013 Results
Quarterly Revenue of $11.3 Million; Net Income of $3.7 Million; $0.49 Diluted EPS
XI’AN, CHINA- Skystar Bio-Pharmaceutical Company (NASDAQ: SKBI) (“Skystar” or the “Company”), a China-based manufacturer and distributor of veterinary medicines, vaccines, micro-organisms and feed additives, today reported unaudited second quarter fiscal year 2013 earnings, for the period ended June 30, 2013.
Second Quarter 2013 Highlights
- Revenue of $11.3 million, up 27.8% YoY
- Micro-organism products totaled $4.0 million, up 0.7% YoY
- Veterinary medicines totaled $6.3 million, up 155.9% YoY
- Feed additives totaled $0.5 million, a decrease of 59.4% YoY
- Veterinary vaccines totaled $0.5 million, a decrease of 56.5% YoY
- Gross margin of 52.6% for the second quarter of fiscal 2013 as compared to 57.8% in the year ago period
- Net income of $3.8 million or $0.49 per fully diluted share, compared with net income of $1.7 million or $0.23 per fully diluted share in the year ago period
First Half 2013 Financial Highlights
- First half fiscal 2013 revenue increases 0.4% YoY to $16.9 million
- Gross margin of 50.7% for the first half of fiscal 2013 as compared to 56.0% in the year ago period
- Net income of $4.5 million or $0.59 per fully diluted share, compared with net income of $3.6 million or $0.48 per fully diluted share in the year ago period
Management Comments
Mr. Weibing Lu, Skystar Bio-Pharmaceutical’s Chairman and Chief Executive Officer, commented, “Skystar is pleased to report its strongest quarterly results in the last six reporting periods. The results for this quarter were driven by a combination of increased market demand and additional sales and marketing efforts. This allowed us to take advantage of the increased manufacturing capacity as a result of the Huxian and Jingzhou veterinary medication facilities resuming operations.”
“Operationally, Skystar continues to receive more product manufacturing permits from the government which has allowed sales of veterinary medications in the current reporting period to grow 156% year over year. Further, we still have additional manufacturing capacity available at the Company’s Huxian and Jingzhou veterinary medication facilities. Lastly, Skystar has applied for and is awaiting governmental approval of more product manufacturing permits and plans to utilize each permit as approval is received.”
“Stage two of the Company’s veterinary vaccine GMP certification is under way and currently on track as planned. Stage two GMP inspection is expected to be completed by the end of third quarter fiscal 2013 and limited production runs will commence shortly thereafter. The vaccine product line is expected to contribute roughly $3-$5 million to Skystar’s top line next year. Sales of the Company’s feed additives and pro-biotics line are also expected to increase as we move forward with the Company’s high selling season. Additionally, Skystar’s Kunshan facility is near completion and it is possible that small scale production will launch by the end of the fiscal year.”
“Management is very excited to move into its strongest half of the fiscal year and to share its results with investors. Skystar continues to successfully implement its operational strategy, improve its financial performance and expand its footprint with profitability in mind. With 40% of Skystar’s forecasted revenues earned in its first half, the Company believes that it is well positioned to make forecasted fiscal guidance for 2013, positioning itself for solid revenue growth and expansion in fiscal 2014,” concluded Mr. Lu.
Financial Summary
Skystar reported second quarter fiscal year 2013 revenues of $11.3 million as compared to revenues of $8.9 million for the comparable year ago period, an increase of $2.4 million or 27.8%. Overall sales volume increased as we begin to ramp up production and make use of the Company’s facilities now that our facilities have resumed partial production.
Cost of revenue, which consists of raw materials, packing material, direct labor, and manufacturing overhead for our four product lines, was $5.4 million for the three months ended June 30, 2013, as compared to $3.7 million for the three months ended June 30, 2012, an increase of $1.6 million or 43.5%, as a result of increased veterinary medication sales.
Gross profit was $6.0 million for the three months ended June 30, 2013, a 16.3% year over year increase as compared to $5.1 million for the three months ended June 30, 2012. Gross margin for the period was 52.6%, compared to 57.8% a year ago due to the majority of revenue during the three months coming from less profitable veterinary medications as we resume the veterinary medication production at Skystar’s Huxian facility.
Operating Expenses
Research and development costs totaled $93,000 for the three months ended June 30, 2013 as compared to $331,000 for the three months ended June 30, 2012, a decrease of $238,000 or 71.9%. The decrease was primarily due to newly launched R&D projects of $481,000 undertaken during the second quarter of 2013 to develop vaccine to prevent common fish skin disease which was offset against a government grant for the research.
Selling expenses totaled $629,000 for the three months ended June 30, 2013 as compared to $670,000 for the three months ended June 30, 2012, a decrease of $41,000 or 6.2%. This decrease is mainly due to the drop of sales commission costs as the result of the new commission structure to our sales personnel after the Huxian facility resumed operation.
General and administrative expenses totaled $689,000 for the three months ended June 30, 2013 as compared to $1.8 million for the three months ended June 30, 2012, a decrease of $1.1 million or 62.5%. The higher G&A expense in 2012 was mainly due to the stock based compensation expense of $1 million for the stock grants on May 4, 2012 to the Company’s employees and members of the Board of Directors.
Income from operations increased 98.7% or $2.2 million to $4.5 million for second quarter fiscal 2013 as compared to $2.3 million in the comparable fiscal 2012 period.
Net income increased 120.8% year over year to $3.8 million or $0.49 per fully diluted share, as compared to $1.7 million or $0.23 per fully diluted share in the year ago period.
As of June 30, 2013, we had cash of $6.3 million. Our total current assets were $80 million and Skystar’s total current liabilities were $21 million which resulted in a net working capital of $59 million.
Fiscal 2013 Guidance
We currently reiterate our fiscal 2013 guidance to be in the range of $40 million to $45 million for the full year.
Conference Call & Webcast Information
The Company will host a conference call on Wednesday August 14, 2013 to discuss its financial results for the fiscal quarter ended June 30, 2013. Skystar’s conference call will begin promptly at 6:00 p.m. ET to review fiscal second quarter 2013 financial and operational performance. Mr. Weibing Lu, Skystar’s chairman and chief executive officer, will host the call, which will be webcast live.
Webcast
The webcast will be made available at: http://www.investorcalendar.com/IC/CEPage.asp?ID=171457.
Phone dial-in
Telephone access to the conference call will be available in North America by dialing +1 (877) 407-8031 or internationally by dialing +1 (201) 689-8031.
An audio replay of the conference call will be available approximately two hours following the conclusion of the call and for the following 30 day period. To access the replay in North America, dial +1 (877) 660-6853 or, when calling internationally, dial +1 (201) 612-7415, referencing conference ID # 419303. Alternatively you can listen to the replay online at http://www.investorcalendar.com.
To be added to the Company’s email distribution for future news releases, please send your request to skystar@grayling.com.
About Skystar Bio-Pharmaceutical Company
Skystar is a China-based developer and distributor of veterinary healthcare and medical care products. Skystar has four product lines (veterinary medicines, micro-organisms, vaccines and feed additives) and over 284 products. Skystar has formed strategic sales distribution networks covering 29 provinces throughout China. For additional information, please visit http://www.skystarbio-pharmaceutical.com.
Financial Tables Follow
SKYSTAR BIO-PHARMACEUTICAL COMPANY AND SUBSIDIARIES | |||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | |||||||||||||||
FOR THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2013 AND 2012 | |||||||||||||||
(Unaudited) | |||||||||||||||
For Three Months Ended June 30, | For Six Months Ended June 30, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||
REVENUE, NET | $ | 11,335,145 | $ | 8,870,848 | $ | 16,865,886 | $ | 16,797,185 | |||||||
COST OF REVENUE | 5,377,824 | 3,746,938 | 8,308,710 | 7,390,596 | |||||||||||
GROSS PROFIT | 5,957,321 | 5,123,910 | 8,557,176 | 9,406,589 | |||||||||||
OPERATING EXPENSES: | |||||||||||||||
Research and development | 92,926 | 330,532 | 93,387 | 334,186 | |||||||||||
Selling expenses | 629,337 | 670,567 | 947,173 | 1,376,183 | |||||||||||
General and administrative | 688,810 | 1,834,280 | 1,900,083 | 2,939,715 | |||||||||||
Total operating expenses | 1,411,073 | 2,835,379 | 2,940,643 | 4,650,084 | |||||||||||
INCOME FROM OPERATIONS | 4,546,248 | 2,288,531 | 5,616,533 | 4,756,505 | |||||||||||
OTHER INCOME (EXPENSE): | |||||||||||||||
Other income (expense), net | (3,662 | ) | 2,238 | (3,849 | 55,998 | ||||||||||
Interest (expense), net | (96,082 | ) | (25,929 | ) | (136,629 | (179,541 | ) | ||||||||
Change in fair value of warrant/purchase option liability | 1,134 | 16,800 | 5,600 | 22,400 | |||||||||||
Total other (expense), net | (98,610 | ) | (6,891 | ) | (134,878 | (101,143 | ) | ||||||||
INCOME BEFORE PROVISION FOR INCOME TAXES | 4,447,638 | 2,281,640 | 5,481,655 | 4,655,362 | |||||||||||
PROVISION FOR INCOME TAXES | 696,757 | 582,774 | 1,018,041 | 1,051,742 | |||||||||||
NET INCOME | 3,750,881 | 1,698,866 | 4,463,614 | 3,603,620 | |||||||||||
OTHER COMPREHENSIVE INCOME | |||||||||||||||
Foreign currency translation adjustment | 1,512,244 | 123,715 | 2,063,127 | 682,472 | |||||||||||
COMPREHENSIVE INCOME | $ | 5,263,125 | $ | 1,822,581 | $ | 6, 526,741 | $ | 4,286,092 | |||||||
EARNINGS PER SHARE: | |||||||||||||||
Basic | $ | 0.49 | $ | 0.23 | $ | 0.59 | $ | 0.48 | |||||||
Diluted | $ | 0.49 | $ | 0.23 | $ | 0.59 | $ | 0.48 | |||||||
WEIGHTED AVERAGE NUMBER OF COMMON SHARES: | |||||||||||||||
Basic | 7,615,719 | 7,461,227 | 7,614,721 | 7,454,837 | |||||||||||
Diluted | 7,615,719 | 7,461,227 | 7,614,721 | 7,454,837 | |||||||||||
SKYSTAR BIO-PHARMACEUTICAL COMPANY AND SUBSIDIARIES | |||||||||
CONDENSED CONSOLIDATED BALANCE SHEETS | |||||||||
30-Jun-13 (Unaudited) |
December 31, 2012 |
||||||||
ASSETS | |||||||||
CURRENT ASSETS: | |||||||||
Cash | $ | 6,312,367 | $ | 11,321,848 | |||||
Restricted cash | 81,000 | – | |||||||
Accounts receivable, net of allowance for doubtful accounts of $552,764 and $247,269 as of June 30, 2013 (Unaudited) and December 31, 2012, respectively | 11,932,235 | 10,010,796 | |||||||
Inventories | 26,500,125 | 22,962,209 | |||||||
Deposits, prepaid expenses and other receivables | 2,543,351 | 2,839,850 | |||||||
Prepayments to suppliers | 32,360,468 | 23,438,735 | |||||||
Loans receivable | 194,400 | 1,078,827 | |||||||
Total current assets | 79,923,946 | 71,652,265 | |||||||
PROPERTY, PLANT AND EQUIPMENT, NET | 28,848,808 | 28,867,816 | |||||||
CONSTRUCTION-IN-PROGRESS | 9,038,656 | 8,691,360 | |||||||
OTHER ASSETS: | |||||||||
Long-term prepayments | 1,072,167 | 1,050,327 | |||||||
Long-term prepayments for acquisitions | 181,440 | 177,744 | |||||||
Intangible assets, net | 5,306,659 | 5,319,831 | |||||||
Total other assets | 6,560,266 | 6,547,902 | |||||||
Total assets | $ | 124,371,676 | $ | 115,759,343 | |||||
LIABILITIES AND SHAREHOLDERS’ EQUITY | |||||||||
CURRENT LIABILITIES: | |||||||||
Accounts payable | $ | 1,551,941 | $ | 4,017,530 | |||||
Other payables and accrued expenses | 4,448,667 | 4,374,047 | |||||||
Short-term loans | 10,530,000 | 4,443,600 | |||||||
Deposits from customers | 2,012,453 | 1,621,061 | |||||||
Taxes payable | 1,379,353 | 1,950,757 | |||||||
Due to related parties | 1,108,188 | 798,925 | |||||||
Total current liabilities | 21,030,602 | 17,205,920 | |||||||
OTHER LIABILITIES: | |||||||||
Long-term loan | – | 1,269,600 | |||||||
Deferred government grant | 599,400 | 1,063,290 | |||||||
Purchase option liability | – | 5,600 | |||||||
Total other liabilities | 599,400 | 2,338,490 | |||||||
Total liabilities | 21,630,002 | 19,544,410 | |||||||
COMMITMENTS AND CONTINGENCIES | |||||||||
SHAREHOLDERS’ EQUITY | |||||||||
Preferred stock, $0.001 par value, 50,000,000 shares authorized, No Series “A” shares authorized. 48,000,000 Series “B” shares authorized. No Series “B” shares issued and outstanding | – | – | |||||||
Common stock, $0.001 par value, 40,000,000 shares authorized, 7,604,800 shares issued and outstanding as of June 30, 2013 (Unaudited) and December 31, 2012 | 7,605 | 7,605 | |||||||
Paid-in capital | 37,021,085 | 37,021,085 | |||||||
Statutory reserves | 5,897,298 | 5,897,298 | |||||||
Retained earnings | 48,978,910 | 44,515,296 | |||||||
Accumulated other comprehensive income | 10,836,776 | 8,773,649 | |||||||
Total shareholders’ equity | 102,741,674 | 96,214,933 | |||||||
Total liabilities and shareholders’ equity | $ | 124,371,676 | $ | 115,759,343 | |||||
SKYSTAR BIO-PHARMACEUTICAL COMPANY AND SUBSIDIARIES | ||||
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY | ||||
FOR THE SIX MONTHS ENDED JUNE 30, 2013 | ||||
(UNAUDITED) |
Common stock | Retained earnings | ||||||||||||||||||
Shares | Amount | Paid-in capital |
Statutory reserves |
Unrestricted | Accumulated other comprehensive income | Total | |||||||||||||
BALANCE, January 1, 2013 | 7,604,800 | $ | 7,605 | $ | 37,021,085 | $ | 5,897,298 | $ | 44,515,296 | $ | 8,773,649 | $ | 96,214,933 | ||||||
Foreign currency translation | – | – | – | – | – | 2,063,127 | 2,063,127 | ||||||||||||
Net income | – | – | – | – | 4,463,614 | – | 4,463,614 | ||||||||||||
BALANCE, June 30, 2013 | 7,604,800 | $ | 7,605 | $ | 37,021,085 | $ | 5,897,298 | $ | 48,978,910 | $ | 10,836,776 | $ | 102,741,674 | ||||||
SKYSTAR BIO-PHARMACEUTICAL COMPANY AND SUBSIDIARIES | |||||||||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | |||||||||
FOR THE SIX MONTHS ENDED JUNE 30, 2013 AND 2012 | |||||||||
(Unaudited) | |||||||||
Six months ended June 30, | |||||||||
2013 | 2012 | ||||||||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||||||
Net income | $ | 4,463,614 | $ | 3,603,620 | |||||
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | |||||||||
Depreciation | 630,522 | 635,856 | |||||||
Amortization | 122,478 | 200,570 | |||||||
Provision for doubtful accounts | 297,164 | 101,246 | |||||||
Change in fair value of warrant/purchase option liability | (5,600 | ) | (22,400 | ) | |||||
Loss on sale of office equipment | 1,740 | – | |||||||
Common stock to be issued to related parties for compensation | 8,680 | 56,817 | |||||||
Common stock issued under 2010 stock incentive plan | – | 981,094 | |||||||
Change in operating assets and liabilities | |||||||||
Accounts receivable | (1,992,249 | ) | (7,381,238 | ) | |||||
Inventories | (3,027,946 | ) | 1,678,678 | ||||||
Deposits, prepaid expenses and other receivables | 332,707 | 649,485 | |||||||
Prepayments to supppliers | (8,344,799 | ) | (7,121,001 | ) | |||||
Accounts payable | (2,675,933 | ) | 1614377 | ||||||
Other payables and accrued expenses | 144,475 | 99,033 | |||||||
Deposits from customers | 353,886 | (38,170 | ) | ||||||
Taxes payable | (605,471 | ) | 2,778,594 | ||||||
Deferred government grants | (641,120 | ) | (317,320 | ) | |||||
Net cash used in operating activities | (10,937,852 | ) | (2,480,759 | ) | |||||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||||||
Payments of long-term prepayments | – | (349,464 | ) | ||||||
Refund of long-term prepayments | – | 475,980 | |||||||
Loan to third parties | – | (1,942,963 | ) | ||||||
Repayment of loans from third parties | 897,232 | – | |||||||
Placement of restricted cash | (80,140 | ) | – | ||||||
Purchases of property, plant and equipment | (4,008 | ) | (127,531 | ) | |||||
Proceeds from sale of plant and equipment | 160 | – | |||||||
Payments on construction-in-progress | (10,931 | ) | (79,806 | ) | |||||
Net cash (used in) provided by investing activities | 802,313 | (2,023,784 | ) | ||||||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||||||
Proceeds from short-term loans | 8,815,400 | 63,464 | |||||||
Repayment of short-term loans | (2,885,040 | ) | (666,372 | ) | |||||
Repayment of long-term loan | (1,282,240 | ) | – | ||||||
Due to related parties | 303,328 | 280,901 | |||||||
Net cash (used in) provided by financing activities | 4,951,448 | (322,007 | ) | ||||||
EFFECT OF EXCHANGE RATE CHANGES ON CASH | 174,610 | 119,563 | |||||||
DECREASE IN CASH | (5,009,481 | ) | (4,706,987 | ) | |||||
CASH, beginning of period | 11,321,848 | 7,048,968 | |||||||
CASH, end of period | $ | 6,312,367 | $ | 2,341,981 | |||||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | |||||||||
Cash paid for interest | $ | 304,766 | $ | 309,010 | |||||
Cash paid for income taxes | $ | 328,574 | $ | 88,054 | |||||
Non-cash investing and financing activities | |||||||||
Long-term prepayment transferred to construction-in-progress | $ | – | $ | 666,372 | |||||
Construction-in-progress transferred to property, plant and equipment | $ | – | $ | 3,630 | |||||
Shares issued to settle payables to related parties | $ | – | $ | 199,239 | |||||
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
Certain of the statements made in the press release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the use of forward-looking terminology such as “believe,” “expect,” “may,” “will,” “should,” “project,” “plan,” “seek,” “intend,” or “anticipate” or the negative thereof or comparable terminology. Such statements typically involve risks and uncertainties, including, among others, the Company’s ability to realize the expected sales, to add planned manufacturing capacities, to commercialize on the business and opportunities resulting from additional government permits, and may include financial projections or information regarding the progress of new product development. Actual results could differ materially from the expectations reflected in such forward-looking statements as a result of a variety of factors, including the risks associated with the Company’s ability to receive timely certification and related government approvals, effect of changing economic conditions in The People’s Republic of China, variations in cash flow, reliance on collaborative retail partners and on new product development, variations in new product development, risks associated with rapid technological change, and the potential of introduced or undetected flaws and defects in products, and other risk factors detailed in reports filed with the Securities and Exchange Commission from time to time.
Contacts:
Skystar Bio-Pharmaceutical Company
Scott Cramer
Director – Corporate Development and U.S. Representative
(407) 645-4433
Grayling
Investor Relations
Christopher Chu
(646) 284-9426
Email Contact
(CXM) Q2 Financial Results And Recent Business Developments
SAN DIEGO, Aug. 14, 2013 /PRNewswire/ — Cardium Therapeutics (NYSE MKT: CXM) today presented its financial results for the second quarter ended June 30, 2013, and reported on recent highlights and other business developments including:
- Distribution agreement with AvKARE Inc. for the sale and distribution of Excellagen into government medical facilities throughout the United States. AvKARE services a diverse customer base that includes government (federal, state and municipal) and commercial sectors.
- Distribution agreement with Kasiak Holdings AG for the marketing and sale of Excellagen in Germany and Switzerland.
- New FDA 510(k) clearance submission for the Company’s current FDA-cleared Excellagen to reflect additional and specific structural and functional properties based on the Company’s supplemental research and development activities.
- Collaboration agreement with researchers at Boston Children’s Hospital, assess the medical utility of Excellagen as a delivery scaffold to seed autologous mesenchymal fetal stem cells for ex-vivo engineering of tissue grafts for transplantation into infants to potentially repair prenatally diagnosed birth defects.
- Collaboration agreement with Orbsen Therapeutics Ltd and the National University of Ireland, Galway, to utilize Excellagen as a delivery agent for Orbsen’s proprietary stromal cell therapy in pre-clinical studies for the potential treatment of diabetic foot ulcers.
- Publication of the paper, “Mechanistic, Technical, and Clinical Perspectives in Therapeutic Stimulation of Coronary Collateral Development by Angiogenic Growth Factors,” authored by Gabor M. Rubanyi, M.D., Ph.D., Cardium’s Chief Scientific Officer, in Molecular Therapy.
- Presentation at the Symposium on Advanced Wound Care Spring 2013 Meeting highlighting Excellagen’s capability of promoting rapid granulation and complete wound dehiscence and healing in three difficult and complex post-surgical wounds, including Mohs surgery.
- Preferred stock financing with Sabby Management LLC for gross proceeds of $4.0 million.
2013 Annual Meeting of Stockholders and Related Corporate Development Activities
At the 2013 annual meeting, stockholders approved the following matters: (a) the re-election of the Company’s Class I Directors, which included Edward W. Gabrielson, M.D. and Lon E. Otremba, each to serve for a three-year term; (b) the compensation paid to the Company’s named executive officers; (c) establishment of a three-year advisory say on pay frequency; (d) the sale of certain Series A preferred stock; (e) a reverse stock split; and (f) ratification of the selection of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2013.
Based on matters reported in the Proxy Statement dated April 29, 2013, and consistent with Cardium’s long-term medical portfolio business strategy, we are advancing a diversified portfolio of product opportunities and businesses, leveraging our skills in late-stage product development in order to bridge the critical gap between promising new technologies and readiness for commercialization – and plan to partner or monetize such product opportunities or businesses with established organizations capable of advancing their commercialization. We have already advanced and monetized a first business unit, Innercool Therapies, Inc., which was sold to Philips Electronics North America Corporation.
We now have four business units in our portfolio: (1) Angionetics Biologics, which includes Cardium’s late-stage DNA-based Generx® cardiovascular biologic product candidate; (2) Activation Therapeutics, which includes the Company’s regenerative medicine wound healing technology platform, including its Excellagen® advanced wound care product; (3) To Go Brands, Inc. which includes the Company’s health sciences and nutraceutical business; and (4) LifeAgain Insurance Solutions, Inc. which is focused on building the Company’s medical data analytics technology platform.
We intend to consider additional corporate development transactions designed to place our product candidates or businesses into larger organizations or with partners having existing commercialization, sales and marketing resources, and a need for innovative products. Such transactions could involve the sale, partnering or other monetization of particular product opportunities or businesses. In parallel, as our businesses are advanced and corresponding valuations established, we plan to pursue new product opportunities and acquisitions with strong value enhancement potential.
Depending on the extent and timing of such product advancements or business monetizations, and based on recently-issued amendments to Rule 506 and Rule 144A under the Securities Act of 1933 that were implemented under Section 201(a) of the Jumpstart Our Business Startups Act (the “JOBS Act”), we may also consider financings through the sale of private equity interests to qualified investors or strategic partners based on the JOBS Act amendments, and/or through other private placements or a public offering of securities, which could potentially be made in the parent company or independently in one or more of our subsidiary business units. In addition, in order to reduce operating expenses, Cardium has implemented certain cost reductions that include relocating the Company to a smaller corporate office, as well as headcount and salary reductions.
Excellagen Update
Cardium recently filed a 510(k) submission for its current FDA-cleared Excellagen advanced wound care product to reflect additional and specific structural and functional properties based on the Company’s supplemental research and development activities. The new 510(k) submission provides further insight into the significantly accelerated and activated healing response seen with Excellagen. In addition, the Company plans to modify Excellagen’s packaging to include individually pouched applicator syringes and a large volume syringe applicator to allow for easier use in larger-sized wounds such as those found in limb salvage, orthopedic surgery and other surgical applications.
Cardium recently entered into a distribution agreement with AvKARE Inc., its new sales and distribution partner for Excellagen in Veterans Hospitals and other governmental medical facilities throughout the United States. The new agreement and commercialization arrangement with AvKARE effectively replaces an earlier arrangement with Academy Medical, LLC. Cardium elected to transfer the Excellagen distribution responsibilities to AvKARE, which provides five direct wound care experts and allows Cardium’s distributor representatives access to all government accounts. AvKARE services a diverse customer base that includes government (federal, state and municipal) and commercial sectors.
In addition, the Company recently entered into a distribution agreement with Kasiak Holdings AG for the marketing and sale of Excellagen in Germany and Switzerland, with the potential for expansion into additional European markets. Kasiak Holdings is focused on developing stem cell-based therapeutics for the treatment of diabetic foot ulcers. Kasiak Holdings is affiliated with Kasiak Research, which is an operating unit of India-based Bharat Serums and Vaccines, that develops and manufactures specialized biological, pharmaceutical and biotechnology products.
Cardium also announced two research collaborations with (1) Orbsen Therapeutics Ltd and the National University of Ireland, Galway, to utilize Cardium’s Excellagen as a delivery agent for Orbsen’s proprietary stromal cell therapy in pre-clinical studies for the potential treatment of diabetic foot ulcers. The research is being conducted by the Regenerative Medicine Institute (REMEDI), at the National University of Ireland, Galway, and which is being funded by REDDSTAR, a European Union Framework 7 (EU FP7) research collaboration focused on treating diabetes and its complications with a defined MSC therapy and enlisting academic and industry partners throughout Europe; and (2) researchers at Boston Children’s Hospital, to assess the medical utility of Excellagen as a delivery scaffold to seed autologous mesenchymal fetal stem cells for ex-vivo engineering of tissue grafts for transplantation into infants to potentially repair prenatally diagnosed birth defects.
Regarding Excellagen’s CE mark submission, Cardium recently reported that based on the current status, all information requests has been provided to the notified body, BSI and that the Company believes this process should lead to CE mark certification for its FDA-cleared advanced wound care product. Excellagen’s ISO 13485;2003 certification that was issued in the first quarter 2013 provides important support for Cardium’s CE mark submission.
As reported, since Excellagen’s initial FDA clearance and consistent with its long-term business strategy, Cardium does not plan to build an internal sales force and is focused on establishing strategic partnerships that would cover the marketing and sale of Excellagen into U.S. vertical wound healing market channels, including: (1) podiatry, (2) wound care centers, hospitals, and long-term care facilities, (3) government agency providers (such as the U.S. Department of Veterans Affairs, Bureau of Indian Affairs and military hospitals), (4) dermatology and plastic surgery, and (5) orthopedic surgery. The Company’s commercialization strategy is similar to other companies in the advanced wound care space and is to focus on registrations, product characterizations and medical claims, as well as pre-clinical and clinical research, to potentially enhance Excellagen’s long-term economic value, rather than to build a marketing and sales organization which is outside the scope of Cardium’s financial resources and internal key skill set. For example, GraftJacket® products developed by Wright Medical are now being marketed and sold by Kinetic Concepts Inc.; TEI Biosciences’ products are being sold by Boston Scientific®, Medtronic® and Stryker®; and Cook Medical’s Oasis® products are currently being marketed and sold by Healthpoint Biotherapeutics (which was recently acquired by Smith + Nephew®).
LifeAgain Insurance Solutions, Inc.
LifeAgain™ Insurance Solutions, Inc. is a newly-formed medical data analytics business that is focused on the development, marketing and sale of “survivable risk” term life insurance programs for cancer survivors or others with medical conditions that are currently considered uninsurable based on traditional underwriting standards. Working in cooperation with large and established life insurance companies, LifeAgain seeks to use the power of internally developed and proprietary medical data analytics technology platform to quantitatively support decision rule adaption to broaden eligibility for individuals with specific medical conditions, more deeply assess mortality on an individualized basis using the prognostic value of advanced diagnostic information that is supported by long-term clinical studies, and establish customized premium pricing in a cost effective and scalable manner operating within current life insurance standard operating procedures. LifeAgain’s initial focus will be to potentially develop, market and sell affordable survivable risk life insurance to men with active localized prostate cancer for substantial coverage levels at affordable premium rates. LifeAgain is developing additional new and innovative insurance solutions for other medical conditions currently considered uninsurable by traditional underwriters. The Company is developing intellectual property as it relates to Cardium’s advanced medical data analytics technology that is focused on applications for life insurance underwriting and risk assessment.
Financial Report
Product sales for the three months ended June 30, 2013 totaled $585,000, compared to $13,000 for the same period in 2012. Product sales for the six months ended June 30, 2013 were $1.2 million, compared to $34,000 for the six months ended June 30, 2012. The increase in product sales was comprised of sales from the Company’s To Go Brands health sciences business, which Cardium acquired in late September 2012.
Cardium’s research and development costs for the second quarter ended June 30, 2013 totaled $0.5 million, and selling, general and administrative expenses were $1.9 million, compared to $0.4 million and $1.5 million, respectively, for second quarter ended June 30, 2012. The increase in selling, general administrative expenses for the three-month period was primarily due to the costs associated with the To Go Brands, Inc. operations, offset by decreases in advertising and professional fees.
For the six months ended June 30, 2013, research and development costs were $1.3 million, and selling, general and administrative expenses were $3.6 million, compared to $1.6 million and $3.0 million, respectively, for the six months ended June 30, 2012. The decrease in research and development costs was the result of decreased expenses related to the development of Excellagen, offset by increased costs associated with the Generx ASPIRE study. Research and development expenses for the six months ended June 30, 2013 included milestone payments and out-of-pocket costs for the ASPIRE study and product and testing costs for validating production volume and cost efficiency improvements for Excellagen.
For the three months ended June 30, 2013, the Company reported a net loss of $2.1 million, or $(0.37) per share, when compared to a net loss of $1.9 million, or $(0.31) per share for the three months ended June 30, 2012. For the six months ended June 30, 2013, the Company reported a net loss of $4.4 million, or $(0.72) per share, compared to a net loss for the six months ended June 30, 2012 of $4.5 million, or $(0.78) per share. As of June 30, 2013, the Company had $659,000 in cash and cash equivalents, compared to $2.3 million in cash and cash equivalents on December 31, 2012. On June 30, 2013, 6,614,149 million shares of Cardium’s common stock were outstanding.
During the second quarter 2013, Cardium entered into a securities purchase agreement with one of its institutional investors to sell an aggregate of 4,012 shares of newly authorized Series A Convertible Preferred Stock, for a total purchase price of $4.0 million. No warrants were issued in connection with the offering, other than placement agent warrants. At the initial closing, the Company sold 2,356 shares of Series A Convertible Preferred Stock for gross proceeds of $2.3 million. On July 19, 2013, following a 1:20 reverse split of the Company’s common stock, a requirement of the second closing, the Company announced the completion of the second tranche of the registered direct offering consisting of an additional 1,656 shares of Series A convertible preferred stock for gross proceeds of approximately $1.7 million. During second quarter 2013 and as of the date of this report, the Company has not sold any common stock under its “at-the-market” facility.
The Company recently reported that its exchange listing, NYSE MKT, had granted an additional quarterly extension of Cardium’s listing exchange plan from June 30, 2013 to September 30, 2013. As previously reported, a communication from the staff of the Company’s current listing exchange, NYSE MKT, indicated that the Company was considered to be noncompliant with certain listing requirements based on its quarterly report for the period ended September 30, 2012, and provided that the Company should submit a plan to staff of the exchange that would re-establish compliance with the NYSE MKT listing requirement by March 31, 2013. On December 6, 2012, the company reported that it had submitted a plan designed to reestablish compliance with the exchange’s requirement in advance of the March 31, 2013 time frame, and on January 6, 2013, announced that the plan had been accepted by the listing exchange. On April 5, 2013, the Company reported the NYSE MKT had granted an additional quarterly extension of the listing exchange compliance plan from March 31 to June 30, 2013. On July 2, 2013, the Company announced that as a result of stockholder approval of a 1:20 reverse stock split and the preferred stock financing, the NYSE MKT had granted an additional quarterly extension of the listing exchange compliance plan from June 30, 2013 to September 30, 2013. As part of the Company’s overall cost reduction efforts, Cardium may consider relisting its common stock on the OTC Market.
About Excellagen
Excellagen is a syringe-based, professional-use, pharmaceutically-formulated 2.6% fibrillar Type I bovine collagen homogenate that functions as an acellular biological modulator to activate the wound healing process and significantly accelerate the growth of granulation tissue. Excellagen’s FDA clearance provides for very broad labeling including partial and full-thickness wounds, pressure ulcers, venous ulcers, diabetic ulcers, chronic vascular ulcers, tunneled/undermined wounds, surgical wounds (donor sites/graft, post-Mohs surgery, post-laser surgery, podiatric, wound dehiscence), trauma wounds (abrasions, lacerations, second-degree burns and skin tears) and draining wounds. Excellagen is intended for professional use following standard debridement procedures in the presence of blood cells and platelets, which are involved with the release of endogenous growth factors. Excellagen’s unique fibrillar Type I bovine collagen homogenate formulation is topically applied through easy-to-control, pre-filled, sterile, single-use syringes and is designed for application at only one-week intervals. For more information, visit www.excellagen.com.
About Generx
Generx (Ad5FGF-4) is a disease-modifying regenerative medicine biologic that is being developed to offer a one-time, non-surgical option for the treatment of myocardial ischemia in patients with stable angina due to coronary artery disease, who might otherwise require surgical and mechanical interventions, such as coronary artery by-pass surgery or balloon angioplasty and stents. Similar to surgical/mechanical revascularization approaches, the goal of Cardium’s Generx product candidate is to improve blood flow to the heart muscle – but to do so non-surgically, following a single administration from a standard balloon angioplasty catheter. The ASPIRE Phase 3 registration is currently being conducted at up to leading cardiology centers in the Russian Federation to evaluate the therapeutic effects of Generx in patients with myocardial ischemia due to coronary artery disease. For additional information about Generx and the ASPIRE clinical study, please visit www.cardiumthx.com/generx.html.
About LifeAgain
LifeAgain is a newly-formed medical data analytics business that is focused on the development, marketing and sale of “survivable risk” ten-year level term life insurance programs for cancer survivors or others with medical conditions that are currently considered uninsurable based on traditional underwriting standards. Working in cooperation with large and established life insurance companies, LifeAgain will use its new actuarial methods, and scientific and medical data driven insights, to design life insurance solutions at affordable prices and substantial coverage levels. LifeAgain’s initial focus will be to develop, market and sell affordable survivable risk life insurance to men with active localized prostate cancer and expects to develop additional innovative solutions for men and women with other medical conditions that are currently considered uninsurable.
About To Go Brands
Since 2007, To Go Brands has been making healthy, great tasting and anti-oxidant-rich phytonutrients and nutraceutical supplements in an array of easy use formats, including drink mixes, chews, powders and capsules, to empower busy lifestyles in today’s fast-paced, tech-driven world. The Go Active! product line includes High Octane®, Green Tea Energy Fusion™, Acai Natural Energy Boost™, and Neo-Energy®. The Go Healthy! product line includes Greens to Go®, Extreme Berries to Go®, Healthy Belly®, VitaRocks®, and Neo-Chill™. Go Trim! products include Smoothie Complete®, Trim Energy Green Coffee Bean™, Trim Energy®, and Neo-Carb Bloc®. To Go Brands products are sold through mass, food and drug channels at retailers including Target, Whole Foods, Sprouts, Kroger, GNC, RiteAid, Jewel-Osco, Ralph’s Supermarkets, Vitamin World, Meijer, Fred Meyer, King Soopers, and the Vitamin Shoppe, as well as directly from the company’s web-based store. To learn more about To Go Brands, visit www.togobrands.com.
About Cardium
Cardium is an asset-based health sciences and regenerative medicine company focused on the acquisition and strategic development of innovative products and businesses with the potential to address significant unmet medical needs and having definable pathways to commercialization, partnering or other economic monetizations. Cardium has four primary business units in its medical opportunities portfolio: (1) Angionetics Biologics, which includes Cardium’s late-stage DNA-based Generx® cardiovascular biologic product candidate; (2) Activation Therapeutics, which includes the Company’s regenerative medicine wound healing technology platform, including its Excellagen® advanced wound care product; (3) To Go Brands®, which includes the Company’s health sciences and nutraceutical business; and (4) LifeAgain™ Insurance Solutions, Inc. which is focused on building the Company’s medical data analytics technology platform. In addition, consistent with its capital-efficient business model, Cardium continues to actively evaluate new technologies and business opportunities. For more information, visit www.cardiumthx.com.
Forward-Looking Statements
Except for statements of historical fact, the matters discussed in this press release are forward looking and reflect numerous assumptions and involve a variety of risks and uncertainties, many of which are beyond our control and may cause actual results to differ materially from expectations. For example, there is no assurance that the Company will be successful in advancing, capitalizing and partnering or monetizing its four primary businesses and technology platforms; that the Company can raise capital through the private or public sale of equity interests on a company-by-company basis or otherwise; that planned product development efforts and clinical studies can be performed in an efficient and effective manner; that results or trends observed in one clinical study or procedure will be reproduced in subsequent studies or in actual use; that new clinical studies will be successful or will lead to approvals or clearances from health regulatory authorities, or that approvals in one jurisdiction will help to support studies or approvals elsewhere; that the Company or its partners will be successful in developing and marketing survivable risk life insurance programs or that any intellectual property developed in the area will be effective for excluding potential competitors; that the Company will satisfy the requirements of its exchange listing compliance plan and will otherwise continue to satisfy the listing requirements of its exchange or that its shares can continue to be listed on a national exchange; that we can raise sufficient capital from partnering, monetization or other fundraising transactions to maintain our stock exchange listing or adequately fund ongoing operations; that the Company can attract suitable commercialization partners for our products or that we or partners can successfully commercialize them; that our product or product candidates will not be unfavorably compared to competitive products that may be regarded as safer, more effective, easier to use or less expensive or blocked by third party proprietary rights or other means; that our or our licensor’s intellectual property can be successfully developed and enforced and that we will not be accused of infringing on intellectual property developed by third parties; that the products and product candidates referred to in this report or in our other reports will be successfully commercialized and their use reimbursed, or will enhance our market value; that our To Go Brands business can be successfully integrated and expanded; that new product opportunities or commercialization efforts will be successfully established; that third parties on whom we depend will perform as anticipated; that the preferred stock offering can be completed as proposed or that the Company will not be adversely affected by risks and uncertainties that could impact our operations, business or other matters, as described in more detail in our filings with the Securities and Exchange Commission. We undertake no obligation to release publicly the results of any revisions to these forward-looking statements to reflect events or circumstances arising after the date hereof.
Copyright 2013 Cardium Therapeutics, Inc. All rights reserved.
For Terms of Use Privacy Policy, please visit www.cardiumthx.com.
Cardium Therapeutics®, Generx®,Cardionovo®, Tissue Repair™, Excellagen®, Excellarate™, LifeAgain™, Genedexa™, Neo-Apps®, MedPodium®, Neo-Energy®, Neo-Chill™ and Neo-Carb Bloc® are trademarks of Cardium Therapeutics, Inc. or Tissue Repair Company. To Go Brands®, High Octane®, Green Tea Energy Fusion™, Acai Natural Energy Boost™, Greens to Go®, Extreme Berries to Go®, Healthy Belly®, VitaRocks®, Smoothie Complete®, Trim Green Coffee Bean™, and Trim Energy®, are trademarks of To Go Brands, Inc. Other trademarks belong to their respective owners.
Cardium Therapeutics, Inc.Selected Condensed Consolidated Results of Operations | ||||||||
Three months ended June 30, | Six months ended June 30, | |||||||
2013 | 2012 | 2013 | 2012 | |||||
Product sales | $ 584,571 | $ 13,174 | $ 1,183,776 | $ 33,652 | ||||
Cost of goods sold | (339,150) | (6,096) | (689,391) | (11,551) | ||||
Gross profit | 245,421 | 7,078 | 494,385 | 22,101 | ||||
Operating expenses | ||||||||
Research and development | (489,367) | (424,734) | (1,251,809) | (1,589,333) | ||||
Selling, general and administrative | (1,873,074) | (1,459,214) | (3,621,258) | (2,968,975) | ||||
Loss from operations | (2,117,020) | (1,876,870) | (4,378,682) | (4,536,207) | ||||
Interest income (expense), net | (528) | 1,423 | (1,221) | 2,567 | ||||
Change in fair value of derivative liabilities | __ | ___ | ___ | 64,157 | ||||
Net loss | $ (2,117,548) | $ (1,875,447) | $(4,379,903) | $ (4,469,483) | ||||
Deemed dividend on preferred stock | (233,011) | 0 | ( 233,011) | 0 | ||||
Net loss applicable to common stockholders | $ (2,350,559) | $ (1,875,447) | $(4,612,914) | $ (4,469,483) | ||||
Basic and diluted loss per common share | $ (0.37) | $ (0.31) | $ (0.72) | $ (0.78) | ||||
Weighted average common shares outstanding – basic and diluted | 6,405,802 | 5,980,867 | 6,391,748 | 5,722,412 |
Selected Condensed Consolidated Balance Sheet Data | ||||
June 30,
2013 |
December 31,2012 | |||
Cash and cash equivalents | $ 658,559 | $ 2,328,074 | ||
Restricted cash | 0 | 50,000 | ||
Accounts receivable | 133,905 | 328,953 | ||
Inventory | 922,628 | 1,174,323 | ||
Prepaid expenses and other currentassets | 423,626 | 407,389 | ||
Property and equipment, net | 61,694 | 97,582 | ||
Intangible assets | 2,509,190 | 2,653,010 | ||
Other long-term assets | 771,400 | 769,547 | ||
Total assets | $ 5,481,002 | $ 7,808,878 | ||
Accounts payable and accrued liabilities | $ 1,216,622 | $ 1,392,718 | ||
Long-term liabilities | 11,700 | 50,370 | ||
Total liabilities | 1,228,322 | 1,443,088 | ||
Stockholder’s equity | 4,252,680 | 6,365,790 | ||
Total liabilities and stockholder’s equity | $ 5,481,002 | $ 7,808,878 |
(HOTR) to Acquire American Roadside Burgers
CHARLOTTE, NC- Chanticleer Holdings, Inc. (HOTR) (“Chanticleer Holdings” or the “Company”), headquartered in Charlotte, N.C., announced today that the Company has signed a non-binding Letter Of Intent to purchase all of the outstanding shares of American Roadside Burgers, Inc. (“ARB”), a Charlotte, N.C.-based chain of 5 restaurants.
ARB is a casual dining restaurant chain with the original location opened in 2006 in Smithtown, N.Y., and now has 2 locations in Charlotte, N.C., 1 location in Columbia, S.C. and the newest location in Greenville, S.C. ARB was created in 2003 by John Tunney, III, a nationally renowned creator of award winning restaurants throughout the United States. Tom Lewison, a current Director of ARB, will join the Chanticleer Holdings Board of Directors and provide strategic direction for the companies.
The 10 year old chain is known for its diverse menu featuring fresh salads; customized burgers made from fresh beef, turkey or veggies; milk shakes; and a large selection of various sandwiches, beers and wine. In-restaurant dining is fast and convenient and the existing restaurant locations are strategically located in high traffic areas. Each restaurant features a nostalgic “made in America” theme.
Mike Pruitt, Chairman and Chief Executive Officer of the Company, stated: “This intended acquisition of an exciting chain of restaurants is our first departure from our ongoing development of Hooter’s restaurants in foreign countries. This acquisition will in no way change our focus on the development of Hooters restaurants internationally, but American Roadside presents a unique strategic opportunity in a high-growth space. We believe acquiring American Roadside at this stage of their development will allow Chanticleer to guide it’s growth and we plan to expand the chain as on-going improvements and future opportunities occur.”
Tom Lewison, a 35 year veteran of the restaurant business and former Chief Operating Officer of Bojangles, commented: “Mike came to American Roadside Burgers with the idea to combine our two brands under our experienced leadership and grow the two separate operating companies into a great combination of domestic and foreign restaurant brands. Joining forces with Chanticleer at this time is the perfect opportunity for our brand to grow within a solid corporate restaurant environment. I am really looking forward to bringing my experience to Chanticleer Holdings as a Board member and strategic advisor.”
The intended terms of the preliminary agreement call for Chanticleer to issue 740,000 HOTR units to the owners of Roadside Burgers, with each unit consisting of one share of common stock, and one five-year warrant, priced at $5.00. The value of the share exchange will be dependent upon Chanticleer Holding’s stock price at date of closing. Chanticleer Holdings will assume minimal debt of ARB. Closing and final terms are anticipated on September 30, 2013, pending approval by Chanticleer’s Board of Directors, the NASDAQ Stock Market and the SEC.
About Chanticleer Holdings, Inc.
Chanticleer Holdings (HOTR) is focused on expanding the Hooters® casual dining restaurant brand in international emerging markets. Chanticleer currently owns in whole or part of the exclusive franchise rights to develop and operate Hooters restaurants in South Africa, Hungary and parts of Brazil, and has joint ventured with the current Hooters franchisee in Australia, while evaluating several additional international opportunities. The Company currently owns and operates in whole or part of six Hooters restaurants in its international franchise territories: Durban, Johannesburg, Cape Town and Emperor’s Palace in South Africa; Campbelltown in Australia; and Budapest in Hungary.
In 2011, Chanticleer and a group of noteworthy private equity investors, which included H.I.G. Capital, KarpReilly, LLC and Kelly Hall, president of Texas Wings Inc., the largest Hooters franchisee in the United States, acquired Hooters of America, a privately held company. Today, Hooters of America is an operator and the franchisor of over 430 Hooters® restaurants in 28 countries. Chanticleer maintains a minority ownership stake in Hooters of America and its CEO, Mike Pruitt, is also a member of Hooters’ Board of Directors.
For further information, please visit www.chanticleerholdings.com
Facebook: www.Facebook.com/ChanticleerHOTR
Twitter: http://Twitter.com/ChanticleerHOTR
About American Roadside Burgers, Inc.
For further information on American Roadside Burgers, Inc., visit http://americanroadside.com
For further information on Hooters of America, visit www.Hooters.com
Facebook: www.Facebook.com/Hooters
Twitter: http://Twitter.com/Hooters
Forward-Looking Statements:
Any statements that are not historical facts contained in this release are “forward-looking statements” as that term is defined under the Private Securities Litigation Reform Act of 1995 (PSLRA), which statements may be identified by words such as “expects,” “plans,” “projects,” “will,” “may,” “anticipates,” “believes,” “should,” “intends,” “estimates,” and other words of similar meaning. Such forward-looking statements are based on current expectations, involve known and unknown risks, a reliance on third parties for information, transactions or orders that may be cancelled, and other factors that may cause our actual results, performance or achievements, or developments in our industry, to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from anticipated results include risks and uncertainties related to the fluctuation of global economic conditions, the performance of management and our employees, our ability to obtain financing or required licenses, competition, general economic conditions and other factors that are detailed in our periodic reports and on documents we file from time to time with the Securities and Exchange Commission. The forward-looking statements contained in this press release speak only as of the date the statements were made, and the companies do not undertake any obligation to update forward-looking statements. We intend that all forward-looking statements be subject to the safe-harbor provisions of the PSLRA.
(BRCD) Announces Fiscal Q3 2013 Results
Brocade Announces Fiscal Q3 2013 Results
SAN JOSE, CA- Brocade® (NASDAQ: BRCD) reported its financial results for its third quarter 2013 today following the close of the market. The earnings announcement and prepared materials for the conference call have been, or will shortly be, furnished to the SEC on Form 8-K and are available on Brocade’s Investor Relations website at www.brcd.com/results.cfm. The earnings announcement will also be distributed by Marketwired later this afternoon.
At 2:30 p.m. PDT (5:30 p.m. EDT), Brocade will host a webcast conference call primarily devoted to Q&A. To access the webcast, visit www.brcd.com/events.cfm. A replay of the conference call will be available at www.brcd.com for approximately 12 months.
About Brocade
Brocade (NASDAQ: BRCD) networking solutions help the world’s leading organizations transition smoothly to a world where applications and information reside anywhere. (www.brocade.com)
ADX, AnyIO, Brocade, Brocade Assurance, the B-wing symbol, DCX, Fabric OS, ICX, MLX, MyBrocade, OpenScript, VCS, VDX, and Vyatta are registered trademarks, and HyperEdge, The Effortless Network, and The On-Demand Data Center are trademarks of Brocade Communications Systems, Inc., in the United States and/or in other countries. Other brands, products, or service names mentioned may be trademarks of their respective owners.
© 2013 Brocade Communications Systems, Inc. All Rights Reserved.
CONTACTS
Brocade Media & Analyst Relations
John Noh
Tel: 408.333.5108
jnoh@brocade.com
Brocade Investor Relations
Robert Eggers
Tel: 408.333.8797
reggers@brocade.com
(CACH) Reports Second Quarter Fiscal 2013 Results
Cache, Inc., (NASDAQ: CACH), a specialty chain of women’s apparel stores, reported results for the thirteen (“second quarter”) and twenty-six week periods (“first six months”) ended June 29, 2013.
For the 13-week period ended June 29, 2013:
- Net sales decreased 2.5% to $60.1 million from $61.6 million in the second quarter of fiscal 2012. Comparable store sales increased 0.5%, which compares to an increase of 4.7% in the second quarter of fiscal 2012;
- Gross profit decreased to $20.9 million, or 34.7% of net sales, from $26.4 million, or 42.8% of net sales, in the second quarter of fiscal 2012;
- Operating loss totaled $3.1 million, which included costs of $956,000 associated with employee separation charges incurred, in connection with severance for corporate employees. This compares to operating income of $1.7 million in the second quarter of fiscal 2012, which included $152,000 of employee separation charges;
- Net loss totaled $3.2 million, or ($0.17) per diluted share, as compared to net income of $1.0 million or $0.08 per diluted share in the second quarter of fiscal 2012; and
- Adjusted net loss totaled $2.2 million, or ($0.12) per share, as compared to adjusted net income of $1.1 million or $0.09 per diluted share in the second quarter of fiscal 2012. (See reconciliation of adjusted net income/(loss) to net income/(loss).)
Jay Margolis, Chairman and Chief Executive Officer, commented: “We are pleased with the progress made toward our strategic objectives during the second quarter. During the quarter, we focused on clearing assortments that were not consistent with our go-forward merchandising plan and significantly reducing promotional activity on the web while continuing to make strategic hires to allow us to drive our business forward. While our turnaround efforts negatively impacted profitability in the quarter, this activity allowed us to begin the third quarter in an improved position. Following quarter end, we announced a new credit facility which enhances our financial flexibility to pursue our initiatives. I am pleased to welcome our new Chief Financial Officer, Tony DiPippa to Cache and believe he will make a significant contribution to the company.”
“In the first six weeks of the third quarter, our comparable store sales are positive, driven by increased traffic and regular price selling, reflecting the success of our new deliveries, especially in dresses, accessories and targeted promotions,” Mr. Margolis, continued. “I expect our sales performance to continue to strengthen, as a greater percentage of our assortments are impacted by our moves, and we see the initial benefits from our process and marketing changes. I remain confident in our strategies and our ability to achieve improved operating performance in the near term and put us on a path to achieve sustained profitable long term growth in the future.”
For the 26-week period ended June 29, 2013:
- Net sales decreased 3.4% to $113.6 million from $117.6 million in the first six months of fiscal 2012. Comparable store sales decreased 0.4%, as compared to a increase of 6.9% in the first six months of fiscal 2012;
- Gross profit decreased to $37.3 million, or 32.8% of net sales from $48.6 million, or 41.3% of net sales, in the first six months of fiscal 2012;
- Operating loss totaled $11.4 million, which included costs of $2.5 million associated with employee separation charges incurred, in connection with the separation agreement with the former CEO, as well as severance for other corporate employees. This compares to operating loss of $346,000 in the first six months of fiscal 2012, which included $277,000 of employee separation costs;
- Net loss was $21.7 million or ($1.37) per diluted share, as compared to a net loss of $177,000, or ($0.01) per diluted share in the first six months of fiscal 2012; and
- Adjusted net loss was $9.0 million, or ($0.57) per share, as compared to adjusted net loss of $16,000 or ($0.00) per diluted share in the first six months of fiscal 2012. (See reconciliation of adjusted net income/(loss) to net income/(loss).)
Gross profit for the second quarter of fiscal 2013 was $20.9 million, or 34.7% of net sales, compared to $26.4 million, or 42.8% of net sales, in the second quarter of fiscal 2012. For the first six months of fiscal 2013, gross profit was $37.3 million, or 32.8% of net sales, compared to $48.6 million, or 41.3% of net sales in the first six months of fiscal 2012. The decrease in gross margin for the second quarter and first six months of fiscal 2013 was primarily driven by an increase in markdowns on prior season assortments, as compared to the prior year.
In total, operating expenses for the second quarter of fiscal 2013 were $24.0 million, or 40.0% of net sales, as compared to $24.7 million, or 40.1% of net sales, in the second quarter of fiscal 2012. For the first six months of fiscal 2013, operating expenses were $48.7 million, or 42.9% of net sales, compared to $48.9 million, or 41.6% of net sales, in the first six months of fiscal 2012. The decrease in operating expenses for the second quarter of fiscal 2013 was driven by decreases in marketing, as well as payroll and payroll-related expenses. The decrease in operating expense for the first six months of fiscal 2013 was driven by decreases in marketing, payroll and payroll-related expenses, and depreciation expense.
At June 29, 2013, cash and marketable securities totaled $15.1 million, as compared to $24.4 million in cash and marketable securities at June 30, 2012. Total inventory at cost decreased 13.2% at quarter end from the prior year period.
A table summarizing financial results follows:
Twenty-Six Weeks Ended | Thirteen Weeks Ended | ||||||||||||||||||||
June 29, | June 30, | June 29, | June 30, | ||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||
($ thousands, except for per share data, share numbers and store count) | |||||||||||||||||||||
Net sales | $ | 113,632 | $ | 117,628 | $ | 60,122 | $ | 61,633 | |||||||||||||
Operating income (loss) | (11,433 | ) | (346 | ) | (3,147 | ) | 1,677 | ||||||||||||||
Net income (loss) | $ | (21,663 | ) | $ | (177 | ) | $ | (3,158 | ) | $ | 1,031 | ||||||||||
Diluted earnings (loss) per share | $ | (1.37 | ) | $ | (0.01 | ) | $ | (0.17 | ) | $ | 0.08 | ||||||||||
Adjusted earnings (loss) per share | $ | (0.57 | ) | $ | – | $ | (0.12 | ) | $ | 0.09 | |||||||||||
Basic weighted average shares outstanding | 15,769,000 | 12,877,000 | 18,378,000 | 12,880,000 | |||||||||||||||||
Diluted weighted average shares outstanding | 15,769,000 | 12,877,000 | 18,378,000 | 12,928,000 | |||||||||||||||||
Number of stores open at end of period | 250 | 264 | 250 | 264 | |||||||||||||||||
Store Count Information
During the second quarter, the Company opened two stores and closed one existing location, ending the period with 250 stores in operation. During the balance of fiscal 2013, the Company expects to open no new stores and close one additional store, ending the year with 249 stores and approximately 500,000 square feet in operation.
Conference Call Information
The Company announced that it will conduct a conference call to discuss its second quarter fiscal 2013 results today, August 13, 2013, at 9:00 a.m. Eastern Time. Investors and analysts interested in participating in the call are invited to dial (877) 705-6003 approximately ten minutes prior to the start of the call. The conference call will also be web-cast live at www.cache.com. A replay of this call will be available at 12:00 p.m. ET on August 13, 2013 and remain active until 11:59 p.m. ET on August 20, 2013. The replay can be accessed by dialing (877) 870-5176 and entering confirmation code 418816.
About Cache, Inc.
Cache is a nationwide, mall-based specialty retailer of sophisticated sportswear and social occasion dresses targeting style-conscious women who have a youthful attitude and are self-confident. The Company currently operates 250 stores, primarily situated in central locations in high traffic, upscale malls in 41 states, the Virgin Islands and Puerto Rico.
Certain matters discussed within this press release may constitute forward-looking statements within the meaning of the federal securities laws. Although Cache, Inc. believes the statements are based on reasonable assumptions, there can be no assurance that these expectations will be attained. Actual results and timing of certain events could differ materially from those projected in or contemplated by the forward-looking statements due to a number of factors, including, without limitation, our ability to successfully implement our business strategy and to integrate new members of management, industry trends, merchandise and fashion trends, competition, seasonality, changes in general economic conditions and consumer spending patterns, factors specific to our Company and merchandise, such as demand for our merchandise and markdowns, well as other risks outlined from time to time in the filings of Cache, Inc. with the Securities and Exchange Commission.
CACHE, INC. AND SUBSIDIARIES | |||||||||||||||
CONSOLIDATED BALANCE SHEETS | |||||||||||||||
June 29, | December 29, | June 30, | |||||||||||||
ASSETS | 2013 | 2012 | 2012 | ||||||||||||
Current assets: | |||||||||||||||
Cash and equivalents | $ | 12,853,000 | $ | 12,360,000 | $ | 14,334,000 | |||||||||
Marketable securities | – | 3,013,000 | 7,019,000 | ||||||||||||
Certificate of deposits – restricted | 2,250,000 | 3,000,000 | 3,000,000 | ||||||||||||
Receivables, net | 2,299,000 | 2,200,000 | 2,359,000 | ||||||||||||
Income tax receivable | 59,000 | 184,000 | 267,000 | ||||||||||||
Inventories, net | 19,321,000 | 21,246,000 | 22,267,000 | ||||||||||||
Prepaid expenses and other current assets | 1,679,000 | 2,224,000 | 2,516,000 | ||||||||||||
Total current assets | 38,461,000 | 44,227,000 | 51,762,000 | ||||||||||||
Equipment and leasehold improvements, net | 19,933,000 | 20,177,000 | 20,166,000 | ||||||||||||
Intangible assets, net | 102,000 | 102,000 | 102,000 | ||||||||||||
Other assets | 636,000 | 10,119,000 | 9,040,000 | ||||||||||||
Total assets | $ | 59,132,000 | $ | 74,625,000 | $ | 81,070,000 | |||||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||||||
Current liabilities: | |||||||||||||||
Accounts payable | $ | 6,671,000 | $ | 12,397,000 | $ | 7,957,000 | |||||||||
Accrued compensation | 3,802,000 | 2,615,000 | 2,560,000 | ||||||||||||
Accrued liabilities | 10,068,000 | 11,795,000 | 9,338,000 | ||||||||||||
Total current liabilities | 20,541,000 | 26,807,000 | 19,855,000 | ||||||||||||
Other liabilities | 9,508,000 | 8,777,000 | 10,387,000 | ||||||||||||
Commitments and contingencies | |||||||||||||||
STOCKHOLDERS’ EQUITY | |||||||||||||||
Common stock | 253,000 | 171,000 | 171,000 | ||||||||||||
Additional paid-in capital | 60,358,000 | 48,735,000 | 48,621,000 | ||||||||||||
Retained earnings | 8,267,000 | 29,930,000 | 41,831,000 | ||||||||||||
Treasury stock, at cost | (39,795,000 | ) | (39,795,000 | ) | (39,795,000 | ) | |||||||||
Total stockholders’ equity | 29,083,000 | 39,041,000 | 50,828,000 | ||||||||||||
Total liabilities and stockholders’ equity | $ | 59,132,000 | $ | 74,625,000 | $ | 81,070,000 | |||||||||
CACHE, INC. AND SUBSIDIARIES | ||||||||||
CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||||
26 Weeks Ended | 26 Weeks Ended | |||||||||
June 29, | June 30, | |||||||||
2013 | 2012 | |||||||||
Net sales | $ | 113,632,000 | $ | 117,628,000 | ||||||
Cost of sales, including buying and occupancy | 76,361,000 | 69,048,000 | ||||||||
Gross profit | 37,271,000 | 48,580,000 | ||||||||
Expenses | ||||||||||
Store operating expenses | 36,835,000 | 39,459,000 | ||||||||
General and administrative expenses | 9,415,000 | 9,190,000 | ||||||||
Employee separation charge | 2,454,000 | 277,000 | ||||||||
Total expenses | 48,704,000 | 48,926,000 | ||||||||
Operating loss | (11,433,000 | ) | (346,000 | ) | ||||||
Other income (expense): | ||||||||||
Interest income | 17,000 | 42,000 | ||||||||
Total other income, net | 17,000 | 42,000 | ||||||||
Loss before income taxes | (11,416,000 | ) | (304,000 | ) | ||||||
Income tax provision (benefit) | 10,247,000 | (127,000 | ) | |||||||
Net loss | $ | (21,663,000 | ) | $ | (177,000 | ) | ||||
Basic loss per share | $ | (1.37 | ) | $ | (0.01 | ) | ||||
Diluted loss per share | $ | (1.37 | ) | $ | (0.01 | ) | ||||
Basic weighted average shares outstanding | 15,769,000 | 12,877,000 | ||||||||
Diluted weighted average shares outstanding | 15,769,000 | 12,877,000 | ||||||||
CACHE, INC. AND SUBSIDIARIES | |||||||||
CONSOLIDATED STATEMENTS OF OPERATIONS | |||||||||
13 Weeks Ended | 13 Weeks Ended | ||||||||
June 29, | June 30, | ||||||||
2013 | 2012 | ||||||||
Net sales | $ | 60,122,000 | $ | 61,633,000 | |||||
Cost of sales, including buying and occupancy | 39,247,000 | 35,250,000 | |||||||
Gross profit | 20,875,000 | 26,383,000 | |||||||
Expenses | |||||||||
Store operating expenses | 18,332,000 | 20,117,000 | |||||||
General and administrative expenses | 4,734,000 | 4,437,000 | |||||||
Employee separation charge | 956,000 | 152,000 | |||||||
Total expenses | 24,022,000 | 24,706,000 | |||||||
Operating income (loss) | (3,147,000 | ) | 1,677,000 | ||||||
Other income (expense): | |||||||||
Interest income | 9,000 | 24,000 | |||||||
Total other income, net | 9,000 | 24,000 | |||||||
Income (loss) before income taxes | (3,138,000 | ) | 1,701,000 | ||||||
Income tax provision | 20,000 | 670,000 | |||||||
Net income (loss) | $ | (3,158,000 | ) | $ | 1,031,000 | ||||
Basic earnings (loss) per share | $ | (0.17 | ) | $ | 0.08 | ||||
Diluted earnings (loss) per share | $ | (0.17 | ) | $ | 0.08 | ||||
Basic weighted average shares outstanding | 18,378,000 | 12,880,000 | |||||||
Diluted weighted average shares outstanding | 18,378,000 | 12,928,000 | |||||||
Non-GAAP Financial Measures | |
In this press release, the Company’s financial results are provided both in accordance with generally accepted accounting principles (GAAP) and using certain non-GAAP financial measures. In particular, the Company provides adjusted net loss, adjusted net loss per share, historic earnings (loss) and earnings (loss) per diluted share, each adjusted to exclude certain costs and accounting adjustments, which are non-GAAP financial measures. These results are included as a complement to results provided in accordance with GAAP because management believes these non-GAAP financial measures help identify underlying trends in the Company’s business and provide useful information to both management and investors by excluding certain items that may not be indicative of the Company’s core operating results. These measures should not be considered a substitute for, or superior to, GAAP results. |
CACHE, INC. AND SUBSIDIARIES | |||||||||||||||||||||
Reconciliation of Net Income (Loss) to Adjusted Net Income (Loss) | |||||||||||||||||||||
(dollars in thousands, except per share data) | |||||||||||||||||||||
26 Weeks | 26 Weeks | 13 Weeks | 13 Weeks | ||||||||||||||||||
Ended | Ended | Ended | Ended | ||||||||||||||||||
June 29, | June 30, | June 29, | June 30, | ||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||
Net loss | $ | (21,663 | ) | $ | (177 | ) | $ | (3,158 | ) | $ | 1,031 | ||||||||||
Income tax valuation allowance(1) | 10,201 | – | – | – | |||||||||||||||||
Employee separation charge(2) | 2,454 | 161 | 956 | 92 | |||||||||||||||||
Adjusted net income (loss) | $ | (9,008 | ) | $ | (16 | ) | $ | (2,202 | ) | $ | 1,123 | ||||||||||
Diluted earnings (loss) per share | $ | (1.37 | ) | $ | (0.01 | ) | $ | (0.17 | ) | $ | 0.08 | ||||||||||
Income tax valuation allowance(1) | 0.65 | – | – | – | |||||||||||||||||
Employee separation charge(2) | 0.15 | 0.01 | 0.05 | 0.01 | |||||||||||||||||
Adjusted earnings (loss) per share | $ | (0.57 | ) | $ | – | $ | (0.12 | ) | $ | 0.09 | |||||||||||
(1) | Represents an increase in the tax valuation against net deferred tax assets. | |||||
(2) | Represents employee separation charge in connection with the separation agreement with the Company’s former Chief Executive Officer, as well as severance for other corporate employees. Costs include severance and benefits along with related taxes. | |||||
(INSY) Reports Second Quarter 2013 Results
Reports Record Revenue of $18.8 Million and EPS of $0.26 per Diluted Share
Insys Therapeutics Reports Second Quarter 2013 Results
Reports Record Revenue of $18.8 Million and EPS of $0.26 per Diluted Share
PHOENIX, AZ– Insys Therapeutics, Inc. (NASDAQ: INSY), a specialty pharmaceutical company with focus on supportive care products for cancer patients, today announced its financial results for the three months ended June 30, 2013.
Financial highlights during the second quarter of 2013:
- Total second quarter net revenue increased to $18.8 million in 2013 versus $3.5 million in 2012
- Subsys generated $18.5 million in net revenue during the second quarter of 2013, up 90.8% quarter-over-quarter from $9.7 million in the first quarter of 2013
- Second quarter net income of $4.5 million and diluted earnings per share of $0.26 compared to a net loss of $6.4 million ($0.68 per share) for the second quarter of 2012
- Strengthened balance sheet through IPO in May
- Insys shares added to the Russell 2000® Index as of July 1, 2013
“Our strong second quarter results were driven by continued uptake of Subsys,” said Michael L. Babich, President and Chief Executive Officer. “We are excited to have achieved our second quarter of profitability and look forward to building value for shareholders as we continue to execute on our marketing plan. The continued growth we have achieved allows us to accelerate reinvestment in both our research and development and sales and marketing efforts.”
Second Quarter 2013 Financial Results
Total net revenue increased $7.7 million, or 70%, to $18.8 million when compared to first quarter 2013 net revenue of $11.1 million. In addition, second quarter 2013 net revenue increased $15.3 million when compared to second quarter 2012 net revenue of $3.5 million. A summary of total revenue is outlined below (in millions):
Three Months Ended June 30, |
Increase | ||||||||||
2013 | 2012 | (Decrease) | |||||||||
Product sales, net | |||||||||||
Subsys | $ | 18.5 | $ | 1.2 | $ | 17.3 | |||||
Dronabinol SG Capsule | 0.3 | 2.3 | (2.0 | ) | |||||||
Total net revenue | $ | 18.8 | $ | 3.5 | $ | 15.3 | |||||
Net income for the second quarter of 2013 was $4.5 million and diluted earnings per share was $0.26 compared to a net loss of $6.4 million and diluted loss per share of $0.68 for the second quarter of 2012. Gross margin was 86% for the second quarter of 2013, compared to 34% for the second quarter of 2012: the improvement was primarily a result of the significant increase in sales of Subsys which has a higher gross margin than Dronabinol, during the second quarter of 2013.
Sales and marketing expense was $6.3 million during the second quarter of 2013 compared to $2.9 million for the second quarter of 2012. The increase was a result of variable sales compensation expenses associated with the increase in sales of Subsys combined with increased marketing expenses during the second quarter of 2013.
Research and development expense increased to $1.9 million for the second quarter of 2013 from $1.7 million for the second quarter of 2012, primarily as a result of the commencement of new product development during the second quarter of 2013.
General and administrative expense increased to $2.8 million for the second quarter of 2013 from $1.8 million for the second quarter of 2012, primarily resulting from costs incurred in connection with increased administrative infrastructure to support the growth of Subsys sales combined with corporate costs associated with becoming a public company.
The Company had $21.7 million in cash and cash equivalents, $4.2 million in working capital (excluding cash and cash equivalents), no debt, and $34.2 million in stockholders’ equity as of June 30, 2013.
Non-GAAP adjusted net income for the second quarter of 2013 was $6.2 million, or $0.35 per diluted share, compared to non-GAAP adjusted net loss of $5.0 million, or $0.54 per diluted share, in the prior year quarter.
Conference Call
Insys management will host a conference call today at 11:00 a.m. ET. The conference call will be accessible on the Insys website at www.insysrx.com or by telephone at 888-539-3612 (U.S.) or 719-457-2689 (International), passcode 9093533. A telephone replay will be available shortly after the completion of the call at 888-203-1112 (U.S.) or 719-457-0820 (International), passcode 9093533.
About Insys Therapeutics, Inc.
Insys Therapeutics, Inc. is a commercial-stage specialty pharmaceutical company that develops and commercializes innovative supportive care products, with a focus on utilizing its proprietary formulation technologies to address the clinical shortcomings of existing commercial pharmaceutical products. The company has two marketed products including Subsys, a proprietary sublingual fentanyl spray for breakthrough pain in opioid-tolerant cancer patients. Insys markets Subsys through its incentive-based, cost-efficient commercial sales force. The company’s lead product candidate is Dronabinol Oral Solution, a proprietary orally administered liquid formulation of dronabinol, which would be its second branded supportive care product, if approved.
Forward-Looking Statements
This press release contains forward-looking statements, including statements regarding the on-going commercialization of Insys’ products and development of its product candidates and the company’s positioning to build on its supportive care franchise and deliver value to stockholders. These forward-looking statements are based on management’s expectations and assumptions as of the date of this press release, and actual results may differ materially from those in these forward-looking statements as a result of various factors. These factors include, but are not limited to risks regarding Insys’ ability to commercialize products successfully, Insys’ ability to successfully manage its commercial relationships and sales infrastructure, compliance with post-approval regulatory requirements and the company’s need to potentially obtain additional financing to successfully commercialize or further develop its existing products and product candidates. For a further description of these and other risks facing Insys, please see the risk factors described in the company’s filings with the United States Securities and Exchange Commission, including those factors discussed under the caption “Risk Factors” in those filings. Forward-looking statements speak only as of the date of this press release and the company undertakes no obligation to update or revise these statements, except as may be required by law.
Non-GAAP Financial Measures
In addition to reporting all financial information required in accordance with generally accepted accounting principles (GAAP), Insys is also reporting Adjusted EBITDA, Adjusted net income (loss) and Adjusted net income (loss) per diluted share, which are non-GAAP financial measures. Since Adjusted EBITDA, Adjusted net income (loss) and Adjusted net income (loss) per diluted share are not GAAP financial measures, they should not be used in isolation or as a substitute for consolidated statements of operations and cash flow data prepared in accordance with GAAP. In addition, Insys’s definitions of Adjusted EBITDA, Adjusted net income (loss) and Adjusted net income (loss) per diluted share may not be comparable to similarly titled non-GAAP financial measures reported by other companies. For a full reconciliation of Adjusted EBITDA and Adjusted net income (loss) to GAAP net income (loss), please see the attachments to this earnings release.
Adjusted EBITDA, as defined by the Company, is calculated as follows:
Net income, plus:
- Interest income (expense), net
- Provision for income taxes
- Depreciation and amortization
- Non-cash expenses, such as share-based compensation expense
The Company believes that Adjusted EBITDA is a meaningful indicator, to both Company management and investors, of the past and expected ongoing operating performance of the Company. EBITDA is a commonly used and widely accepted measure of financial performance. Adjusted EBITDA is deemed by the Company to be a useful performance indicator because it includes an add back of non-cash and non-recurring operating expenses which have little to no bearing on cash flows and may be subject to uncontrollable factors not reflective of the Company’s true operational performance.
Adjusted net income, as defined by the Company, is calculated as follows:
Net income, plus:
- The recorded provision for income taxes
- Non-cash expenses, such as stock compensation expense, non-cash interest, and non-cash other expense (i.e., changes in estimated fair value of a contingent payment obligation)
- Less an estimated cash tax provision, net of the benefit from utilizing NOL carry-forwards.
Adjusted net income (loss) per diluted share is equal to Adjusted net income (loss) divided by the diluted share count for the applicable period.
The Company believes that Adjusted net income (loss) and Adjusted net income (loss) per diluted shares are meaningful financial indicators, to both Company management and investors, in that they exclude non-cash income and expense items that have no impact on current or future cash flows, as well as other income and expense items that are not expected to recur and therefore are not reflective of continuing operating performance.
While the Company uses Adjusted EBITDA, Adjusted net income (loss) and Adjusted net income (loss) per diluted share in managing and analyzing its business and financial condition and believes these non-GAAP financial measures to be useful to investors in evaluating the Company’s performance, each of these financial measures has certain shortcomings. Adjusted EBITDA does not take into account the impact of capital expenditures on either the liquidity or the GAAP financial performance of the Company and likewise omits share-based compensation expenses, which may vary over time and may represent a material portion of overall compensation expense. Adjusted net income (loss) does not take into account non-cash expenses that reflect the amortization of past expenditures, or include stock-based compensation, which is an important and material element of the Company’s compensation package for its directors, officers and other key employees. As a result of the inherent limitations of each of these non-GAAP financial measures, the Company’s management utilizes comparable GAAP financial measures to evaluate the business in conjunction with Adjusted EBITDA, Adjusted net income (loss) and Adjusted net income (loss) per diluted share and encourages investors to do likewise.
INSYS THERAPEUTICS, INC. | |||||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | |||||||||||||||||
(In thousands, except share and per share amounts) | |||||||||||||||||
(unaudited) | |||||||||||||||||
Three Months Ended June 30, |
Six Months Ended June 30, |
||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Net revenue | $ | 18,821 | $ | 3,539 | $ | 29,880 | $ | 5,565 | |||||||||
Cost of revenue | 2,594 | 2,341 | 4,358 | 3,619 | |||||||||||||
Gross profit | 16,227 | 1,198 | 25,522 | 1,946 | |||||||||||||
Operating expenses: | |||||||||||||||||
Sales and marketing | 6,331 | 2,928 | 10,754 | 5,332 | |||||||||||||
Research and development | 1,921 | 1,696 | 3,611 | 4,528 | |||||||||||||
General and administrative | 2,787 | 1,845 | 5,149 | 3,324 | |||||||||||||
Total operating expenses | 11,039 | 6,469 | 19,514 | 13,184 | |||||||||||||
Income (loss) from operations | 5,188 | (5,271 | ) | 6,008 | (11,238 | ) | |||||||||||
Other income (expense),net | 6 | (424 | ) | 2 | (506 | ) | |||||||||||
Interest income (expense), net | (272 | ) | (673 | ) | (945 | ) | (1,311 | ) | |||||||||
Income (loss) before income taxes | 4,922 | (6,368 | ) | 5,065 | (13,055 | ) | |||||||||||
Income tax expense | 375 | – | 375 | – | |||||||||||||
Net income (loss) | $ | 4,547 | $ | (6,368 | ) | $ | 4,690 | $ | (13,055 | ) | |||||||
Net income (loss) per common share: | |||||||||||||||||
Basic | $ | 0.27 | $ | (0.68 | ) | $ | 0.36 | $ | (1.40 | ) | |||||||
Diluted | $ | 0.26 | $ | (0.68 | ) | $ | 0.34 | $ | (1.40 | ) | |||||||
Shares used in computing net income (loss) per common share: | |||||||||||||||||
Basic | 16,648,238 | 9,314,886 | 13,016,562 | 9,314,886 | |||||||||||||
Diluted | 17,372,068 | 9,314,886 | 13,721,937 | 9,314,886 | |||||||||||||
INSYS THERAPEUTICS, INC. | |||||||
CONDENSED CONSOLIDATED BALANCE SHEETS | |||||||
(In thousands) | |||||||
(unaudited) | |||||||
June 30, | December 31, | ||||||
2013 | 2012 | ||||||
ASSETS: | |||||||
Cash and cash equivalents | $ | 21,746 | $ | 361 | |||
Accounts receivable, net | 9,130 | 3,089 | |||||
Inventories | 8,678 | 7,095 | |||||
Prepaid expenses and other current assets | 1,027 | 1,344 | |||||
Non-current assets | 8,193 | 6,852 | |||||
Total assets | $ | 48,774 | $ | 18,741 | |||
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT): | |||||||
Accounts payable and accrued expenses | $ | 10,273 | $ | 7,871 | |||
Deferred revenue and patient discounts | 4,314 | 5,307 | |||||
Line of credit | – | 11,858 | |||||
Notes payable to related party, including interest | – | 58,383 | |||||
Stockholders’ equity (deficit) | 34,187 | (64,678 | ) | ||||
Total liabilities and stockholders’ equity (deficit) | $ | 48,774 | $ | 18,741 | |||
INSYS THERAPEUTICS, INC. | |||||||||||||||
RECONCILIATION OF NET INCOME (LOSS) TO NON-GAAP ADJUSTED EBITDA | |||||||||||||||
(In thousands) | |||||||||||||||
(unaudited) | |||||||||||||||
Three Months Ended June 30, |
Six Months Ended June 30, |
||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||
Net income (loss) | $ | 4,547 | $ | (6,368 | ) | $ | 4,690 | $ | (13,055 | ) | |||||
Adjustments to arrive at EBITDA: | |||||||||||||||
Interest expense, net | 272 | 673 | 945 | 1,311 | |||||||||||
Income tax expense | 375 | – | 375 | – | |||||||||||
Depreciation and amortization expense | 436 | 411 | 865 | 844 | |||||||||||
EBITDA | 5,630 | (5,284 | ) | 6,875 | (10,900 | ) | |||||||||
Non-cash stock compensation expense | 1,345 | 639 | 2,404 | 1,286 | |||||||||||
Adjusted EBITDA | $ | 6,975 | $ | (4,645 | ) | $ | 9,279 | $ | (9,614 | ) |
INSYS THERAPEUTICS, INC. | |||||||||||||||
RECONCILIATION OF NET INCOME (LOSS) TO NON-GAAP ADJUSTED NET INCOME (LOSS) | |||||||||||||||
(In thousands, except share and per share amounts) | |||||||||||||||
(unaudited) | |||||||||||||||
Three Months Ended June 30, |
Six Months Ended June 30, |
||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||
Net income (loss) | $ | 4,547 | $ | (6,368 | ) | $ | 4,690 | $ | (13,055 | ) | |||||
Income tax provision | 375 | – | 375 | – | |||||||||||
Income (loss) before income taxes | 4,922 | (6,368 | ) | 5,065 | (13,055 | ) | |||||||||
Adjustments to arrive at Adjusted net income (loss): | |||||||||||||||
Non-cash stock compensation expense | 1,345 | 639 | 2,404 | 1,286 | |||||||||||
Non-cash interest expense | 262 | 645 | 900 | 1,278 | |||||||||||
Non-cash other expense | – | 70 | – | 140 | |||||||||||
Adjusted income (loss) before income taxes | 6,529 | (5,014 | ) | 8,369 | (10,351 | ) | |||||||||
Adjusted income tax provision | 375 | – | 375 | – | |||||||||||
Adjusted net income (loss) | $ | 6,154 | $ | (5,014 | ) | $ | 7,994 | $ | (10,351 | ) | |||||
Adjusted net income (loss) per diluted share | $ | 0.35 | $ | (0.54 | ) | $ | 0.58 | $ | (1.11 | ) |
Company Contact:
Darryl S. Baker
Chief Financial Officer
Insys Therapeutics, Inc.
(602) 910-2617
(OSIR) Grafix® Massive Efficacy in Diabetic Foot Ulcers
Osiris Therapeutics, Inc. (NASDAQ: OSIR), reported today that its multi-center, randomized, controlled clinical trial comparing the safety and effectiveness of Grafix® to standard of care in patients with chronic diabetic foot ulcers had met the pre-specified stopping rules for overwhelming efficacy as determined by the data monitoring committee during a planned interim analysis. For the primary endpoint, 62% of patients receiving Grafix had complete wound closure compared to only 21% (p<0.0001) of patients who received conventional treatment for their wounds – a relative improvement of 191% and the largest ever reported from such a study. A total of 131 patients were enrolled with the interim analysis being conducted on the first 97 to complete the trial.
The trial also reached statistical significance in favor of Grafix on all top-line secondary endpoints, demonstrating faster wound closure and a reduction in the number of treatments needed to achieve wound closure. In the crossover phase of the trial, patients whose wounds failed to close after 12 weeks of standard of care had an 80% closure rate when switched to Grafix. Importantly, patients randomized to receive standard of care were 74% more likely to experience an adverse event than those receiving Grafix (p=0.008). As a result, the blinded phase of the trial is being discontinued immediately and all patients randomized to the control arm will be offered treatment with Grafix.
“Today, Osiris has established a new standard in diabetic wound care and has demonstrated to the world the tremendous impact stem cell products can have in medicine,” said C. Randal Mills, Ph.D., Chief Executive Officer. “Diabetic foot ulcers afflict 25% of all diabetics and are responsible for more hospitalizations than any other diabetic complication. With 25 million diabetics in the United States, the cost to our health care system is enormous. Through this rigorous study we have shown that Grafix can heal more patients, in less time, and with fewer complications.”
Top-Line Data from the Interim Analysis of Protocol 302 | |||||||||
Grafix(n=50) | Control(n=47) | p-value | |||||||
Primary | |||||||||
Complete Wound Closure at 12 Weeks | 62.0% | 21.3% | p<0.0001 | ||||||
Secondary | |||||||||
Complete Wound Closure for Patients Receiving All Treatments* | 71.4% | 27.0% | p=0.0001 | ||||||
Time to Complete Closure | 42 days | 70 days | p=0.017 | ||||||
Number of Treatments to Closure | 6 | 12 | p=0.0001 | ||||||
Closure with Grafix in Patients Failing Standard of Care (Crossover)** | 80.0% | N/A | N/A | ||||||
Safety | |||||||||
Patients with at least One Adverse Event | 38.0% | 66.0% | p=0.008 | ||||||
*Patients attending all scheduled treatment visits (n=79). **n=20 at the time of the interim analysis. | |||||||||
“These data are very compelling as we have not had a new cellular therapy for diabetic foot ulcers in over 10 years,” said Dr. Larry Lavery, Principal Investigator and Professor of Plastic Surgery, University of Texas Southwestern Medical Center. “Compared to other similarly designed studies, this trial demonstrates, by far, the largest relative improvement in complete wound closure. This is great news for our patients with diabetic foot ulcers that are at such high risk of losing their legs.”
Grafix is a human cellular repair matrix that provides a high-quality source of living mesenchymal stem cells (MSCs). It is a flexible, conforming membrane that is applied directly to acute and chronic wounds.
“We know now that an unfortunate consequence of diabetes is the pathological change that occurs with the number and functionality of certain stem cell populations necessary for optimal wound repair,” said Michelle LeRoux Williams, Ph.D., Chief Scientific Officer. “With Grafix, we are able to help correct this problem by providing patients with a rich source of healthy, non-controversial stem cells contained within a biologic matrix for easy delivery in the out-patient setting.”
Osiris partnered with CPC Clinical Research, an Academic Clinical Research Organization (CRO), who was responsible for all clinical monitoring, data management, and biostatistics services.
“One key aspect of an academically led CRO is our credible scientific oversight and quality control during the execution of the trial,” said William R. Hiatt, M.D., President of CPC and Professor of Medicine, Division of Cardiology, Department of Medicine, University of Colorado School of Medicine. “This is one of the most rigorous wound care trials conducted, enhanced by our proprietary wound core lab technology which is able to independently assess wound closure in a blinded manner.”
About the Trial (Protocol 302)
Protocol 302 is a single-blind, randomized, controlled multi-centered trial is evaluating the efficacy and safety of weekly applications of Grafix for the treatment of chronic diabetic foot ulcers. A total of 131 patients were enrolled at 19 leading wound care centers across the United States. Patients between 18 and 80 years of age with confirmed type 1 or type 2 diabetes and chronic diabetic foot ulcers on the dorsal or plantar surface of the foot were randomized to Grafix or control dressings at a 1:1 ratio. Ulcers had to be present for at least 4 weeks prior to randomization and be between 1 cm2 and 15 cm2 in size. Patients were excluded from the trial if the ulcer decreased with more than 30% during the one week screening period. Patients received treatment weekly for up to 12 weeks. The primary endpoint measures complete wound closure by 12 weeks as determined by the investigator and confirmed by an independent, blinded Wound Core Lab. Secondary endpoints include complete wound closure rates for those patients that complete all scheduled treatments, time to wound closure, number of applications, proportion of patients achieving at least a 50% reduction in wound size by day 28 and number of re-occurrences. Patients randomized to the control group who did not heal within 12 weeks entered a cross-over arm for evaluation in an additional 12 week open-label treatment with Grafix.
About Grafix
Grafix is a human cellular repair matrix containing living stem cells for acute and chronic wound repair. It is a flexible, conforming membrane that provides a high quality source of living MSCs and growth factors directly to the site of the wound. Grafix is produced by BioSmartTM Intelligent Tissue Processing of human placental membrane. The manufacturing process maintains the integrity of the extracellular matrix, the viability of the neonatal MSCs, and the biologically active growth factors.
About Osiris Therapeutics
Osiris Therapeutics, Inc., is the leading stem cell company, having developed the world’s first approved stem cell drug, Prochymal®. Osiris currently markets Grafix and Ovation® for wound and tissue repair, and Cartiform® for cartilage repair. Osiris is a fully integrated company with capabilities in research, development, manufacturing and distribution of cell therapy products. Osiris has developed an extensive intellectual property portfolio to protect the company’s technology, including 51 U.S. and 162 foreign patents.
Osiris, Prochymal, Chondrogen, Grafix, Ovation and Cartiform are registered trademarks of Osiris Therapeutics, Inc. More information can be found on the company’s website, www.Osiris.com. (OSIR-G)
Forward-Looking Statements
This press release contains forward-looking statements. Forward-looking statements include statements about our expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts. Words or phrases such as “anticipate,” “believe,” “continue,” “ongoing,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project” or similar words or phrases, or the negatives of those words or phrases, may identify forward-looking statements, but the absence of these words does not necessarily mean that a statement is not forward-looking. Examples of forward-looking statements may include, without limitation, statements regarding any of the following: our product development efforts; our clinical trials and anticipated regulatory requirements, and our ability to successfully navigate these requirements; the success of our product candidates in development; status of the regulatory process for our biologic drug candidates; implementation of our corporate strategy; our financial performance; our product research and development activities and projected expenditures, including our anticipated timeline and clinical strategy for mesenchymal stem cells and biologic drug candidates and marketed Biosurgery products (including Prochymal, Chondrogen®, Grafix, Ovation and Cartiform); our cash needs; patents, trademarks and other proprietary rights; the safety and ability of our products and potential products to treat disease; our ability to supply a sufficient amount of our marketed products or product candidates and, if approved or otherwise commercially available, products to meet demand; our costs to comply with governmental regulations; our plans for sales and marketing; our plans regarding facilities; types of regulatory frameworks we expect will be applicable to our products and potential products; and results of our scientific research. Forward-looking statements are subject to known and unknown risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. Our actual results could differ materially from those anticipated in forward-looking statements for many reasons, including the factors described in the section entitled “Risk Factors” in our Annual Report on Form 10-K and other Periodic Reports filed on Form 10-Q, with the United States Securities and Exchange Commission. Accordingly, you should not unduly rely on these forward-looking statements. We undertake no obligation to publicly revise any forward-looking statement to reflect circumstances or events after the date of this press release or to reflect the occurrence of unanticipated events.
(BBRY) Board of Directors Announces Exploration of Strategic Alternatives
WATERLOO, ONTARIO–(Aug. 12, 2013) – BlackBerry Limited (NASDAQ:BBRY)(TSX:BB), a world leader in the mobile communications market, today announced that the Company’s Board of Directors has formed a Special Committee to explore strategic alternatives to enhance value and increase scale in order to accelerate BlackBerry 10 deployment. These alternatives could include, among others, possible joint ventures, strategic partnerships or alliances, a sale of the Company or other possible transactions.
The Special Committee of the Board is comprised of Barbara Stymiest, Thorsten Heins, Richard Lynch and Bert Nordberg, and will be chaired by Timothy Dattels.
With the announcement of the Special Committee, Prem Watsa, Chairman and CEO of Fairfax Financial informed the Company that he felt it was appropriate to resign due to potential conflicts that may arise during the process. Fairfax Financial is the largest BlackBerry shareholder. Mr. Watsa said, “I continue to be a strong supporter of the Company, the Board and Management as they move forward during this process, and Fairfax Financial has no current intention of selling its shares.”
“During the past year, management and the Board have been focused on launching the BlackBerry 10 platform and BES 10, establishing a strong financial position, and evaluating the best approach to delivering long-term value for customers and shareholders,” said Timothy Dattels, Chairman of BlackBerry’s Special Committee of the Board. “Given the importance and strength of our technology, and the evolving industry and competitive landscape, we believe that now is the right time to explore strategic alternatives.”
Thorsten Heins, President and Chief Executive Officer of BlackBerry, added, “We continue to see compelling long-term opportunities for BlackBerry 10, we have exceptional technology that customers are embracing, we have a strong balance sheet and we are pleased with the progress that has been made in our transition. As the Special Committee focuses on exploring alternatives, we will be continuing with our strategy of reducing cost, driving efficiency and accelerating the deployment of BES 10, as well as driving adoption of BlackBerry 10 smartphones, launching the multi-platform BBM social messaging service, and pursuing mobile computing opportunities by leveraging the secure and reliable BlackBerry Global Data Network.”
JP Morgan Securities LLC is serving as financial advisor to BlackBerry and Skadden, Arps, Slate, Meagher & Flom LLP and Torys LLP are serving as legal advisors.
There can be no assurance that this exploration process will result in any transaction. The Company does not currently intend to disclose further developments with respect to this process, unless and until its Board of Directors approves a specific transaction or otherwise concludes the review of strategic alternatives.
About BlackBerry
A global leader in wireless innovation, BlackBerry® revolutionized the mobile industry when it was introduced in 1999. Today, BlackBerry aims to inspire the success of our millions of customers around the world by continuously pushing the boundaries of mobile experiences. Founded in 1984 and based in Waterloo, Ontario, BlackBerry operates offices in North America, Europe, Asia Pacific and Latin America. For more information, visit www.blackberry.com.
This news release contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and Canadian securities laws, including statements regarding: BlackBerry’s expectations regarding new product initiatives and timing, including the BlackBerry 10 platform; BlackBerry’s plans and expectations regarding new service offerings, and assumptions regarding its service revenue model; BlackBerry’s plans, strategies and objectives, and the anticipated opportunities and challenges in fiscal 2014; anticipated demand for, and BlackBerry’s plans and expectations relating to, programs to drive sell-through of the Company’s BlackBerry 7 and 10 smartphones and BlackBerry PlayBook tablets; BlackBerry’s expectations regarding financial results for the second quarter of fiscal 2014; BlackBerry’s expectations with respect to the sufficiency of its financial resources; BlackBerry’s ongoing efforts to streamline its operations and its expectations relating to the benefits of its Cost Optimization and Resource Efficiency (“CORE”) program and similar strategies; BlackBerry’s plans and expectations regarding marketing and promotional programs; and BlackBerry’s estimates of purchase obligations and other contractual commitments. The terms and phrases “expects”, “believe”, “focused”, “getting”, “opportunities”, “we are seeing”, “continuing”, “drive”, “improve”, “should”, “will”, “increasing”, “anticipated”, and similar terms and phrases are intended to identify these forward-looking statements. Forward-looking statements are based on estimates and assumptions made by BlackBerry in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors that BlackBerry believes are appropriate in the circumstances, including but not limited to the launch timing and success of products based on the BlackBerry 10 platform, general economic conditions, product pricing levels and competitive intensity, supply constraints, BlackBerry’s expectations regarding its business, strategy, opportunities and prospects, including its ability to implement meaningful changes to address its business challenges, and BlackBerry’s expectations regarding the cash flow generation of its business.
Many factors could cause BlackBerry’s actual results, performance or achievements to differ materially from those expressed or implied by the forward-looking statements, including, without limitation: BlackBerry’s ability to enhance its current products and services, or develop new products and services in a timely manner or at competitive prices, including risks related to new product introductions; risks related to BlackBerry’s ability to mitigate the impact of the anticipated decline in BlackBerry’s infrastructure access fees on its consolidated revenue by developing an integrated services and software offering; intense competition, rapid change and significant strategic alliances within BlackBerry’s industry; BlackBerry’s reliance on carrier partners and distributors; risks associated with BlackBerry’s foreign operations, including risks related to recent political and economic developments in Venezuela and the impact of foreign currency restrictions; risks relating to network disruptions and other business interruptions, including costs, potential liabilities, lost revenues and reputational damage associated with service interruptions; risks related to BlackBerry’s ability to implement and to realize the anticipated benefits of its CORE program; BlackBerry’s ability to maintain or increase its cash balance; security risks; BlackBerry’s ability to attract and retain key personnel; risks related to intellectual property rights; BlackBerry’s ability to expand and manage BlackBerry® World™; risks related to the collection, storage, transmission, use and disclosure of confidential and personal information; BlackBerry’s ability to manage inventory and asset risk; BlackBerry’s reliance on suppliers of functional components for its products and risks relating to its supply chain; BlackBerry’s ability to obtain rights to use software or components supplied by third parties; BlackBerry’s ability to successfully maintain and enhance its brand; risks related to government regulations, including regulations relating to encryption technology; BlackBerry’s ability to continue to adapt to recent board and management changes and headcount reductions; reliance on strategic alliances with third-party network infrastructure developers, software platform vendors and service platform vendors;
BlackBerry’s reliance on third-party manufacturers; potential defects and vulnerabilities in BlackBerry’s products; risks related to litigation, including litigation claims arising from BlackBerry’s practice of providing forward-looking guidance; potential charges relating to the impairment of intangible assets recorded on BlackBerry’s balance sheet; risks as a result of actions of activist shareholders; government regulation of wireless spectrum and radio frequencies; risks related to economic and geopolitical conditions; risks associated with acquisitions; foreign exchange risks; and difficulties in forecasting BlackBerry’s financial results given the rapid technological changes, evolving industry standards, intense competition and short product life cycles that characterize the wireless communications industry. These risk factors and others relating to BlackBerry are discussed in greater detail in the “Risk Factors” section of BlackBerry’s Annual Information Form, which is included in its Annual Report on Form 40-F and the “Cautionary Note Regarding Forward-Looking Statements” section of BlackBerry’s MD&A (copies of which filings may be obtained at www.sedar.com or www.sec.gov). These factors should be considered carefully, and readers should not place undue reliance on BlackBerry’s forward-looking statements. BlackBerry has no intention and undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Media Contact:
Heidi Davidson
BlackBerry Media Relations
(519) 590-0482
hdavidson@blackberry.com
Investor Contact:
BlackBerry Investor Relations
(519) 888-7465
investor_relations@blackberry.com
(EDS) Announces the Appointment of Additional Directors
FUJIAN, China, Aug. 12, 2013 — Exceed Company Ltd. (NASDAQ: EDS) (“EDS”, “Exceed” or the “Company”), the owner and operator of “Xidelong” brand – one of the leading domestic sportswear brands in China, today announced that the board of directors (the “Board”) has appointed Mr. Pang Xiaozhong as an independent non-executive director, and Mr. Ding Dongdong as an executive director, both effective August 12, 2013. Mr. Pang has also been appointed by the Board as a member of the Board’s audit committee, compensation committee, and nomination committee.
Mr. Pang Xiaozhong is the former director of the research and development department of the Institute of Sports Science under the General Administration of Sport in China. Mr. Pang has been working in the sports science area and dedicating to the promotion of sports science in China for over 30 years. Mr. Pang has organized and coordinated the implementation of a number of major national key projects. He has a deep understanding of the national science and technology policies, domestic and international sports technological development, and domestic and international sports industry. Mr. Pang has been recognized by the government and enterprises for promotion of social and economic benefits through his success in organizing various technology projects in sports industry campaigns.
Mr. Ding Dongdong is our Executive Senior Vice President. He is primarily responsible for the design, research and development of footwear and apparel. Mr. Ding joined us in September 2001. He was the development manager of the apparel department of Fujian Xidelong Sports Goods Co., Ltd, Exceed’s PRC subsidiary, from 2002 to 2003, where he was responsible for data collection, apparel design, processing and production, quality control, and after-sales of the apparel department. Mr. Ding obtained a diploma in apparel design from the Guangdong Apparel Institute in July 2002. Mr. Ding is the brother-in-law of Mr. Lin Shuipan, an executive director of the Company.
“On behalf of the board of directors, I am pleased to welcome Mr. Pang Xiaozhong and Mr. Ding Dongdong to the Board. Mr. Pang and Mr. Ding will bring to Exceed a wealth of experience gained from their extensive services in the areas of academia and business. Their expertise in these areas will be a valuable asset to the Company, and we look forward to working closely with them,” said Mr. Lin Shuipan, Exceed’s founder, Chairman and CEO.
About Exceed Company Ltd.
Exceed Company Ltd. designs, develops and engages in wholesale of footwear, apparel and accessories under its own brand, XIDELONG, in China. Since it began operations in 2002, Exceed has targeted its growth on the consumer markets in the second and third-tier cities in China. Exceed has three principal categories of products: (i) footwear, which comprises running, leisure, basketball, skateboarding and canvas footwear, (ii) apparel, which comprises sports tops, pants, jackets, track suits and coats, and (iii) accessories, which comprise bags, socks, hats and caps. Exceed Company Ltd. currently trades on NASDAQ under the symbol “EDS.”
For further information, please contact:
Investor Relations
Exceed Company Ltd.
Vivien Tai
+852 2153-2771
ir@xdlong.cn
(RGDX) Announces Contract With MultiPlan, Inc.
LOS ANGELES, Aug. 12, 2013 — Response Genetics, Inc. (Nasdaq:RGDX), a company focused on the development and sale of molecular diagnostic tests that help determine a patient’s response to cancer therapy, today announced that it has entered into an agreement with MultiPlan, Inc., the industry’s most comprehensive provider of healthcare cost management solutions.
As a participating provider in the PHCS and MultiPlan Networks, MultiPlan’s clients will now have access to all of Response Genetics’ molecular diagnostic testing. Response Genetics specializes in predictive genomic testing that supplies treating physicians with actionable information helping the physicians determine what drugs will have the greatest response from each of their patients battling lung, colorectal, gastric and melanoma cancers. The personalized nature of Response Genetics’ testing allows for each patient to be placed on the most effective drug regimen for his or her cancer treatment.
About MultiPlan
MultiPlan, Inc. is the industry’s most comprehensive provider of healthcare cost management solutions. The company provides a single gateway to a host of primary, complementary and out-of-network strategies for managing the financial risks associated with healthcare claims. Clients include insurers/health plans, third-party administrators, self-funded employers, HMOs and other entities that pay medical bills in the commercial healthcare, government, workers compensation and auto markets. MultiPlan contracts with over 900,000 healthcare providers across the nation and has an estimated 67 million consumers accessing its provider network products. MultiPlan is owned by BC Partners, a leading international private equity firm, and Silver Lake, the world’s largest private investor in technology. For more information, visit www.MultiPlan.com.
About Response Genetics, Inc.
Response Genetics, Inc. (the “Company”) is a CLIA-certified clinical laboratory focused on the development and sale of molecular diagnostic testing services for cancer. The Company’s technologies enable extraction and analysis of genetic information derived from tumor cells stored as formalin-fixed and paraffin-embedded specimens. The Company’s principal customers include oncologists and pathologists. In addition to diagnostic testing services, the Company generates revenue from the sale of its proprietary analytical pharmacogenomic testing services of clinical trial specimens to the pharmaceutical industry. The Company’s headquarters is located in Los Angeles, California. For more information, please visit www.responsegenetics.com.
Forward-Looking Statement Notice
Except for the historical information contained herein, this press release and the statements of representatives of the Company related thereto contain or may contain, among other things, certain forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995.
Such forward-looking statements involve significant risks and uncertainties. Such statements may include, without limitation, statements with respect to the Company’s plans, objectives, projections, expectations and intentions, such as the ability of the Company, to provide clinical testing services to the medical community, to continue to strengthen and expand its sales force, to continue to build its digital pathology initiative, to attract and retain qualified management, to continue to strengthen marketing capabilities, to expand the suite of ResponseDX® products, to continue to provide clinical trial support to pharmaceutical clients, to enter into new collaborations with pharmaceutical clients, to enter into areas of companion diagnostics, to continue to execute on its business strategy and operations, to continue to analyze cancer samples and the potential for using the results of this research to develop diagnostic tests for cancer, the usefulness of genetic information to tailor treatment to patients, and other statements identified by words such as “project,” “may,” “could,” “would,” “should,” “believe,” “expect,” “anticipate,” “estimate,” “intend,” “plan” or similar expressions.
These statements are based upon the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties, including those detailed in the Company’s filings with the Securities Exchange Commission. Actual results, including, without limitation, actual sales results, if any, or the application of funds, may differ from those set forth in the forward-looking statements. These forward-looking statements involve certain risks and uncertainties that are subject to change based on various factors (many of which are beyond the Company’s control). The Company undertakes no obligation to publicly update forward-looking statements, whether because of new information, future events or otherwise, except as required by law.
CONTACT: Investor Relations Contact: Peter Rahmer Trout Group 646-378-2973 Company Contact: Thomas A. Bologna Chairman & Chief Executive Officer 323-224-3900
(GALT) Receives FDA Fast Track Designation for GR-MD-02
NORCROSS, Ga., Aug. 12, 2013 — Galectin Therapeutics (Nasdaq:GALT), the leading developer of therapeutics that target galectin proteins to treat fibrosis and cancer, today announced that the U.S. Food and Drug Administration (FDA) has granted GR-MD-O2 (galactoarabino-rhamnogalacturonate) Fast Track designation for non-alcoholic steatohepatitis (NASH) with hepatic fibrosis, commonly known as fatty liver disease with advanced fibrosis.
Galectin Therapeutics is currently conducting a Phase 1 clinical trial to evaluate the safety, tolerability and exploratory biomarkers for efficacy for single and multiple doses of GR-MD-02 over four weekly doses of GR-MD-02 treatment in patients with fatty liver disease with advanced fibrosis. The study will enroll eight patients in each dose escalation cohort and there will be at least three cohorts and potentially up to five cohorts, with a maximum of 40 patients at six clinical sites in the US, which each have extensive experience in clinical trials in liver disease. More information on the first-in-man Phase 1 clinical study of GR-MD-02 is available at http://clinicaltrials.gov/ct2/show/NCT01899859?term=gt-020&rank=1.
“Our preclinical data has shown that GR-MD-02 has robust treatment effects in reversing fibrosis and cirrhosis. Fast Track designation enables us to expedite the compound’s development and review process, with the ultimate goal of bringing a first-in-class treatment to the millions of Americans suffering from fatty liver disease with advanced fibrosis,” said Dr. Peter G. Traber, President, Chief Executive Officer, and Chief Medical Officer of Galectin Therapeutics Inc. “We are very pleased that the FDA sees the clinical value of GR-MD-02 and seriousness of fatty liver disease, and we look forward to working closely with the FDA throughout this process.”
The FDA’s Fast Track program is designed to expedite the review of new drugs that are intended to treat serious or life-threatening conditions and demonstrate the potential to address unmet medical needs.
About GR-MD-02
GR-MD-02 is a complex carbohydrate drug that targets galectin-3, a critical protein in the pathogenesis of fatty liver disease and fibrosis. Galectin proteins play a major role in diseases that involve scaring of organs such as cancer, and inflammatory and fibrotic disorders. The drug binds to galectin proteins and disrupts their function. Preclinical data has shown that GR-MD-02 has robust treatment effects in reversing fibrosis and cirrhosis in kidney, lung, and liver.
About Fatty Liver Disease with Advanced Fibrosis
Non-alcoholic steatohepatitis (NASH), also known as fatty liver disease, has become a common disease of the liver with the rise in obesity rates, estimated to affect nine to 15 million people, including children, in the US. Fatty liver disease is characterized by the presence of fat in the liver along with inflammation and damage in people who drink little or no alcohol. Over time, patients with fatty liver disease can develop fibrosis, or scarring of the liver, and it is estimated that as many as three million individuals will develop cirrhosis, a severe liver disease where liver transplantation is the only current treatment available. Approximately 6,300 liver transplants are done on an annual basis in the US. There are no drug therapies approved for the treatment of liver fibrosis.
About Galectin Therapeutics
Galectin Therapeutics (Nasdaq:GALT) is developing promising carbohydrate-based therapies for the treatment of fibrotic liver disease and cancer based on the Company’s unique understanding of galectin proteins, key mediators of biologic function. We are leveraging extensive scientific and development expertise as well as established relationships with external sources to achieve cost effective and efficient development. We are pursuing a clear development pathway to clinical enhancement and commercialization for our lead compounds in liver fibrosis and cancer. Additional information is available at www.galectintherapeutics.com.
Forward Looking Statements
This press release contains, in addition to historical information, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to future events or future financial performance, and use words such as “may,” “estimate,” “could,” “expect” and others. They are based on our current expectations and are subject to factors and uncertainties which could cause actual results to differ materially from those described in the statements. These statements include those regarding plans, expectations and goals, expectations and goals regarding the clinical trial, our FAST TRACK submission and the potential benefits of a FAST TRACK designation, potential therapeutic uses and benefits of our galectin inhibitors and further related studies and potential partnerships. Factors that could cause our actual performance to differ materially from those discussed in the forward-looking statements include, among others, that the receipt of a FAST TRACK designation from FDA is no guarantee that we avoid delays in the development of our drug product and provide no assurance of FDA approval of our drug development plans and of the grant of marketing approval for our drug product. Future clinical studies may not begin or produce positive results in a timely fashion, if at all, and could prove time consuming and costly. Plans regarding development, approval and marketing of any of our drugs are subject to change at any time based on the changing needs of our company as determined by management and regulatory agencies. Regardless of the results of current or future studies, we may be unsuccessful in developing partnerships with other companies that would allow us to further develop and/or fund any studies or trials. To date, we have incurred operating losses since our inception, and our ability to successfully develop and market drugs may be impacted by our ability to manage costs and finance our continuing operations For a discussion of additional factors impacting our business, see our Annual Report on Form 10-K for the year ended December 31, 2012, and our subsequent filings with the SEC. You should not place undue reliance on forward-looking statements. Although subsequent events may cause our views to change, we disclaim any obligation to update forward-looking statements.
CONTACT: Galectin Therapeutics Inc. Peter G. Traber, MD, 678-620-3186 President, CEO, & CMO ir@galectintherapeutics.com
(HOTR) Exclusive Video Interview With Equities.com From Marcum MicroCap Conference
Chanticleer Holdings, Inc. (HOTR) Exclusive Video Interview
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About Chanticleer Holdings, Inc.
Chanticleer Holdings (HOTR) is a franchisee of international Hooters® restaurants and is focused on expanding the Hooters® casual dining restaurant brand in international emerging markets. Chanticleer currently owns in whole or part of the exclusive franchise rights to develop and operate Hooters restaurants in South Africa, Hungary and parts of Brazil, and has joint ventured with the current Hooters franchisee in Australia, while evaluating several additional international opportunities. The Company currently owns and operates in whole or part of six Hooters restaurants in its international franchise territories: Durban, Johannesburg, Cape Town and Emperor’s Palace in South Africa; Campbelltown in Australia; and Budapest in Hungary. Chanticleer maintains a minority ownership stake in Hooters of America and its CEO, Mike Pruitt, is also a member of Hooters’ Board of Directors. Hooters of America is an operator and the franchisor of over 430 Hooters® restaurants in 28 countries.
For further information, please visit www.chanticleerholdings.com
Facebook: www.Facebook.com/ChanticleerHOTR
Twitter: www.Twitter.com/ChanticleerHOTR
For further information on Hooters of America, visit www.Hooters.com
Facebook: www.Facebook.com/Hooters
Twitter: http://Twitter.com/Hooters
Forward-Looking Statements:
Any statements that are not historical facts contained in this release are “forward-looking statements” as that term is defined under the Private Securities Litigation Reform Act of 1995 (PSLRA), which statements may be identified by words such as “expects,” “plans,” “projects,” “will,” “may,” “anticipates,” “believes,” “should,” “intends,” “estimates,” and other words of similar meaning. Such forward-looking statements are based on current expectations, involve known and unknown risks, a reliance on third parties for information, transactions or orders that may be cancelled, and other factors that may cause our actual results, performance or achievements, or developments in our industry, to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from anticipated results include risks and uncertainties related to the fluctuation of global economic conditions, the performance of management and our employees, our ability to obtain financing or required licenses, competition, general economic conditions and other factors that are detailed in our periodic reports and on documents we file from time to time with the Securities and Exchange Commission. The forward-looking statements contained in this press release speak only as of the date the statements were made, and the companies do not undertake any obligation to update forward-looking statements. We intend that all forward-looking statements be subject to the safe-harbor provisions of the PSLRA.
Contact:
Chanticleer Holdings, Inc.
Mike Pruitt
Chairman/CEO
Phone: 704.366.5122 x 1
mp@chanticleerholdings.com
(CXM) Use Of Excellagen To Repair Prenatally Diagnosed Birth Defects
SAN DIEGO, Aug. 12, 2013 – Cardium Therapeutics (NYSE MKT: CXM) today reported on a research collaboration with researchers at Boston Children’s Hospital, to assess the medical utility of Excellagen® as a delivery scaffold to seed autologous mesenchymal fetal stem cells for ex-vivo engineering of tissue grafts for transplantation into infants to repair prenatally diagnosed birth defects.
Autologous mesenchymal fetal stem cells are derived prenatally from infants with a medical defect requiring life-saving tissue repairs. These stem cells are sourced from amniotic fluid, the placenta or umbilical cord blood. The stem cells are then seeded into a scaffold to promote the growth of an engineered tissue graft. These grafts will potentially be used to surgically repair, either in the fetus or immediately following birth, certain prenatally diagnosed birth defects that could include congenital diaphragmatic hernia, tracheal and chest wall defects, bladder extrophy and various cardiac anomalies. Preliminary pre-clinical research has confirmed that Excellagen collagen homogenate maintains mesenchymal fetal stem cell viability. Additional proof of concept studies are currently underway.
“Boston Children’s team has made remarkable progress in the field of tissue regeneration and surgical repair of prenatally diagnosed congenital defects. We believe that Excellagen has an opportunity serve as a delivery platform in the field of stem cell therapy and we look forward to continuing to work with the Boston Children’s team to help make their innovative therapeutic vision a new standard of care, and potentially advance stem cell therapies toward commercialization,” stated Christopher J. Reinhard, Chairman and Chief Executive Officer of Cardium. “Excellagen was specifically designed to support advanced biologics and this new application further highlights its potential versatility as an important delivery agent for a variety of innovative therapeutic applications.”
Cardium’s FDA-cleared Excellagen is an aseptically-manufactured, quaternary fibrillar Type I bovine collagen homogenate that is configured into a staggered array of three-dimensional, triple helical, telopeptide-deleted, tropocollagen molecules. This linear array forms a flowable, biocompatible and bioactive structural matrix that can promote chemotaxis, cellular adhesion, migration and proliferation to stimulate tissue formation. The Excellagen homogenate represents a new product delivery platform that allows for the potential development of a portfolio of advanced tissue regeneration therapeutic opportunities that could include anti-infectives, antibiotics, peptides, proteins, small molecules, DNA, stem cells, differentiated cells and conditioned cell media.
About Excellagen®
Excellagen is a syringe-based, professional-use, pharmaceutically-formulated 2.6% fibrillar Type I bovine collagen homogenate that functions as an acellular biological modulator to activate the wound healing process and significantly accelerate the growth of granulation tissue. Excellagen’s FDA clearance provides for very broad labeling including partial and full-thickness wounds, pressure ulcers, venous ulcers, diabetic ulcers, chronic vascular ulcers, tunneled/undermined wounds, surgical wounds (donor sites/graft, post-Mohs surgery, post-laser surgery, podiatric, wound dehiscence), trauma wounds (abrasions, lacerations, second-degree burns and skin tears) and draining wounds. Excellagen is intended for professional use following standard debridement procedures in the presence of blood cells and platelets, which are involved with the release of endogenous growth factors. Excellagen’s unique fibrillar Type I bovine collagen homogenate formulation is topically applied through easy-to-control, pre-filled, sterile, single-use syringes and is designed for application at only one-week intervals.
There have been important, positive findings reported by physicians using Excellagen as part of Cardium’s physician sampling, patient outreach and market “seeding” programs. In several case studies, physicians reported a rapid onset of the growth of granulation tissue in a wide array of wounds, including non-healing diabetic foot ulcers (consistent with the results of Cardium’s Matrix clinical study), as well as pressure ulcers, venous ulcers and Mohs surgical wounds. In certain cases, rapid granulation tissue growth and wound closure have been achieved with Excellagen following unsuccessful treatment with other advanced wound care approaches. From a dermatology perspective, a previously unexplored vertical market, remarkable healing responses have been observed following Mohs surgery for patients diagnosed with squamous and basal cell carcinomas, including deep surgical wounds extending to the periosteum (a membrane that lines the outer surface of bones). Additionally, because of the easy-use and platelet activating capacity, physicians have been employing Excellagen in severe non-healing wounds at near-amputation status, in combination with autologous platelet-rich plasma therapy and collagen sheet products. These case studies and positive physician feedback provide additional support of Excellagen’s potential utility as an important new tool to help promote the wound healing process. Excellagen case studies are available at http://www.excellagen.com/surgical-wounds.html.
About Cardium
Cardium is an asset-based health sciences and regenerative medicine company focused on the acquisition and strategic development of innovative products and businesses with the potential to address significant unmet medical needs and having definable pathways to commercialization, partnering or other economic monetizations. Cardium’s current portfolio includes LifeAgain medical data analytics, Tissue Repair Company, Cardium Biologics, and the Company’s To Go Brands® nutraceutical business. The Company’s lead commercial product, Excellagen® topical gel for wound care management, has received FDA clearance for marketing and sale in the United States. Cardium’s lead clinical development product candidate Generx® is a DNA-based angiogenic biologic intended for the treatment of patients with myocardial ischemia due to coronary artery disease. To Go Brands® develops, markets and sells dietary supplements through established regional and national retailers. In addition, consistent with its capital-efficient business model, Cardium continues to actively evaluate new technologies and business opportunities. For more information, visit www.cardiumthx.com.
Forward-Looking Statements
Except for statements of historical fact, the matters discussed in this press release are forward looking and reflect numerous assumptions and involve a variety of risks and uncertainties, many of which are beyond our control and may cause actual results to differ materially from stated expectations. For example, there can be no assurance that Excellagen can be effectively applied to repairing prenatally diagnosed birth defects using mesenchymal stem cells or that it can be successfully developed for this or any other therapeutic application; that case study observations will be reproducible or generalizable, or that results or trends observed in a clinical study or follow-on case studies will be reproduced in subsequent studies or in actual use; that new clinical studies will be successful or will lead to approvals or clearances from health regulatory authorities, or that approvals in one jurisdiction will help to support studies or approvals elsewhere; that the company can attract suitable commercialization partners for our products or that we or partners can successfully commercialize them; that our product or product candidates will not be unfavorably compared to competitive products that may be regarded as safer, more effective, easier to use or less expensive or blocked by third party proprietary rights or other means; that the products and product candidates referred to in this report or in our other reports will be successfully commercialized and their use reimbursed, or will enhance our market value; that new product opportunities or commercialization efforts will be successfully established; that third parties on whom we depend will perform as anticipated; that we can raise sufficient capital from partnering, monetization or other fundraising transactions to maintain our stock exchange listing or adequately fund ongoing operations; or that we will not be adversely affected by these or other risks and uncertainties that could impact our operations, business or other matters, as described in more detail in our filings with the Securities and Exchange Commission. We undertake no obligation to release publicly the results of any revisions to these forward-looking statements to reflect events or circumstances arising after the date hereof.
Copyright 2013 Cardium Therapeutics, Inc. All rights reserved.
For Terms of Use Privacy Policy, please visit www.cardiumthx.com.
Cardium Therapeutics®, Generx®,Cardionovo®, Tissue Repair™, Excellagen®, Excellarate™, LifeAgain™, Genedexa™, Neo-Apps®, MedPodium®, Neo-Energy®, Neo-Chill™ and Neo-Carb Bloc® are trademarks of Cardium Therapeutics, Inc. or Tissue Repair Company. To Go Brands®, High Octane®, Green Tea Energy Fusion™, Acai Natural Energy Boost™, Greens to Go®, Extreme Berries to Go®, Healthy Belly®, VitaRocks®, Smoothie Complete®, Trim Green Coffee Bean™, and Trim Energy®, are trademarks of To Go Brands, Inc. Other trademarks belong to their respective owners.
(PME) Reports Unaudited Financial Results For Its Second Quarter And Six Months
FUZHOU, China, Aug. 9, 2013 /PRNewswire/ — Pingtan Marine Enterprise Ltd. (Nasdaq: PME), (“Pingtan,” or the “Company”) an integrated marine services company in the People’s Republic of China (PRC), today announced its unaudited financial results for the second quarter and first six months of 2013.
Update on Potential Sale of Dredging Subsidiary
As previously announced, Pingtan’s Board of Directors (the “Board”) received an offer from its Chairman and CEO, Mr. Xinrong Zhuo, to acquire the assets of China Dredging Group, or CDGC, and its PRC operating subsidiaries, Fujian Xinggang Port Service Co., Ltd. The Board retained an independent financial advisor and investment banking firm, Duff & Phelps LLC, to provide a fairness opinion in connection with the proposed transaction. Mr. Zhuo has offered to purchase the CDGC business and assets in exchange for (i) writing off the Company’s current $155.2 million promissory note (which matures on June 19, 2015 and bears an interest rate of 4%); (ii) the transfer of certain fishing trawlers to the Company (the number of which will be determined by the difference between the enterprise value of CDGC less the $155.2 million promissory note divided by the average value of each fishing trawler). As part of the Proposed Transaction, the Board will also retain, BMI Appraisals Limited (“www.bmi-appraisals.com“) to provide an independent valuation report on the vessels that would constitute a portion of the consideration.
Duff and Phelps is currently undergoing its due diligence process and expects to deliver a fairness opinion to the Board in the coming weeks. In addition, BMI Appraisals Limited will also submit a valuation report on additional fishing trawlers.
The Company intends to provide additional information for investors, including financial metrics used by Duff and Phelps in the evaluation of the transaction and will make public all the valuation reports for vessels delivered as part of this potential transaction.
Second Quarter 2013 Management Comments
Mr. Xinrong Zhuo, Chairman and CEO of the Company, stated, “We remain focused on expanding our fishing enterprise in light of China’s increasing consumer demand. During the quarter, we negotiated a transaction to add another 46 vessels to the Company’s fleet, which will greatly increase our fish harvest volume and carrying volume, resulting in the Company having a total of 86 vessels. In addition, each of our fishing vessels require an approval from the Ministry of Agriculture of the People’s Republic of China to carry out ocean fishing projects in foreign territories. The primary barrier to entry into the ocean fishing industry has been obtaining the necessary licenses to operate these vessels because the number of such licenses is limited by government authorities so as to prevent overfishing. The newly acquired vessels are fully licensed to fish in Indonesian waters and a fishing license can be transferred to a new vessel when an old vessel retires. We believe that there are no other companies building a leading market share in the fishing industry in China like Pingtan. This is a highly-fragmented market, and we believe this market share will help in our negotiations with distributors and exporters, and also open up the possibility of selling downstream directly to end markets directly. This will increase our margins in the long-term. However, we recognize that growing our asset base is only one element of the equation, as we also must hire and train highly qualified captains and crew to successfully operate these vessels. This will be instrumental in ensuring that we continue to deliver a consistent and quality product to our customers. We feel that the Company is operating in a sustainable and growing sector and we look forward to keeping investors apprised of our progress.”
Second Quarter 2013 Financial Highlights (A) | |||||||
($ in millions, except per share data) | 3 months ended | 3 months ended | 6 months ended | 6 months ended | |||
June 30, 2013 | June 30, 2012 | June 30, 2013 | June 30, 2012 | ||||
Dredging Services | $50.5 | $59.6 | $77.3 | $119.1 | |||
Fishing | $21.4 | $10.3 | $41.0 | $25.8 | |||
Total Revenue | $71.9 | $69.9 | $118.3 | $144.9 | |||
Cost of Revenue | 37.5 | 36.7 | 67.8 | 74.5 | |||
Gross Profit | 34.5 | 33.2 | 50.6 | 70.5 | |||
Gross Profit Margin | 47.9% | 47.5% | 42.7% | 48.6% | |||
Net Income | 24.8 | 21.3 | 38.6 | 48.2 | |||
Basic and Diluted WeightedAverage Shares Outstanding | 79.1 | 79.1 | 79.1 | 79.1 | |||
EPS | $0.31 | $0.27 | 0.49 | 0.61 | |||
Balance Sheet Highlights (A) | |||||
6/30/2013 | 12/31/2012 | ||||
Cash and Cash Equivalents | $20.8 | $175.5 | |||
Total Current Assets | 65.8 | 277.7 | |||
Total Assets | 683.3 | 484.0 | |||
Total Current Liabilities | 71.3 | 67.0 | |||
Total Long-term Debt | 167.4 | 16.7 | |||
Total Liabilities | 238.7 | 83.7 | |||
Shareholders’ Equity | 444.6 | 400.3 | |||
Total Liabilities and Shareholders’ Equity | $683.3 | $484.0 | |||
Book Value Per Share | $5.62 | $5.06 |
(A) | Represents the consolidation retrospectively restated as if Pingtan Marine Enterprise Ltd. (formerly known as China GrowthEquity Investment Ltd.) completed its merger with China Dredging Group Co., Ltd. and the share purchase of Merchant
Supreme Co., Ltd. on January 1, 2012 rather than on February 25, 2013. |
Consolidated Financial and Operating Review
Revenues
For the three months ended June 30, 2013, revenues increased by 2.8% to $71.9 million from $69.9 million for the same period in 2012.
The Company’s revenue from its fishing business increased by 106.8% to $21.4 million compared to $10.3 million in the same period last year. This increase was primarily due to an increase in sales volume as a result of the acquisition of 20 new fishing vessels in 2012, 10 of which were acquired in the second half of 2012, and increased unit selling price.
On June 20, 2013, the Company’s fishing segment expanded its fleet from 40 to 86 through the signing of a “Master Agreement” to purchase 46 fishing trawlers in a transaction totaling approximately $410.1 million. The Company immediately began reporting operating results from this transaction for a short period in the current second quarter, with a full quarter beginning in the third quarter of 2013.
An increase in the revenues from the Company’s fishing business was offset by lower volume from the Company’s dredging business. For the three months ended June 30, 2013, revenue from dredging services decreased to $50.5 million from $59.6 million in the same period of 2012. This decrease was primarily due a decrease in dredging volume as we terminated the leasing agreements of three dredgers in July 2012 and one in December 2012. As a result, Pingtan completed 23.3 million cubic meters of dredging volume in the second quarter of 2013, compared to 32.8 million cubic meters in the same period of 2012.
For the six months ended June 30, 2013, the Company reported revenues for the first half of 2013 of $118.3 million, compared to $145.0 million in the prior year period.
Gross Margin
The Company’s gross margin was 47.9% in the quarter ended June 30, 2013, compared to 47.5% for the same period last year. The increase was largely due to increased margins at the Company’s fishing segment, offset by lower gross margins for the dredging segment, which included $6.1 million in reclamation cost for its BT project.
For the six months ended June 30, 2013, gross margin decreased to 42.7% from 48.6% in the same period of 2012, principally due to lower gross margins for the dredging segment. In addition, the Company incurred $10.3 million in reclamation costs during the period.
Selling, General & Administrative Expenses
For the three months ended June 30, 2013, total selling, general and administrative expenses were $3.3 million, or 4.7% of total revenue, compared to $2.8 million, or $4.0% of total revenue, in the same period of 2012. The increase was mainly due to higher administrative costs associated with the company being a publicly listed company, as well as an expanded scale of operations.
For the six months ended June 30, 2013, total selling, general and administrative expenses decreased to $5.0 million from $5.5 million in the same period of 2012. The lower expenses were primarily attributable to lower revenue taxes for dredging services as a result of a decrease in dredging services revenue.
Net Income
For the three months ended June 30, 2013, the Company’s net income was $24.8 million, or $0.31 per basic and diluted share, compared to $21.3 million, or $0.27 per basic and diluted share, in the same period of 2012.
For the six months ended June 30, 2013, the Company’s net income was $38.6 million, or $0.49 per basic and diluted share, compared to $48.2 million, or $0.61 per basic and diluted share, in the same period of 2012.
About Pingtan
Pingtan is a marine enterprises group, engaging in dredging services and ocean fishing through its wholly-owned subsidiaries, China Dredging Group and Merchant Supreme, and their respective PRC operating subsidiaries, Fujian Xinggang Port Service Co., Ltd., or Fujian Service, Pingtan Xingyi Port Service Co., Ltd., or Pingtan Xingyi and Fujian Provincial Pingtan County Ocean Fishing Group Co., Ltd., or Pingtan Fishing.
Pingtan Fishing primarily engages in ocean fishing with many of its self-owned vessels operating within the Indian Exclusive Economic Zone and the Arafura Sea of Indonesia. Pingtan Fishing is a growing fishing company and provider of high quality seafood in the PRC.
Business Risks and Forward-Looking Statements
This press release may contain forward-looking statements that are subject to the safe harbors created under the Securities Act of 1933 and the Securities Exchange Act of 1934. Readers are cautioned that actual results could differ materially from those expressed in any forward-looking statements. In addition, please refer to the risk factors contained in Pingtan’s SEC filings available at www.sec.gov, including Pingtan’s most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Definitive Proxy Statement. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date on which they are made. Pingtan undertakes no obligation to update or revise any forward-looking statements for any reason.
CONTACT:
Roy Yu
Chief Financial Officer
Pingtan Marine Enterprise Ltd.
Tel: +86 591 87271753
ryu@ptmarine.net
INVESTOR RELATIONS:
The Equity Group Inc.
Adam Prior, Senior Vice President
(212) 836-9606
aprior@equityny.com
In China
Katherine Yao, Associate
86 10 6587 6435
kyao@equityny.com
PINGTAN MARINE ENTERPRISE LTD. AND SUBSIDIARIES | |||||||||||||||
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) | |||||||||||||||
(IN U.S. DOLLARS) | |||||||||||||||
For the Three Months Ended June 30, | For the Six Months Ended June 30, | ||||||||||||||
2013 | 2012 (A) | 2013 | 2012 (A) | ||||||||||||
Revenue | $71,909,988 | $69,925,881 | $118,318,535 | $144,981,615 | |||||||||||
Cost of revenue | (37,453,696) | (36,743,216) | (67,768,326) | (74,474,445) | |||||||||||
Gross profit | 34,456,292 | 33,182,665 | 50,550,209 | 70,507,170 | |||||||||||
Selling and marketing expenses | (174,046) | (252,168) | (368,734) | (461,842) | |||||||||||
General and administrative expenses | (3,174,413) | (2,549,009) | (4,582,228) | (5,021,724) | |||||||||||
Operating income | 31,107,833 | 30,381,488 | 45,599,247 | 65,023,604 | |||||||||||
Other income/(expense) | |||||||||||||||
Dividend income | 69,071 | – | 69,071 | – | |||||||||||
Interest income | 216,768 | 183,026 | 386,900 | 333,295 | |||||||||||
Interest expenses | (914,419) | (894,036) | (1,599,796) | (1,358,650) | |||||||||||
Subsidy income | 205 | – | 35,592 | – | |||||||||||
Sundry income | 11 | – | 2,014 | – | |||||||||||
Gain on investment | – | 15,126 | – | 15,126 | |||||||||||
Loss on foreign exchange, net | (428,389) | (82,133) | (220,405) | (30,595) | |||||||||||
(Loss) / gain on derivative | – | (728,720) | 1,764,249 | (921,677) | |||||||||||
Total other income/(expense) | (1,056,753) | (1,506,737) | 437,625 | (1,962,501) | |||||||||||
Income before income taxes | 30,051,080 | 28,874,751 | 46,036,872 | 63,061,103 | |||||||||||
Income tax expense | (5,273,327) | (7,533,940) | (7,476,578) | (14,863,836) | |||||||||||
Net income | $24,777,753 | $21,340,811 | $38,560,294 | $48,197,267 | |||||||||||
Earnings per ordinary share | |||||||||||||||
– Basic and diluted | $0.31 | $0.27 | $0.49 | $0.61 | |||||||||||
Weighted average number of ordinary | |||||||||||||||
shares outstanding | |||||||||||||||
– Basic and diluted | 79,055,053 | 79,055,053 | 79,055,053 | 79,055,053 | |||||||||||
(A) | Represents the consolidation retrospectively restated as if Pingtan Marine Enterprise Ltd. (formerly known as China Growth Equity Investment Ltd.) completed its merger with China Dredging Group Co., Ltd. and the share purchase of Merchant Supreme Co., Ltd. on January 1, 2012 rather than on February 25, 2013. |
||||||||||||||
PINGTAN MARINE ENTERPRISE LTD. AND SUBSIDIARIES | |||||||
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) | |||||||
(IN US DOLLARS) | |||||||
For the Three Months Ended | For the Six Months Ended | ||||||
June 30, | June 30, | ||||||
2013 | 2012 (A) | 2013 | 2012 (A) | ||||
Net income | $24,777,753 | $21,340,811 | $38,560,294 | $48,197,267 | |||
Other comprehensive income | |||||||
Foreign currency translation gain/(loss) | 4,202,178 | (3,020,912) | 5,754,677 | (2,928,277) | |||
Total comprehensive income | $28,979,931 | $18,319,899 | $44,314,971 | $45,268,990 | |||
(A) | Represents the consolidation retrospectively restated as if Pingtan Marine Enterprise Ltd. (formerly known as China Growth EquityInvestment Ltd.) completed its merger with China Dredging Group Co., Ltd. and the share purchase of Merchant Supreme Co., Ltd. on
January 1, 2012 rather than on February 25, 2013. |
PINGTAN MARINE ENTERPRISE LTD. AND SUBSIDIARIES |
|||
CONSOLIDATED BALANCE SHEETS | |||
(IN U.S. DOLLARS) | |||
30-Jun-13 | 31-Dec-12 | ||
(Unaudited) | (A) | ||
Assets | |||
Current assets | |||
Cash | $20,806,414 | $175,488,715 | |
Notes receivable (banker’s acceptances) | |||
transferred from related parties | – | 3,645,817 | |
Accounts receivable – third parties | 18,603,522 | 34,924,685 | |
Cost and estimated earnings in excess of billings | |||
on contracts in progress | 8,341,705 | 8,133,021 | |
Other receivables | 10,661,783 | 34,074 | |
Advance to related parties | – | 49,802,821 | |
Prepaid expenses | 24,000 | 410,966 | |
Inventories | 7,344,328 | 5,223,984 | |
Total current assets | 65,781,752 | 277,664,083 | |
Other assets | |||
Prepaid other deposits | – | 4,430 | |
Prepaid dredger deposits | 23,625,640 | 23,274,105 | |
Prepaid fishing vessel deposits | 410,017,680 | – | |
Security deposits | 18,607,228 | 25,087,880 | |
Long-term investment | 3,421,644 | 3,328,789 | |
Deposit on setting up of Joint Venture | – | 6,090,302 | |
Deposit for BT project | 67,862,613 | 66,852,860 | |
Property, plant and equipment, net | 93,958,771 | 81,707,388 | |
Total other assets | 617,493,576 | 206,345,754 | |
Total assets | $683,275,328 | $484,009,837 | |
Liabilities and equity | |||
Current liabilities | |||
Accounts payable – third parties | $8,875,293 | $3,761,149 | |
– related parties | – | 5,765,632 | |
Receipt in advance – third parties | 2,452,945 | – | |
– related parties | – | 12,681,102 | |
Short-term loans | 20,144,510 | 25,169,260 | |
Long-term loans – current portion | 11,381,041 | 8,094,308 | |
Income tax payable | 5,395,826 | 5,333,519 | |
Accrued liabilities and other payables | 13,046,446 | 3,738,134 | |
Advance from a shareholder | 480,472 | 714,177 | |
Derivative liability | – | 1,764,249 | |
Deferred income | 9,522,925 | – | |
Total current liabilities | 71,299,458 | 67,021,530 | |
Other liabilities | |||
Note payable | 155,166,195 | – | |
Long-term loans, net of current portion | 12,195,718 | 16,689,321 | |
Total other liabilities | 167,361,913 | 16,689,321 | |
Total liabilities | 238,661,371 | 83,710,851 | |
Shareholders’ equity | |||
Ordinary shares, 225,000,000 shares authorized with $0.001 | |||
authorized with $0.001 per share; 79,055,053 shares issued | |||
and outstanding as of June 30, 2013 and December 31, 2012 | 79,055 | 79,055 | |
Additional paid-in capital | 141,381,098 | 141,381,098 | |
Statutory reserves | 19,770,660 | 19,386,642 | |
Retained earnings | 255,400,496 | 217,224,220 | |
Accumulated other comprehensive income | 27,982,648 | 22,227,971 | |
Total shareholders’ equity | 444,613,957 | 400,298,986 | |
Total liabilities and shareholders’ equity | $683,275,328 | $484,009,837 |
(A) | Represents the consolidation retrospectively restated as if Pingtan Marine Enterprise Ltd. (formerly known as China Growth Equity Investment Ltd.) |
completed its merger with China Dredging Group Co., Ltd. and the share purchase of Merchant Supreme Co., Ltd. on January 1, 2012 rather than on | |
February 25, 2013. |
PINGTAN MARINE ENTERPRISE LTD. AND SUBSIDIARIES |
|||
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) | |||
(IN U.S. DOLLARS) | |||
For the Six Months Ended June 30, | |||
2,013 | 2012 (A) | ||
Cash flows from operating activities | |||
Net income | $38,560,294 | $48,197,267 | |
Adjustments to reconcile net income to net | |||
cash provided by operating activities | |||
Depreciation of property, plant and equipment | 5,347,650 | 5,555,301 | |
(Gain)/loss on derivative | (1,764,249) | 921,677 | |
Available-for-sale financial instrument fair value adjustment | – | (721) | |
Changes in operating assets and liabilities | |||
Accounts receivable – third parties | 16,875,326 | (14,880) | |
– related parties | – | (1,688,997) | |
Cost and estimated earnings in excess of billings on contracts in progress | (85,235) | (5,749,657) | |
Other receivables | (2,957,500) | (4,526,907) | |
Prepaid expenses | 394,949 | 5,165,650 | |
Inventories | (2,024,538) | 951,295 | |
Accounts payable – third parties | 5,020,682 | 1,715,489 | |
– related parties * | 331,367 | 907,893 | |
Receipt in advance – third parties | 2,435,603 | (1,064,711) | |
– related parties | (12,942,680) | – | |
Income tax payable | (18,121) | (712,176) | |
Accrued liabilities and other payables | 9,180,577 | (177,157) | |
Net cash provided by operating activities | 58,354,125 | 49,479,366 | |
Cash flows from investing activities | |||
Deposit paid for acquisition of fishing vessels | (200,000,000) | – | |
Changes in security deposits | 6,811,085 | – | |
Payment for long-term investment | – | (2,992,116) | |
Proceeds from disposition of short-term investment | – | 792,286 | |
Proceeds from deferred income | 1,861,416 | – | |
Purchase of property, plant and equipment | (15,360,530) | (5,330,180) | |
Advance to related parties | (8,731,951) | (35,700,532) | |
Net cash used in investing activities | (215,419,980) | (43,230,542) | |
Cash flows from financing activities | |||
Proceeds from short-term loans | 24,994,395 | 28,556,774 | |
Repayment of short-term loans | (30,680,742) | (30,928,269) | |
Proceeds from long-term loans | – | 21,688,883 | |
Repayment of long-term loans | (1,884,778) | – | |
Advance from related parties | 8,571,161 | 20,139,296 | |
Advance from a shareholder | (233,705) | 1,006 | |
Net cash provided by financing activities | 766,331 | 39,457,690 | |
Net (decrease)/increase in cash | (156,299,524) | 45,706,514 | |
Effect of exchange rate | 1,617,223 | (1,275,105) | |
Cash at the beginning of period | 175,488,715 | 114,204,340 | |
Cash at the end of period | $20,806,414 | $158,635,749 | |
Supplemental disclosure of cash flow information: | |||
Cash paid: | |||
Income tax paid | $7,494,648 | $15,576,011 | |
Interest paid | $1,395,742 | $1,358,650 |
*Deposit on setting up Joint Venture netted off with accounts payable – related parties.
|
|
(A) | Represents the consolidation retrospectively restated as if Pingtan Marine Enterprise Ltd. (formerly known as China Growth Equity Investment Ltd.) completed its merger with China Dredging Group Co., Ltd. and the share purchase of Merchant Supreme Co., Ltd. on January 1, 2012 rather than on February 25, 2013. |
(RSOL) to Acquire Mercury Solar Systems, a Premier Solar Solutions Provider
LOUISVILLE, Colo., Aug. 9, 2013 (GLOBE NEWSWIRE) — Real Goods Solar, Inc. (Nasdaq:RSOL), a nationwide leader of turnkey solar energy solutions for residential, commercial, and utility customers, has signed a definitive agreement to acquire Mercury Energy, Inc. d/b/a Mercury Solar Systems in a merger transaction. Based in Port Chester, New York, Mercury Solar Systems is one of the region’s top solar companies.
Real Goods Solar will issue 7.9 million shares of its class A common stock, subject to certain adjustments based on closing working capital and the price of the class A common stock, as the consideration for the acquisition of Mercury. The transaction is subject to the approval of the shareholders of each of Real Goods Solar and Mercury. A representative of Mercury’s current board will be nominated to join Real Goods Solar’s board of directors.
Mercury Energy was formed in 2008. The company has installed more than 50 megawatts of solar projects that have cumulatively generated over $250 million in revenues, including $35 million in 2012. Mercury’s assets include approximately $10 million of cash, and it has no debt. After the transaction closes, the cash balance will be available to Real Goods Solar for general corporate purposes and to accelerate the growth of the combined business.
Upon closing, Mercury will bring more than 50 employees to Real Goods Solar, including three seasoned executives: Jared Haines, Mercury’s co-founder and president, has had a successful career in sales of commercial solar systems and was instrumental in building the Mercury Solar Systems business and brand. Upon closing of the transaction, he will lead commercial sales in the Northeast as vice president of sales at RGS Energy, the Commercial and Utility Division of Real Goods Solar. Anthony Coschigano, a co-founder of Mercury with years of solar engineering and construction experience, will become vice president of Northeast Operations at RGS Energy helping the combined business to further improve all facets of systems deployment and productivity. Andrew Zaref, Mercury’s CFO and COO with more than 20 years of capital raising and financial management experience in high-growth businesses, will become vice president of Project Finance at Real Goods Solar, where he will lead the company’s residential and commercial financing and asset management strategies.
“This transaction brings together two of the country’s highly respected and experienced solar companies, creating a very strong and talented team to increase our market reach and our overall depth and breadth of capabilities,” said Kam Mofid, CEO of Real Goods Solar. “This acquisition significantly expands our presence as a major solar solutions provider in key solar markets across the East Coast. As an added benefit, it also strengthens our balance sheet with additional working capital that we expect to use to further accelerate growth in key markets across the country.”
Haines commented: “Mercury’s years of industry experience in designing and installing solar systems, including nearly 2,000 solar installations of varying complexity and size for commercial, residential and utility customers, is highly complementary to the business of Real Goods Solar. As we join forces with Real Goods Solar, our combined size, scale, and financial resources will enable us to increase not only our customer acquisition and project development capabilities, but to do so while bringing to our customers more comprehensive end-to-end solutions, including attractive project finance options.”
About Real Goods Solar and RGS Energy
Real Goods Solar, Inc. (RSOL) is one of the nation’s pioneering solar energy companies serving commercial, residential, and utility customers. Beginning with one of the very first photovoltaic panels sold to the public in the U.S. in 1978, the company has installed more than 15,000 solar power systems representing well over 100 megawatts of 100% clean renewable energy. Real Goods Solar makes it very convenient for customers to save on their energy bill by providing a comprehensive solar solution, from design, financing, permitting and installation to ongoing monitoring, maintenance and support. As one of the nation’s largest and most experienced solar power players, the company has 15 offices across the West and the Northeast. It services the commercial and utility markets through its RGS Energy division. For more information, visit RealGoodsSolar.com or RGSEnergy.com, on Facebook at http://facebook.com/realgoodssolar and on Twitter at http://twitter.com/realgoodssolar.
Additional Information About the Transaction
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. The transaction described herein will be submitted to the shareholders of each of Real Goods Solar and Mercury Energy for approval. Real Goods Solar plans to file with the Securities and Exchange Commission a registration statement on Form S-4 containing a proxy statement/prospectus of Real Goods Solar and other relevant documents in connection with the transaction. SHAREHOLDERS ARE URGED TO READ IN THEIR ENTIRETY THE REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS WHEN THEY BECOME AVAILABLE, AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT REAL GOODS SOLAR, MERCURY AND THE PROPOSED TRANSACTION.
A free copy of the registration statement and proxy statement/prospectus, once available, as well as other filings containing information about Real Goods Solar and Mercury, may be obtained at the SEC’s website (www.sec.gov). These documents may also be obtained, free of charge, from the investor relations section of Real Goods Solar’s website (RealGoodsSolar.com) or by directing a request to 833 W. South Boulder Road, Louisville, Colorado 80027, Attention: Secretary, Real Goods Solar, Inc., or to heidi.french@realgoods.com, or to (303)222-8430.
Real Goods Solar and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of Real Goods Solar in connection with the transaction. Information about Real Goods Solar’s directors and executive officers is set forth in Real Goods Solar’s Amendment No. 1 to Annual Report on Form 10-K/A for the year ended December 31, 2012, as filed with the Securities and Exchange Commission on April 30, 2013. Additional information regarding the interests of those participants and other persons who may be deemed participants in the transaction may be obtained by reading the proxy statement/prospectus regarding the transaction when it becomes available. Free copies of these documents may be obtained as described above.
This document shall not constitute an offer to sell or the solicitation of an offer to buy or subscribe for any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended.
Forward-looking Statements
This press release includes forward-looking statements relating to matters that are not historical facts. Forward-looking statements may be identified by the use of words such as “expect,” “intend,” “believe,” “will,” “should” or comparable terminology or by discussions of strategy. While Real Goods Solar believes its assumptions and expectations underlying forward-looking statements are reasonable, there can be no assurance that actual results will not be materially different. Risks and uncertainties that could cause materially different results include, among others, receiving shareholder approval for the transaction described herein, successfully closing the transaction described herein, realizing synergies and other benefits from the transaction described herein, introduction of new products and services, completion and integration of acquisitions, the possibility of negative economic conditions, and other risks and uncertainties included in Real Goods Solar’s filings with the Securities and Exchange Commission. Real Goods Solar assumes no duty to update any forward-looking statements.
CONTACT: Media and Investor Relations Contact: Ron Both Liolios Group, Inc. 949-574-3860 RSOL@liolios.com Company Contact: Andrew Zaref, CFO and COO Mercury Energy 914-600-6534 azaref@mercurysolarsystems.com
(YONG) Announces Second Quarter 2013 Unaudited Financial Results
BEIJING, Aug. 9, 2013 /PRNewswire-FirstCall/ — Yongye International, Inc. (NASDAQ: YONG), (“Yongye” or the “Company”) a leading developer, manufacturer, and distributor of crop nutrient products in the People’s Republic of China (“PRC”), today announced its financial results for the quarter ended June 30, 2013.
Second Quarter 2013 Financial Highlights
- Revenue increased 69.6% to $301.3 million from $177.6 million in the second quarter of 2012.
- Gross profit increased 74.6% year-over-year to $188.8 million.
- Income from operations increased 104.1% to $109.2 million.
- Net income attributable to Yongye increased 110.3% to $86.4 million from $41.1 million for the same period of 2012. Diluted earnings per share for the quarter was $1.50, compared to $0.74 for the same period of 2012.
- Adjusted net income attributable to Yongye, which excludes non-cash expenses related to the amortization of the acquired Hebei customer list, share-based compensation for management and independent directors, and a change in the fair value of derivative liabilities, was $87.2 million, or $1.51 per diluted share, compared to $43.0 million, or $0.78 per diluted share for the same period of last year*.
- Operating cash flow was $188.0 million for six months ended June 30, 2013, compared to $8.1 million in the same period of 2012.
Mr. Zishen Wu, Chairman and Chief Executive Officer of Yongye, stated, “We are extremely pleased with our solid performance in the second quarter of 2013. Our effective channel management and successful promotional activities drove significant top line growth, with revenues increasing 69.6% year-on-year. In particular, during the quarter we saw strong demand for Shengmingsu and two of our new products, as well as the continued expansion of our branded retailer network. During the quarter we remained focused on our efforts to collect outstanding account receivables, and as of the end of the second quarter we had collected all overdue accounts receivable.”
Mr. Wu continued, “We believe that the underlying fundamentals of our business remain strong, and going forward, we are confident that we can achieve our full year guidance for shipments and our targets for the expansion of our branded retailer network. Lastly, on behalf of the board and management, I would like to sincerely thank our shareholders for their patience during the recent months while we worked hard to enable trading in our shares to resume. We believed that the Company is well-positioned for long-term growth and the management team is now once again fully focused on executing our strategy to further grow the business and maximize value for our shareholders.”
Second Quarter 2013 Results
Sales increased by $123.7 million, or 69.6%, to $301.3 million in the second quarter of 2013, from $177.6 million for the same period of 2012. The significant increase in revenue was primarily due to more effective channel management, continued retail network development, an increase in promotional marketing programs, and increased demand for the Company’s liquid crop nutrient. In the second quarter of 2013, $298.0 million, or 98.9% of total sales, was attributable to sales of liquid crop nutrient, and $3.3 million, or 1.1% of total sales, was attributable to sales of powder animal nutrient. Regarding liquid crop nutrient, the original crop nutrient product contributed $243.9 million, or 82.0% of total liquid crop nutrient sales, while two new products for crop seeds and roots contributed $54.1 million, or 18.0% of the total liquid crop nutrient sales. During the second quarter of 2013, the number of branded retailers increased from 35,246 to 35,409.
Gross profit was $188.8 million in the second quarter of 2013, compared to $108.1 million in the same period of 2012, an increase of 74.6%. Gross margin was 62.6% in the second quarter of 2013, compared to 60.9% for the same period of 2012. The increase in gross margin was mainly due to the scale effect of increased sales as compared to the same period of 2012.
Selling expenses increased by $26.4 million, or 68.5%, to $65.0 million in the second quarter of 2013, from $38.6 million for the same period of 2012. The increase in selling expenses was primarily due to an increase in advertising and promotion expenses and expenditure on seminars for distributors of $27.2 million.
General and administrative (“G&A”) expenses decreased by $5.4 million, or 62.3%, to $3.3 million in the second quarter of 2013, from $8.7 million for the same period of 2012. The decrease in G&A expenses was mainly due to the management equity compensation expenses that were recorded in the second quarter of 2012.
Research and development (“R&D”) expenses were $11.4 million in the second quarter of 2013, compared to $7.4 million for the same period of 2012. The R&D expenses mainly consisted of field test expenses for existing and new products on different crops and in various geographic markets.
Income from operations was $109.2 million in the second quarter of 2013, compared to $53.5 million in the same period of 2012. Excluding non-cash expenses related to the amortization of the acquired Hebei customer list, share-based compensation for management and independent directors, second quarter 2013 adjusted income from operations was $109.9 million, or 36.5% of sales.* The increase in income from operations was mainly due to the increases in sales and gross margin, as well as the significant decrease in G&A expenses.
Net income attributable to Yongye was $86.4 million, or $1.50 per diluted share in the second quarter of 2013, compared to net income of $41.1 million, or $0.74 per diluted share, in the same period of 2012. Excluding the impact of non-cash expenses related to the amortization of the acquired Hebei customer list, share-based compensation for management and independent directors and a change in the fair value of derivative liabilities, adjusted net income attributable to Yongye for the second quarter of 2013 was $87.2 million, or $1.51 per diluted share, compared to adjusted net income of $43.0 million, or $0.78 per diluted share in the same period of 2012.* The increase was primarily due to the increases in sales and gross margin, as well as the decrease in G&A expenses.
Six Month Financial Results
Revenue for the six months ended June 30, 2013 increased 43.2% to $346.6 million from $242.0 million for the comparable period in 2012, while gross profit was $210.4 million, compared to $143.5 million in the first six months of 2012. Gross margin was 60.7% for the six months ended June 30, 2013, as compared to 59.3% for the same period of 2012.
Income from operations in the first six months of 2013 was $110.3 million, compared to $75.4 million in the same period of 2012. Net income attributable to Yongye for the first six months of 2013 was $85.8 million, compared to $57.5 million in the prior year period. In the first six months of 2013, net income per diluted share was $1.47, as compared to $1.02 diluted earnings per share for the same period of 2012. Excluding the impact of non-cash expenses related to the amortization of the acquired Hebei customer list, share-based compensation for management and independent directors and a change in the fair value of derivative liabilities, adjusted net income attributable to Yongye for the six months ended June 30, 2013 was $87.3 million, or $1.50 per diluted share, compared to $61.3 million, or $1.09 per diluted share in the same period last year.*
(*) See the table following this press release for a reconciliation of gross profit, income from operations, net income and diluted EPS to exclude non-cash items related to the amortization of the acquired Hebei customer list, share-based compensation for management and independent directors, and a change in the fair value of derivative liabilities to the comparable financial measure prepared in accordance with US Generally Accepted Accounting Principles (“U.S. GAAP”). |
Financial Condition
Balance Sheet and Cash Flow
As of June 30, 2013, the Company had $254.6 million in cash and restricted cash, compared to $44.6 million as of December 31, 2012. Working capital was $486.5 million, compared to $383.3 million at the end of 2012. The Company had $75.2 million in short-term bank loans and $18.8 million in current and non-current long-term loans and payables, and $2.8 million in current and non-current capital lease obligations as of June 30, 2013. Stockholders’ equity totaled $534.1 million as of June 30, 2013, compared to $436.3 million at the end of 2012. Cash flow provided by operating activities was $188.0 million and $8.1 million for the six months ended June 30, 2013 and 2012, respectively. The change was primarily driven by collection of accounts receivable, as well as the reduction of inventory. Other factors include an increase of $29.9 million in earnings.
Accounts Receivable
Accounts receivable decreased by $22.0 million from the end of 2012, which was mainly due to the collection of accounts receivable during the first half of 2013. As of June 30, 2013, the amount of gross accounts receivable outstanding was $280.8 million. None of the accounts receivable were past the Company’s six-month credit period. The Company provided an allowance for doubtful accounts in the amount of US$9.2 million, taking into account current market conditions, the customers’ financial condition, the accounts receivable ageing and the customers’ repayment patterns. The Company continues to take measures to increase collection efforts and closely monitor its distributors’ financial status.
Recent Developments
Expansion of Branded Retailer Network
The Company continued the expansion of its branded retailers from 35,246 as of March 31, 2013 to 35,409 as of June 30, 2013. The Company remains focused on expanding its distribution networks and deepening its penetration in existing markets.
Resumption of Trading of Common Stock on NASDAQ
As the Company previously announced on June 17, 2013, Yongye’s common stock resumed trading on the NASDAQ Stock Market on Monday, June 17, 2013. Yongye is pleased to have resolved this issue and sincerely thanks its shareholders for their patience during the recent months while the Company worked hard to provide what was needed to satisfy NASDAQ requirements and enable trading to resume.
Update on Go-private Proposal
On June 17, 2013, the Company announced that (i) Mr. Zishen Wu, the Company’s Chairman and Chief Executive Officer, (ii) Full Alliance International Limited, (iii) MSPEA Agriculture Holding Limited, and (iv) Abax Global Capital (Hong Kong) Limited (“Abax”), on behalf of funds managed and/or advised by it and its nominee entities and its and their affiliates, have confirmed with the special committee (“Special Committee”) of the board of directors of the Company that they remain interested in pursuing the proposed going private transaction described in the proposal letter delivered to the board of directors on October 15, 2012.
On May 16, 2013, the Special Committee was provided a letter issued by Abax to Full Alliance International Limited (“Full Alliance”). The Letter, dated as of May 15, 2013, informed Full Alliance that Abax remains interested in pursuing the proposed going private transaction described in the proposal letter delivered to the Board of Directors on October 15, 2012, on the terms and conditions as outlined in the amended and restated financing commitment letter issued by Abax to Full Alliance on April 1, 2013, and as amended on April 16, 2013, which expired on May 15, 2013. According to the letter dated May 15, 2013, Abax continues to be focused on this transaction and will re-engage in the going private transaction as soon as the trading suspension is lifted.
As a reminder, no decisions have been made by the Special Committee with respect to the Company’s response to the proposed going private transaction. There can be no assurance that any definitive offer will be made, that any agreement will be executed, or that this or any other transaction will be approved or consummated.
Business Outlook
According to the Company’s revenue recognition policy, certain distributors’ revenue is being recognized on a cash basis rather than a shipment basis. In addition, the Company’s distributors’ payment cycle has been longer compared to prior years. As a result, the Company is not in a position to predict with specificity what its revenue will be until cash collection is completed. As such, to provide further clarity for investors, Yongye will continue to provide expectations on shipments, a metric that is not impacted by the revenue recognition issue mentioned above.
For the full year 2013, the Company reiterates its expectation that total shipments will be in the range of $650 million to $680 million, representing growth of 20% to 25% over 2012. The Company continues to expect that its branded retailer network will be expanded to 36,000 by the end of 2013, which represents a 3% increase over the 2012 year-end number of 35,058.
Conference Call
The Company will host a conference call at 8:30 a.m. Eastern Time on August 9, 2013, to discuss its second quarter and half year 2013 results.
To participate in the live conference call, please dial the following number five to ten minutes prior to the scheduled conference call time: +1 (855) 298-3404. International callers should dial +1 (631) 514-2526. The conference pass code is 3706166.
For those who are unable to participate on the live conference call, a replay will be available for fourteen days starting from 11:30 a.m. Eastern Time on August 9 to 11:59 p.m. Eastern Time on August 23. To access the replay, please dial +1 (866) 846-0868. International callers should dial +61 (2) 9641-7900. The replay pass code is 3706166. A webcast recording of the conference call will be accessible through Yongye’s website at www.yongyeintl.com.
Use of Non-GAAP Financial Measures
GAAP results for the three and six months ended June 30, 2013 and 2012 include non-cash items related to the amortization of the acquired Hebei customer list, share-based compensation for management and independent directors, and a change in the fair value of derivative liabilities. To supplement the Company’s condensed consolidated financial statements presented on a U.S. GAAP basis, the Company has provided adjusted financial information excluding the impact of these items in this release. Such adjustment is a departure of U.S. GAAP; however, the Company’s management believes that these adjusted measures provide investors with a better understanding of how the results relate to the Company’s historical performance. These adjusted measures should not be considered an alternative to net income, or any other measure of financial performance or liquidity presented in accordance with U.S. GAAP. These measures are not necessarily comparable to a similarly titled measure of another company. A reconciliation of the adjustments to U.S. GAAP results appears in the table accompanying this press release. This additional adjusted information is not meant to be considered in isolation or as a substitute for U.S. GAAP financials. The adjusted financial information that the Company provides also may differ from the adjusted information provided by other companies.
About Yongye International, Inc.
Yongye International, Inc. is a leading crop nutrient company headquartered in Beijing, with its production facilities located in Hohhot, Inner Mongolia, China. Yongye’s principal product is a liquid crop nutrient, from which the Company derived substantially all of the sales in 2012. The Company also produces powder animal nutrient product which is mainly used for dairy cows. Both products are sold under the trade name “Shengmingsu,” which means “life essential” in Chinese. The Company’s patented formula utilizes fulvic acid as the primary compound base and is combined with various micro and macro nutrients that are essential for the health of the crops. The Company sells its products primarily to provincial level distributors, who sell to the end-users either directly or indirectly through county-level and village-level distributors. For more information, please visit the Company’s website at www.yongyeintl.com.
Safe Harbor Statement
This press release contains certain statements that may include “forward-looking statements.” All statements other than statements of historical fact included herein are “forward-looking statements.” These forward-looking statements are often identified by the use of forward-looking terminology such as “believes,” “expects” or similar expressions, involving known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including the risk factors discussed in the Company’s periodic reports that are filed with the Securities and Exchange Commission and available on the SEC’s website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these risk factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.
Contacts
Yongye International, Inc.
Ms. Kelly Wang
Finance Director – Capital Markets
Phone: +86-10-8231-9608; +86-10-8232-8866 x 8827
E-mail: ir@yongyeintl.com
FTI Consulting
Mr. John Capodanno (U.S. Contact)
Phone: +1-212-850-5705
E-mail: john.capodanno@fticonsulting.com
Ms. May Shen
Phone: +86-10-8591-1951
E-mail: may.shen@fticonsulting.com
YONGYE INTERNATIONAL, INC. AND SUBSIDIARIES | |||||
UNAUDITED CONSOLIDATED BALANCE SHEETS | |||||
June 30, 2013 | December 31, 2012 | ||||
Current assets | |||||
Cash | US$ | 254,597,903 | US$ | 44,511,404 | |
Restricted cash | 40,000 | 40,000 | |||
Accounts receivable, net of allowance for doubtful accounts | 271,642,613 | 293,600,762 | |||
Inventories | 102,612,609 | 118,693,596 | |||
Deposits to suppliers | 32,843,422 | 24,048,028 | |||
Prepaid expenses | 545,202 | 312,648 | |||
Other receivables | 994,291 | 1,189,633 | |||
Deferred tax assets | 14,393,497 | 11,591,797 | |||
Total Current Assets | 677,669,537 | 493,987,868 | |||
Property, plant and equipment, net | 25,874,858 | 26,224,957 | |||
Intangible asset, net | 17,814,625 | 18,909,349 | |||
Land use right, net | 4,851,869 | 4,807,313 | |||
Prepayment for mining project | 36,533,079 | 35,792,410 | |||
Distributor vehicles | 41,477,531 | 44,125,293 | |||
Total Assets | US$ | 804,221,499 | US$ | 623,847,190 | |
Current liabilities | |||||
Short-term bank loans | US$ | 75,234,197 | US$ | 50,857,163 | |
Long-term loans and payables – current portion | 9,958,907 | 9,149,280 | |||
Capital lease obligations – current portion | 470,367 | 395,878 | |||
Accounts payable | 23,666,805 | 12,364,193 | |||
Income tax payable | 23,701,721 | 3,196,078 | |||
Advance from customers | 834,190 | 154,944 | |||
Accrued expenses | 54,350,071 | 31,389,630 | |||
Other payables | 3,003,119 | 2,828,262 | |||
Derivative liabilities – fair value of warrants | – | 348,364 | |||
Total Current Liabilities | 191,219,377 | 110,683,792 | |||
Long-term loans and payables | 8,841,092 | 10,254,922 | |||
Capital lease obligations – non-current | 2,288,956 | 2,134,155 | |||
Other non-current liability | 6,822,113 | 6,683,802 | |||
Deferred tax liabilities | 6,221,630 | 6,618,794 | |||
Total Liabilities | US$ | 215,393,168 | US$ | 136,375,465 | |
Redeemable Series A convertible preferred shares: par value $.001; 7,969,044 shares authorized; 6,079,545 shares issued and outstanding as of June 30, 2013 and December 31, 2012, respectively |
US$ | ||||
54,713,640 | US$ | 51,208,657 | |||
Equity | |||||
Common stock: par value $.001; 75,000,000 shares authorized; 50,685,216 shares and 50,604,026 shares issued and outstanding at June 30, 2013 and December 31, 2012, respectively |
US$ | 50,685 | US$ | 50,604 | |
Additional paid-in capital | 155,265,347 | 154,792,050 | |||
Retained earnings | 323,002,825 | 240,679,395 | |||
Accumulated other comprehensive income | 29,865,542 | 19,950,447 | |||
Total equity attributable to Yongye International, Inc. | 508,184,399 | 415,472,496 | |||
Noncontrolling interest | 25,930,292 | 20,790,572 | |||
Total Equity | US$ | 534,114,691 | US$ | 436,263,068 | |
Commitments and Contingencies | – | – | |||
Total Liabilities, Redeemable Series A Convertible Preferred Shares and Equity | 804,221,499 | 623,847,190 | |||
US$ | US$ |
YONGYE INTERNATIONAL, INC. AND SUBSIDIARIES | ||||||||||||
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||||||||||||
For the Three Months Ended | For the Six Months Ended | |||||||||||
June 30, 2013 | June 30, 2012 | June 30, 2013 | June 30, 2012 | |||||||||
Sales | US$ | 301,337,371 | US$ | 177,625,986 | US$ | 346,605,891 | US$ | 241,991,630 | ||||
Cost of sales | 112,573,340 | 69,535,733 | 136,209,761 | 98,488,872 | ||||||||
Gross profit | 188,764,031 | 108,090,253 | 210,396,130 | 143,502,758 | ||||||||
Selling expenses | 64,964,122 | 38,554,590 | 80,399,182 | 52,757,647 | ||||||||
Research and development expenses | 11,354,348 | 7,384,804 | 12,346,018 | 8,893,542 | ||||||||
General and administrative expenses, including a reversal of allowance for doubtful accounts of nil and US$6,334,832 for six months ended June 30, 2013 and 2012, respectively |
3,262,946 | 8,646,763 | 7,332,918 | 6,437,292 | ||||||||
Income from operations | 109,182,615 | 53,504,096 | 110,318,012 | 75,414,277 | ||||||||
Other income/(expenses) | ||||||||||||
Interest expense | (1,662,688) | (1,102,126) | (3,529,066) | (2,106,295) | ||||||||
Interest income | 441,338 | 75,336 | 607,096 | 135,410 | ||||||||
Other (expenses)/income, net | (3,912) | 2,662 | (68,248) | 34,716 | ||||||||
Change in fair value of derivative liabilities | – | 9,889 | – | 69,287 | ||||||||
Total other expenses, net | (1,225,262) | (1,014,239) | (2,990,218) | (1,866,882) | ||||||||
Earnings before income tax expense | 107,957,353 | 52,489,857 | 107,327,794 | 73,547,395 | ||||||||
Income tax expense | 16,858,170 | 9,272,206 | 16,853,091 | 13,012,428 | ||||||||
Net income | 91,099,183 | 43,217,651 | 90,474,703 | 60,534,967 | ||||||||
Less: Net income attributable to the noncontrolling interest | 4,658,198 | 2,107,788 | 4,646,290 | 3,042,814 | ||||||||
Net income attributable to Yongye International, Inc. | US$ | 86,440,985 | US$ | 41,109,863 | US$ | 85,828,413 | US$ | 57,492,153 | ||||
Net income per common stock: | ||||||||||||
Basic | US$ | 1.50 | US$ | 0.75 | US$ | 1.47 | US$ | 1.02 | ||||
Diluted | US$ | 1.50 | US$ | 0.74 | US$ | 1.47 | US$ | 1.02 | ||||
Net income | 91,099,183 | 43,217,651 | 90,474,703 | 60,534,967 | ||||||||
Foreign currency translation adjustment, net of nil income taxes | 7,745,289 | 297,059 | 10,408,525 | 2,638,310 | ||||||||
Comprehensive income | 98,844,472 | 43,514,710 | 100,883,228 | 63,173,277 | ||||||||
Less: Comprehensive income attributable to the noncontrolling interest | 5,025,640 | 2,121,775 | 5,139,720 | 3,165,670 | ||||||||
Comprehensive income attributable to Yongye International, Inc. | 93,818,832 | 41,392,935 | 95,743,508 | 60,007,607 |
YONGYE INTERNATIONAL, INC. AND SUBSIDIARIES | |||||
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS | |||||
For the Six Months Ended | |||||
June 30, 2013 | June 30, 2012 | ||||
CASH FLOWS FROM OPERATING ACTIVITIES | |||||
Net income | US$ | 90,474,703 | US$ | 60,534,967 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||||
Depreciation and amortization | 9,022,233 | 7,072,522 | |||
Amortization of loan discount | 666,669 | – | |||
Gain on sale of property, plant and equipment | (33,606) | – | |||
Reversal of allowance for doubtful accounts | – | (6,334,832) | |||
Change in fair value of derivative liabilities | – | (69,287) | |||
Stock compensation expense | – | 2,424,316 | |||
Deferred tax (benefit)/expense | (3,499,936) | 300,108 | |||
Changes in operating assets and liabilities: | |||||
Accounts receivable | 25,732,611 | (27,170,173) | |||
Inventories | 18,719,380 | (17,028,433) | |||
Deposit to suppliers | (8,065,168) | (22,118,726) | |||
Prepaid expenses | (225,945) | 4,212,958 | |||
Other receivables | 208,755 | 134,726 | |||
Distributor vehicles | (122,129) | (5,099,274) | |||
Accounts payable | 11,042,430 | (1,002,120) | |||
Income tax payable | 20,353,028 | 5,610,204 | |||
Advance from customers | 673,134 | (3,988,722) | |||
Accrued expenses | 22,467,679 | 10,413,691 | |||
Other payables | 618,762 | 193,633 | |||
Net Cash Provided by Operating Activities | 188,032,600 | 8,085,558 | |||
CASH FLOWS FROM INVESTING ACTIVITIES | |||||
Purchase of property, plant and equipment | (639,704) | (1,449,852) | |||
Net Cash Used in Investing Activities | (639,704) | (1,449,852) | |||
CASH FLOWS FROM FINANCING ACTIVITIES | |||||
Proceeds from short-term bank loans | 72,504,632 | 25,318,859 | |||
Repayment of long-term loans and payables | (3,247,998) | (3,091,865) | |||
Repayment of short-term bank loans | (49,947,636) | (28,483,717) | |||
Proceeds from warrants exercised | 125,014 | – | |||
Repayment for capital lease obligations | (157,984) | – | |||
Net Cash Provided by/(Used in) Financing Activities | 19,276,028 | (6,256,723) | |||
EFFECT OF FOREIGN EXCHANGE RATE CHANGES ON CASH | 3,417,575 | 418,177 | |||
NET INCREASE IN CASH | 210,086,499 | 797,160 | |||
Cash at beginning of period | 44,511,404 | 81,154,880 | |||
Cash at end of period | US$ | 254,597,903 | US$ | 81,952,040 | |
Supplemental cash flow information: | |||||
Cash paid for income taxes | US$ | – | US$ | 7,128,066 | |
Cash paid for interest expense | 2,649,612 | 2,069,219 | |||
Noncash investing and financing activities: | |||||
Acquisition of property, plant and equipment under capital leases | 331,434 | – | |||
Acquisition of distributor vehicles by assuming long-term loans and payables | 2,251,093 | 9,820,930 | |||
Acquisition of property, plant and equipment included in other payables | 986,975 | 422,754 | |||
Exercise of warrants that were liability classified | 348,364 | – | |||
Paid-in-kind dividends on redeemable Series A convertible preferred shares | 3,504,983 | 1,808,667 |
YONGYE INTERNATIONAL, INC. AND SUBSIDIARIES | |||||
RECONCILIATION OF NON-GAAP FINANCIAL DATA | |||||
Gross Profit | |||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||
2013 | 2012 | 2013 | 2012 | ||
GAAP amount per consolidated statement of income |
$188,764,031 | $108,090,253 | $210,396,130 | $143,502,758 | |
Amortization of the acquired Hebei customer list |
$736,994 | $723,827 | $1,465,200 | $1,448,871 | |
Adjusted Amount | $189,501,025 | $108,814,080 | $211,861,330 | $144,951,629 | |
Income from Operations | |||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||
2013 | 2012 | 2013 | 2012 | ||
GAAP amount per consolidated statement of income |
$109,182,615 | $53,504,096 | $110,318,012 | $75,414,277 | |
Amortization of the acquired Hebei customer list |
$736,994 | $723,827 | $1,465,200 | $1,448,871 | |
Non-cash management compensation expense | – | $1,212,158 | – | $2,424,316 | |
Adjusted Amount | $109,919,609 | $55,440,081 | $111,783,212 | $79,287,464 | |
Net income (attributable to Yongye) | |||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||
2013 | 2012 | 2013 | 2012 | ||
GAAP amount per consolidated statement of income |
$86,440,985 | $41,109,863 | $85,828,413 | $57,492,153 | |
Amortization of the acquired Hebei customer list |
$736,994 | $723,827 | $1,465,200 | $1,448,871 | |
Non-cash management compensation expense | – | $1,212,158 | – | $2,424,316 | |
Change in fair value of derivative liabilities | – | ($9,889) | – | ($69,287) | |
Adjusted Amount | $87,177,979 | $43,035,959 | $87,293,613 | $61,296,053 | |
Weighted average shares — diluted | 50,685,216 | 49,445,176 | 50,677,590 | 49,453,572 | |
Adjusted diluted earnings per share | $1.51 | $0.78 | $1.50 | $1.09 |
(JRCC) Reports Second Quarter 2013 Operating Results
RICHMOND, Va., Aug. 9, 2013 /PRNewswire/ —
- Mine Operations Continue to Adjust to Soft Coal Market Conditions
- Available Liquidity at June 30, 2013 of $108.8 Million Compared to $107.2 Million at March 31, 2013
- Capital Expenditures of $11.9 Million in Q-2, 2013
- Completed Private Exchange Transactions, Which Reduced Principal Amount of Debt by $120.1 Million
- Continuing to Evaluate Options to Strengthen the Balance Sheet and Improve Liquidity
- Conference Call Slides Posted to Company Website
James River Coal Company (NASDAQ: JRCC), today announced that it had net income of $52.6 million or $1.16 per diluted share for the second quarter of 2013 and net income of $10.5 million or $0.29 per diluted share for the six months ended June 30, 2013. Second quarter and the six months ended June 30, 2013 results include $101.2 million or $2.20 per share and $2.82 per share, respectively, of pre-tax gain related to the Private Exchange Transactions. The 2013 results are compared to net loss of $25.8 million or $0.74 per diluted share for the second quarter of 2012 and net loss of $41.4 million or $1.19 per diluted share for the six months ended June 30, 2012.
Peter T. Socha, Chairman and Chief Executive Officer commented: “Things are still interesting in the coal industry. We continue to be pleased with our mine operations. They are doing an excellent job of managing their people, costs, capital, and assets during a difficult time in the coal industry. The coal markets have continued to be soft. The thermal markets are still weak, but we can see several factors that may lead to improvement later this year and into 2014. The met markets have clearly weakened during the past several months. We are a little more cautious about met than we had been earlier this year. We have started to take definitive action to strengthen our balance sheet and improve our liquidity position during this period of soft coal markets. We have been very encouraged by the input and support that we have received from many parties during this difficult process.”
FINANCIAL RESULTS
The following tables show selected operating results for the quarter and six months ended June 30, 2013 compared to the quarter and six months ended June 30, 2012 (in 000’s except per ton amounts).
Total Results | Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||
Total | Per Ton | Total | Per Ton | Total | Per Ton | Total | Per Ton | |||||||||||
Company and contractor production (tons) | 2,059 | 2,539 | 4,213 | 5,342 | ||||||||||||||
Coal purchased from other sources (tons) | 194 | 434 | 707 | 797 | ||||||||||||||
Total coal available to ship (tons) | 2,253 | 2,973 | 4,920 | 6,139 | ||||||||||||||
Coal shipments (tons) | 2,159 | 2,910 | 4,576 | 5,961 | ||||||||||||||
Coal sales revenue | $ 150,525 | 69.72 | $ 259,628 | 89.22 | $ 326,458 | 71.34 | $ 539,391 | 90.49 | ||||||||||
Freight and handling revenue | 9,626 | 4.46 | 17,730 | 6.09 | 26,998 | 5.90 | 39,952 | 6.70 | ||||||||||
Cost of coal sold | 142,572 | 66.04 | 224,314 | 77.08 | 305,955 | 66.86 | 461,203 | 77.37 | ||||||||||
Freight and handling costs | 9,626 | 4.46 | 17,730 | 6.09 | 26,998 | 5.90 | 39,952 | 6.70 | ||||||||||
Depreciation, depletion, & amortization | 29,668 | 13.74 | 32,514 | 11.17 | 58,205 | 12.72 | 62,634 | 10.51 | ||||||||||
Gross profit (loss) | (21,715) | (10.06) | 2,800 | 0.96 | (37,702) | (8.24) | 15,554 | 2.61 | ||||||||||
Selling, general & administrative | 13,690 | 6.34 | 15,266 | 5.25 | 27,657 | 6.04 | 30,832 | 5.17 | ||||||||||
Adjusted EBITDA (1) | $ (3,724) | (1.72) | $ 22,345 | 7.68 | $ (3,143) | (0.69) | $ 52,082 | 8.74 | ||||||||||
(1) | Adjusted EBITDA is defined under “Reconciliation of Non-GAAP Measures” in this release. | |||||||||||||||||
Adjusted EBITDA is used to determine compliance with financial covenants in our revolving credit facility. |
Segment Results | Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||
CAPP | Total | Per Ton | Total | Per Ton | Total | Per Ton | Total | Per Ton | ||||||||||
Company and contractor production (tons) | 1,461 | 1,932 | 3,027 | 4,177 | ||||||||||||||
Coal purchased from other sources (tons) | 194 | 434 | 707 | 797 | ||||||||||||||
Total coal available to ship (tons) | 1,655 | 2,366 | 3,734 | 4,974 | ||||||||||||||
Coal shipments (tons) | ||||||||||||||||||
Steam (tons) | 1,052 | 1,412 | 2,148 | 3,176 | ||||||||||||||
Metallurgical (tons) | 506 | 897 | 1,250 | 1,625 | ||||||||||||||
Total Shipments (tons) | 1,558 | 2,309 | 3,398 | 4,801 | ||||||||||||||
Coal sales revenue | ||||||||||||||||||
Steam | $ 75,695 | 71.95 | $ 117,229 | 83.02 | $ 157,908 | 73.51 | $ 269,095 | 84.73 | ||||||||||
Metallurgical | 47,446 | 93.77 | 115,581 | 128.85 | 115,414 | 92.33 | 218,755 | 134.62 | ||||||||||
Total coal sales revenue | 123,141 | 79.04 | 232,810 | 100.83 | 273,322 | 80.44 | 487,850 | 101.61 | ||||||||||
Freight and handling revenue | 9,424 | 6.05 | 17,426 | 7.55 | 26,620 | 7.83 | 38,470 | 8.01 | ||||||||||
Cost of coal sold | $ 120,436 | 77.30 | $ 202,476 | 87.69 | $ 262,027 | 77.11 | $ 416,305 | 86.71 | ||||||||||
Freight and handling costs | 9,424 | 6.05 | 17,426 | 7.55 | 26,620 | 7.83 | 38,470 | 8.01 | ||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||
Midwest | Total | Per Ton | Total | Per Ton | Total | Per Ton | Total | Per Ton | ||||||||||
Company and contractor production (tons) | 598 | 607 | 1,186 | 1,165 | ||||||||||||||
Coal purchased from other sources (tons) | – | – | – | – | ||||||||||||||
Total coal available to ship (tons) | 598 | 607 | 1,186 | 1,165 | ||||||||||||||
Coal shipments (tons) | 601 | 601 | 1,178 | 1,160 | ||||||||||||||
Coal sales revenue | $ 27,384 | 45.56 | $ 26,818 | 44.62 | $ 53,136 | 45.11 | $ 51,541 | 44.43 | ||||||||||
Freight and handling revenue | 202 | 0.34 | 304 | 0.51 | 378 | 0.32 | 1,482 | 1.28 | ||||||||||
Cost of coal sold | $ 22,136 | 36.83 | $ 21,838 | 36.34 | $ 43,928 | 37.29 | $ 44,898 | 38.71 | ||||||||||
Freight and handling costs | 202 | 0.34 | 304 | 0.51 | 378 | 0.32 | 1,482 | 1.28 | ||||||||||
LIQUIDITY AND CASH FLOW
As of June 30, 2013, the Company had available liquidity of $108.8 million calculated as follows (in millions):
Unrestricted Cash | $ | 94.6 | |||
Availability under the Revolver | 77.6 | ||||
Letters of Credit Issued under the Revolver | (63.4) | ||||
Available Liquidity | $ | 108.8 | |||
Restricted Cash | $ | 36.7 | |||
Other significant items impacting liquidity in the quarter:
Capital expenditures | $ | (11.9) | |
Seasonal increase in coal inventories | (3.6) | ||
Reduction in accounts receivable | 40.3 | ||
Reduction in accounts payable | (7.0) | ||
PRIVATE EXCHANGE TRANSACTIONS
In May 2013, the Company issued $123.3 million principal amount of 10.0% Convertible Senior Notes due 2018 (the 10.0% Convertible Senior Notes) in exchange for $90.0 million principal amount of our 4.5% Convertible Senior Notes due 2015 and $153.4 million principal amount of our 3.125% Convertible Senior Notes due 2018 (the Private Exchange Transactions). The Private Exchange Transactions resulted in a gain of $101.2 million, which includes the write-off of $3.6 million of unamortized financing costs. The Company recorded $4.6 million of financing costs associated with the issuance of the 10.0% Convertible Senior Notes.
SALES POSITION AND MARKET COMMENTS
As of August 8, 2013, we had the following agreements to ship coal at a fixed and known price (in 000’s except per ton amounts):
2013 Priced | ||||||||
As of April 30, 2013 | As of August 8, 2013 | Change | ||||||
Tons | Avg Price PerTon | Tons | Avg Price PerTon | Tons | Avg Price PerTon | |||
CAPP (1) | 5,870 | $ 81.05 | 6,487 | $ 80.24 | 617 | $ 72.53 | ||
Midwest (2) | 2,544 | $ 45.04 | 2,544 | $ 45.04 | – | $ – | ||
2014 Priced | ||||||||
As of April 30, 2013 | As of August 8, 2013 | Change | ||||||
Tons | Avg Price PerTon | Tons | Avg Price PerTon | Tons | Avg Price PerTon | |||
CAPP (1) | 300 | $ 75.75 | 300 | $ 75.75 | – | $ – | ||
Midwest (2) | 900 | $ 47.64 | 900 | $ 47.64 | – | $ – | ||
(1) | Priced tons in CAPP in 2013 do not include approximately 264,000 tons of met coal that have been sold but not yet priced. | ||||||||
(2) | The prices for the Midwest are minimum base price amounts adjusted for projected fuel escalators. |
CONFERENCE CALL, WEBCAST AND REPLAY: The Company will hold a conference call with management to discuss the second quarter earnings August 9, 2013 at 10:00 a.m. Eastern Time. The conference call can be accessed by dialing 877-340-2553, or through the James River Coal Company website at http://www.jamesrivercoal.com. International callers, please dial 678-224-7860.
James River Coal Company is one of the leading coal producers in Central Appalachia and the Illinois Basin. The company sells metallurgical, bituminous steam and industrial-grade coal to electric utility companies and industrial customers both domestically and internationally. The Company’s operations are managed through eight operating subsidiaries located throughout eastern Kentucky, southern West Virginia and southern Indiana. Additional information about James River Coal can be found at its web site www.jamesrivercoal.com
FORWARD-LOOKING STATEMENTS: Certain statements in this press release and other written or oral statements made by or on behalf of us are “forward-looking statements” within the meaning of the federal securities laws. Statements regarding future events and developments and our future performance, as well as management’s expectations, beliefs, plans, estimates or projections relating to the future, are forward-looking statements within the meaning of these laws. Forward looking statements include, without limitation, statements regarding future sales and contracting activity and projected fuel escalators. These forward-looking statements are subject to a number of risks and uncertainties. These risks and uncertainties include, but are not limited to, the following: our cash flows, results of operation or financial condition; the consummation of acquisition, disposition or financing transactions and the effect thereof on our business; governmental policies, regulatory actions and court decisions affecting the coal industry or our customers’ coal usage; legal and administrative proceedings, settlements, investigations and claims; our ability to obtain and renew permits necessary for our existing and planned operation in a timely manner; environmental concerns related to coal mining and combustion and the cost and perceived benefits of alternative sources of energy; inherent risks of coal mining beyond our control, including weather and geologic conditions or catastrophic weather-related damage; our production capabilities; availability of transportation; our ability to timely obtain necessary supplies and equipment; market demand for coal, electricity and steel; competition, including competition from alternative sources such as natural gas; our relationships with, and other conditions affecting, our customers; employee workforce factors; our assumptions concerning economically recoverable coal reserve estimates; future economic or capital market conditions; our plans and objectives for future operations and expansion or consolidation; and the other risks detailed in our reports filed with the Securities and Exchange Commission (SEC). Management believes that these forward-looking statements are reasonable; however, you should not place undue reliance on such statements. These statements are based on current expectations and speak only as of the date of such statements. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of future events, new information or otherwise.
JAMES RIVER COAL COMPANY
AND SUBSIDIARIES Consolidated Balance Sheets (in thousands, except share data)
|
||||||||||
June 30, 2013 | December 31, 2012 | |||||||||
Assets | (unaudited) | |||||||||
Current assets: | ||||||||||
Cash and cash equivalents | $ | 94,579 | 127,386 | |||||||
Trade receivables | 38,687 | 89,816 | ||||||||
Inventories: | ||||||||||
Coal | 54,863 | 26,598 | ||||||||
Materials and supplies | 16,164 | 16,699 | ||||||||
Total inventories | 71,027 | 43,297 | ||||||||
Prepaid royalties | 8,829 | 8,623 | ||||||||
Other current assets | 5,481 | 9,127 | ||||||||
Total current assets | 218,603 | 278,249 | ||||||||
Property, plant, and equipment, net | 811,343 | 855,217 | ||||||||
Restricted cash and short term investments | 36,681 | 36,558 | ||||||||
Other assets | 32,090 | 34,097 | ||||||||
Total assets | $ | 1,098,717 | 1,204,121 | |||||||
Liabilities and Shareholders’ Equity | ||||||||||
Current liabilities: | ||||||||||
Accounts payable | $ | 49,514 | 72,861 | |||||||
Accrued salaries, wages, and employee benefits | 11,653 | 10,996 | ||||||||
Workers’ compensation benefits | 9,900 | 9,900 | ||||||||
Black lung benefits | 2,508 | 2,508 | ||||||||
Accrued taxes | 10,813 | 8,382 | ||||||||
Other current liabilities | 19,987 | 22,124 | ||||||||
Total current liabilities | 104,375 | 126,771 | ||||||||
Long-term debt, less current maturities | 447,896 | 546,407 | ||||||||
Other liabilities: | ||||||||||
Noncurrent portion of workers’ compensation benefits | 67,935 | 66,953 | ||||||||
Noncurrent portion of black lung benefits | 63,839 | 62,834 | ||||||||
Pension obligations | 32,872 | 35,325 | ||||||||
Asset retirement obligations | 100,772 | 99,177 | ||||||||
Other | 10,758 | 12,027 | ||||||||
Total other liabilities | 276,176 | 276,316 | ||||||||
Total liabilities | 828,447 | 949,494 | ||||||||
Commitments and contingencies | ||||||||||
Shareholders’ equity: | ||||||||||
Preferred stock, $1.00 par value. Authorized 10,000,000 shares | – | – | ||||||||
Common stock, $.01 par value. Authorized 100,000,000 shares; issued and outstanding | ||||||||||
36,056,869 and 35,866,549 shares as of June 30, 2013 and December 31, 2012 | 361 | 359 | ||||||||
Paid-in-capital | 548,305 | 546,289 | ||||||||
Accumulated deficit | (226,075) | (236,588) | ||||||||
Accumulated other comprehensive loss | (52,321) | (55,433) | ||||||||
Total shareholders’ equity | 270,270 | 254,627 | ||||||||
Total liabilities and shareholders’ equity | $ | 1,098,717 | 1,204,121 | |||||||
JAMES RIVER COAL COMPANYAND SUBSIDIARIES
Consolidated Statements of Operations (in thousands, except per share data) (unaudited)
|
||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||
June 30, | June 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Revenues | ||||||||||||||
Coal sales revenue | $ | 150,525 | 259,628 | 326,458 | 539,391 | |||||||||
Freight and handling revenue | 9,626 | 17,730 | 26,998 | 39,952 | ||||||||||
Total revenue | 160,151 | 277,358 | 353,456 | 579,343 | ||||||||||
Cost of sales: | ||||||||||||||
Cost of coal sold | 142,572 | 224,314 | 305,955 | 461,203 | ||||||||||
Freight and handling costs | 9,626 | 17,730 | 26,998 | 39,952 | ||||||||||
Depreciation, depletion, and amortization | 29,668 | 32,514 | 58,205 | 62,634 | ||||||||||
Total cost of sales | 181,866 | 274,558 | 391,158 | 563,789 | ||||||||||
Gross profit (loss) | (21,715) | 2,800 | (37,702) | 15,554 | ||||||||||
Selling, general and administrative expenses | 13,690 | 15,266 | 27,657 | 30,832 | ||||||||||
Total operating loss | (35,405) | (12,466) | (65,359) | (15,278) | ||||||||||
Interest expense | 12,372 | 13,527 | 24,882 | 26,912 | ||||||||||
Interest income | (107) | (171) | (285) | (385) | ||||||||||
Gain on debt transactions | (101,210) | – | (101,210) | – | ||||||||||
Miscellaneous income, net | (130) | (90) | (233) | (433) | ||||||||||
Total other (income) expense, net | (89,075) | 13,266 | (76,846) | 26,094 | ||||||||||
Net income (loss) before income taxes | 53,670 | (25,732) | 11,487 | (41,372) | ||||||||||
Income tax expense | 1,041 | 31 | 974 | 50 | ||||||||||
Net income (loss) | $ | 52,629 | (25,763) | 10,513 | (41,422) | |||||||||
Earnings (loss) per common share | ||||||||||||||
Basic earnings (loss) per common share | $ | 1.46 | (0.74) | 0.29 | (1.19) | |||||||||
Diluted earnings (loss) per common share | $ | 1.16 | (0.74) | 0.29 | (1.19) | |||||||||
JAMES RIVER COAL COMPANY AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows (in thousands) (unaudited)
|
|||||||||||||
Six Months Ended June 30, | |||||||||||||
2013 | 2012 | ||||||||||||
Cash flows from operating activities: | |||||||||||||
Net income (loss) | $ | 10,513 | (41,422) | ||||||||||
Adjustments to reconcile net income (loss) to net cash provided by
(used in) operating activities |
|||||||||||||
Depreciation, depletion, and amortization | 58,205 | 62,634 | |||||||||||
Accretion of asset retirement obligations | 2,236 | 2,617 | |||||||||||
Amortization of debt discount and issue costs | 7,532 | 8,667 | |||||||||||
Stock-based compensation | 2,378 | 2,696 | |||||||||||
Gain on sale or disposal of property, plant and equipment | (12) | (122) | |||||||||||
Gain on debt transactions | (101,210) | – | |||||||||||
Changes in operating assets and liabilities: | |||||||||||||
Receivables | 51,129 | 7,687 | |||||||||||
Inventories | (23,570) | (3,724) | |||||||||||
Prepaid royalties and other current assets | 3,440 | 1,730 | |||||||||||
Restricted cash | (123) | (69) | |||||||||||
Other assets | 1,731 | 4,417 | |||||||||||
Accounts payable | (23,347) | (33,024) | |||||||||||
Accrued salaries, wages, and employee benefits | 657 | 863 | |||||||||||
Accrued taxes | 2,071 | (2,170) | |||||||||||
Other current liabilities | (2,312) | (4,691) | |||||||||||
Workers’ compensation benefits | 982 | 2,379 | |||||||||||
Black lung benefits | 2,079 | 2,514 | |||||||||||
Pension obligations | (415) | (304) | |||||||||||
Asset retirement obligations | (582) | (96) | |||||||||||
Other liabilities | (4) | (157) | |||||||||||
Net cash provided by (used in) operating activities | (8,622) | 10,425 | |||||||||||
Cash flows from investing activities: | |||||||||||||
Additions to property, plant, and equipment | (19,620) | (45,881) | |||||||||||
Proceeds from sale of property, plant and equipment | 19 | 580 | |||||||||||
Net cash used in investing activities | (19,601) | (45,301) | |||||||||||
Cash flows from financing activities: | |||||||||||||
Debt issuance costs | (4,584) | – | |||||||||||
Net cash used in financing activities | (4,584) | – | |||||||||||
Decrease in cash and cash equivalents | (32,807) | (34,876) | |||||||||||
Cash and cash equivalents at beginning of period | 127,386 | 199,711 | |||||||||||
Cash and cash equivalents at end of period | $ | 94,579 | 164,835 | ||||||||||
JAMES RIVER COAL COMPANY AND SUBSIDIARIES Reconciliation of Non GAAP Measures (in thousands) (unaudited) |
EBITDA is used by management to measure operating performance. We define EBITDA as net income or loss plus interest expense (net), income tax expense (benefit) and depreciation, depletion and amortization (EBITDA), to better measure our operating performance. We regularly use EBITDA to evaluate our performance as compared to other companies in our industry that have different financing and capital structures and/or tax rates. In addition, we use EBITDA in evaluating acquisition targets.
Adjusted EBITDA is defined as EBITDA as further adjusted for certain cash and non-cash charges as specified in our revolving credit facility and is used in several of the covenants in that facility. We believe that Adjusted EBITDA presents a useful measure of our ability to service and incur debt on an ongoing basis.
EBITDA and Adjusted EBITDA are not recognized terms under GAAP and are not an alternative to net income, operating income or any other performance measures derived in accordance with GAAP or an alternative to cash flow from operating activities as a measure of operating liquidity. Because not all companies use identical calculations, this presentation of EBITDA and Adjusted EBITDA, may not be comparable to other similarly titled measures of other companies. Additionally, EBITDA and Adjusted EBITDA are not intended to be a measure of free cash flow for management’s discretionary use, as they do not reflect certain cash requirements such as tax payments, interest payments and other contractual obligations.
|
Three Months Ended | Six Months Ended | |||||||||||||
June 30 | June 30 | June 30 | June 30 | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Net income (loss) | $ | 52,629 | (25,763) | 10,513 | (41,422) | |||||||||
Income tax expense | 1,041 | 31 | 974 | 50 | ||||||||||
Interest expense | 12,372 | 13,527 | 24,882 | 26,912 | ||||||||||
Interest income | (107) | (171) | (285) | (385) | ||||||||||
Depreciation, depletion, and amortization | 29,668 | 32,514 | 58,205 | 62,634 | ||||||||||
EBITDA (before adjustments) | $ | 95,603 | 20,138 | 94,289 | 47,789 | |||||||||
Other adjustments specified | ||||||||||||||
in our current debt agreement | ||||||||||||||
Gain on debt transactions | (101,210) | – | (101,210) | – | ||||||||||
Other | 1,883 | 2,207 | 3,778 | 4,293 | ||||||||||
Adjusted EBITDA | $ | (3,724) | 22,345 | (3,143) | 52,082 | |||||||||
CONTACT: | James River Coal Company |
Elizabeth M. Cook | |
Director of Investor Relations | |
(804) 780-3000 |
(GALE) Reports Second Quarter 2013 Financial Results
- Galena to generate sales revenue in 2013 with significant progress towards Abstral® commercial launch in the fourth quarter.
- NeuVax™ (nelipepimut-S) Phase 3 PRESENT (Prevention of Recurrence in Early-Stage, Node-Positive Breast Cancer with Low to Intermediate HER2 Expression with NeuVax Treatment) study enrolling patients in 11 countries and over 130 sites worldwide.
- Net operating loss for the quarter ended June 30, 2013 was $7.9 million.
LAKE OSWEGO, Oregon, Aug. 8, 2013 (GLOBE NEWSWIRE) — Galena Biopharma (Nasdaq:GALE), a biopharmaceutical company commercializing and developing innovative, targeted oncology treatments that address major unmet medical needs to advance cancer care, today reported its financial results for the three months and six months ended June 30, 2013 and provided a business update.
“We have made rapid progress towards successfully commercializing Abstral®,” said Mark J. Ahn, Ph.D., President and Chief Executive Officer. “While the NeuVax™ PRESENT trial continues its enrollment and our other development programs advance, Galena has now evolved into a fully integrated biopharmaceutical company. Building our capabilities allows us to seize opportunities to better serve patients and increase shareholder value.”
2Q 2013 Highlights
- Significant progress towards U.S. commercialization of Abstral® (fentanyl) Sublingual Tablets. Abstral is an important treatment option for inadequately controlled breakthrough cancer pain (BTcP) in patients who are already receiving, and who are tolerant to, opioid therapy for their persistent baseline cancer pain. The innovative Abstral formulation delivers the analgesic power of micronized fentanyl in a sublingual tablet, which dissolves under the tongue in seconds, provides rapid relief in minutes, and lasts the entire duration of the breakthrough pain episode. Key milestones towards Abstral commercialization have included:
- Scaled up commercial operations with field leadership, field sales and account management teams in preparation for the official fourth quarter Abstral launch.
- Abstral now available commercially nationwide. Galena has secured stocking and distribution partnerships with major wholesalers and specialty distributors, and Abstral is available to patients and health care professionals at pharmacies nationwide. Established broad and easy access to patient assistance programs to ensure efficient and timely patient access to Abstral treatment.
- Data presentation at the American Pain Society 32nd Annual Scientific Meeting outlined Abstral’s sublingual Transmucosal Immediate-Release Fentanyl (TIRF) Risk Evaluation and Mitigation Strategy (REMS) program that served as a model for the current shared TIRF REMS program utilized by all products in the class. The TIRF REMS program is intended to minimize the risk of misuse, abuse, addiction and overdose. The U.S. Food and Drug Administration (FDA) has standardized key components of the REMS program to facilitate the adoption of a single shared system.
- NeuVax™ (nelipepimut-S) presentation at the American Society of Clinical Oncology (ASCO) 2013 Annual Meeting showed durable response rates from the previously completed Phase 1/2 trial. NeuVax works by stimulating the body’s own immune system via cytotoxic T lymphocytes (CTLs) to seek out and destroy micrometastatic cancer cells that may be circulating in a patient’s body after their cancer treatment. The data demonstrated a correlation between the NeuVax-specific CTLs stimulated by the vaccine and a reduction in breast cancer recurrence in the women treated, further confirming the NeuVax mechanism of action.
- Our lead product, NeuVax, is enrolling patients in two key trials.
- NeuVax is the first adjuvant breast cancer vaccine to enter pivotal Phase 3 clinical trials. Galena is currently enrolling its randomized, multi-national Phase 3 trial entitled PRESENT (Prevention of Recurrence in Early-Stage, Node-Positive Breast Cancer with Low to Intermediate HER2 Expression with NeuVax™ Treatment). The study is being conducted under a Special Protocol Assessment (SPA) granted by the FDA, and is currently enrolling in over 130 clinical sites worldwide.
- A randomized, multicenter investigator-sponsored, 300 patient Phase 2b clinical trial is enrolling patients to study NeuVax in combination with Herceptin® (trastuzumab; Genentech/Roche).
- We strengthened the management team and expanded the Board of Directors with experts in oncology commercialization.
- Christopher S. Lento joined Galena as its Vice President of Sales and Commercial Operations to launch Abstral. Mr. Lento has 20 years of experience in senior level positions managing the sales, business development and operations at major healthcare companies including Genentech BioOncology, Altos Solutions, Abraxis Bioscience (acquired by Celgene Corporation), and US Oncology Network.
- William L. Ashton joined the Company’s Board of Directors in May 2013. Mr. Ashton is a senior executive with more than twenty-eight years of experience in biotechnology and pharmaceutical leadership and management. Most recently, at Amgen, Inc., he served as Vice President of Corporate and Government Affairs and Vice President of Sales, and was directly responsible for product launches, as well as interaction with key government agencies including the Centers for Medicare and Medicaid Services. After retiring from Amgen, Mr. Ashton joined the University of the Sciences in Philadelphia where he currently serves as Associate Provost and Senior Vice President of Strategic Business Development, Founding Dean, Mayes College of Healthcare Business and Policy, and Assistant Professor of Pharmaceutical Business.
Second Quarter 2013 Financial Highlights
Operating loss for the three months ended June 30, 2013 was $7.9 million, including $0.5 million in stock-based compensation charges, compared with an operating loss of $5.7 million for the three months ended June 30, 2012, which includes $0.2 million in stock-based compensation charges. For the six months ended June 30, 2013, operating loss from continuing operations was $14.6 million compared with $10.1 million for the six months ended June 30, 2012.
Galena Biopharma also incurs income or expense due to non-cash charges related to changes in the fair value estimates of the Company’s warrant liabilities and contingent purchase price liability, as well as the realized gain from the sale of marketable securities, which is included in other income and expense. The non-cash charges related to the changes in values of our warrant and contingent purchase price liabilities for the three months ended June 30, 2013 were $0.5 million versus income of $5.9 million for the three months ended June 30, 2012. These charges for the six months ended June 30, 2013 were $5.9 million versus $13.2 million for the six months ended June 30, 2012. Other income from the realized gain on the sale of marketable securities was $0.6 million for the three months ended June 30, 2013.
Net loss (including both continued operations and discontinued operations) for the three months ended June 30, 2013 was $9.6 million, or $0.11 per basic and diluted share, versus a net loss of $0.2 million, or $0.00 per basic share and $0.03 per diluted share, for the three months ended June 30, 2012. Net loss (including both continued operations and discontinued operations) for the six months ended June 30, 2013 was $18.9 million, or $0.23 per basic and diluted share, versus a net loss of $25.0 million, or $0.44 per basic and diluted share, for the six months ended June 30, 2012.
As of June 30, 2013, Galena had cash, cash equivalents and marketable securities of $26.8 million, compared with $35.6 million as of December 31, 2012. Our marketable securities consisted of approximately 30.5 million (1.0 million post reverse-stock split) shares of common stock in RXi Pharmaceuticals (OTCQX:RXII) with a market value of approximately $5.8 million as of June 30, 2013 and 33.5 million (1.1 million post reverse-stock split) shares of common stock of RXi with a market value of approximately $2.7 million as of December 31, 2012. On July 19, 2013, RXi effected a 1-for-30 reverse stock split of its outstanding shares of common stock (OTCQX:RXIID). On May 8, Galena completed a debt financing of $15 million to fund the purchase and launch of Abstral, of which $10 million was drawn immediately and $5 million remains available.
About NeuVax™ (nelipepimut-S)
NeuVax™ (nelipepimut-S) is the immunodominant nonapeptide derived from the extracellular domain of the HER2 protein, a well-established target for therapeutic intervention in breast carcinoma. The nelipepimut sequence stimulates specific CD8+ cytotoxic T lymphocytes (CTLs) following binding to HLA-A2/A3 molecules on antigen presenting cells (APC). These activated specific CTLs recognize, neutralize and destroy, through cell lysis, HER2 expressing cancer cells, including occult cancer cells and micrometastatic foci. The nelipepimut immune response can also generate CTLs to other immunogenic peptides through inter- and intra-antigenic epitope spreading. Based on a successful Phase 2 trial, which achieved its primary endpoint of disease-free survival (DFS), the Food and Drug Administration (FDA) granted NeuVax a Special Protocol Assessment (SPA) for its Phase 3 PRESENT (Prevention of Recurrence in Early-Stage, Node-Positive Breast Cancer with Low to Intermediate HER2 Expression with NeuVax Treatment) study. The PRESENT trial is ongoing and additional information on the study can be found at www.neuvax.com. A randomized, multicenter investigator sponsored, 300 patient Phase 2b clinical trial is also enrolling patients to study NeuVax in combination with Herceptin® (trastuzumab; Genentech/Roche).
According to the National Cancer Institute, over 230,000 women in the U.S. are diagnosed with breast cancer annually. Of these women, only about 25% are HER2 positive (IHC 3+). NeuVax targets the approximately 50%-60% of these women who are HER2 low to intermediate (IHC 1+/2+ or FISH < 2.0) and achieve remission with current standard of care, but have no available HER2-targeted adjuvant treatment options to maintain their disease-free status.
About Abstral® (fentanyl) Sublingual Tablets
Abstral® (fentanyl) Sublingual Tablets are an important treatment option for inadequately controlled breakthrough cancer pain (BTcP) which impact 40%-80% of cancer patients. Abstral is approved by the FDA, and is a sublingual (under the tongue) fentanyl tablet indicated for the management of breakthrough pain in patients with cancer, 18 years of age and older, who are already receiving, and who are tolerant to, opioid therapy for their persistent baseline cancer pain. The innovative Abstral formulation delivers the analgesic power and increased bioavailability of micronized fentanyl in a more convenient sublingual tablet which rapidly dissolves under the tongue in seconds, provides rapid relief of breakthrough pain in minutes, and matches the duration of the entire pain episode. Abstral is available through the transmucosal immediate-release fentanyl (TIRF) Risk Evaluation and Mitigation Strategy (REMS) program. For additional important safety information, see the full Prescribing Information for Abstral available at www.abstral.com.
About Galena Biopharma
Galena Biopharma, Inc. (Nasdaq:GALE) is a Portland, Oregon-based biopharmaceutical company commercializing and developing innovative, targeted oncology treatments that address major unmet medical needs to advance cancer care. For more information please visit us at www.galenabiopharma.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about the progress of the commercialization of Abstral and development of Galena’s product candidates, including patient enrollment in our clinical trials, as well as statements about our expectations, plans and prospects. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those identified under “Risk Factors” in Galena’s Annual Report on Form 10-K for the year ended December 31, 2012 and Quarterly Report on Form 10-Q for the quarter ended June 30, 2013 filed with the SEC. Actual results may differ materially from those contemplated by these forward-looking statements. Galena does not undertake to update any of these forward-looking statements to reflect a change in its views or events or circumstances that occur after the date of this press release.
Galena Biopharma, Inc. | ||||
(A Development Stage Company) | ||||
CONDENSED CONSOLIDATED STATEMENTS OF EXPENSES (Unaudited) | ||||
(Amounts in thousands, except share and per share data) | ||||
Three Months Ended June 30, 2013 |
Three Months Ended June 30, 2012 |
Six Months Ended June 30, 2013 |
Six Months Ended June 30, 2012 |
|
Expenses: | ||||
Research and development expense | $ 5,276 | $ 3,720 | $ 10,357 | $ 6,384 |
General and administrative expense | 2,710 | 1,963 | 4,240 | 3,709 |
Operating loss | 7,986 | 5,683 | 14,597 | 10,093 |
Other income (expense), net | (70) | 5,910 | (5,514) | (13,220) |
Pretax loss from continuing operations | (8,056) | 227 | (20,111) | (23,313) |
Income tax expense (benefit) | 1,541 | — | (1,221) | — |
Net loss from continuing operations | (9,597) | 227 | (18,890) | (23,313) |
Discontinued operations | — | (423) | — | (1,644) |
Net loss | $ (9,597) | $ (196) | $ (18,890) | $ (24,957) |
Earnings per share – basic | ||||
Income (loss) from continuing operations | $ (0.11) | $ — | $ (0.23) | $ (0.41) |
Loss from discontinued operations | $ — | $ (0.01) | $ — | $ (0.03) |
Net loss | $ (0.11) | $ — | $ (0.23) | $ (0.44) |
Earnings per share – diluted | ||||
Income (loss) from continuing operations | $ (0.11) | $ (0.03) | $ (0.23) | $ (0.41) |
Loss from discontinued operations | $ — | $ (0.01) | $ — | $ (0.03) |
Net loss | $ (0.11) | $ (0.03) | $ (0.23) | $ (0.44) |
Weighted average common shares outstanding – basic | 83,656,184 | 65,112,147 | 83,331,059 | 56,554,160 |
Weighted average common shares outstanding – diluted | 83,656,184 | 67,177,572 | 83,331,059 | 56,554,160 |
Galena Biopharma, Inc. | ||
(A Development Stage Company) | ||
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
(Amounts in thousands) | ||
June 30, 2013 | ||
(Unaudited) | December 31, 2012 | |
ASSETS | ||
Current assets: | ||
Cash and cash equivalents | $ 20,919 | $ 32,807 |
Restricted cash | 102 | 101 |
Marketable securities | 5,786 | 2,678 |
Inventory | 352 | — |
Prepaid expenses and other current assets | 389 | 535 |
Total current assets | 27,548 | 36,121 |
Equipment and furnishings, net | 467 | 29 |
In-process research and development | 12,864 | 12,864 |
Abstral rights | 15,083 | — |
Goodwill | 5,898 | 5,898 |
Deposits | 142 | 74 |
Total assets | $ 62,002 | $ 54,986 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Current liabilities: | ||
Accounts payable | $ 2,092 | $ 1,976 |
Accrued expense and other current liabilities | 8,444 | 2,038 |
Current maturities of capital lease obligations | 6 | 6 |
Fair value of warrants potentially settleable in cash | 14,909 | 10,964 |
Current contingent purchase price consideration | — | 935 |
Current portion of long-term debt | 301 | — |
Total current liabilities | 25,752 | 15,919 |
Capital lease obligations, net of current maturities | 34 | 51 |
Deferred tax liability, non-current | 5,053 | 5,053 |
Contingent purchase price consideration, net of current portion | 6,529 | 6,207 |
Long-term debt, net of current portion | 9,403 | — |
Total liabilities | 46,771 | 27,230 |
Stockholders’ equity | 15,231 | 27,756 |
Total liabilities and stockholders’ equity | $ 62,002 | $ 54,986 |
CONTACT: Remy Bernarda Senior Director, Communications +1 (503) 400-6995 rbernarda@galenabiopharma.com
(RENT) TV Ratings Agreement Signed with Monroe Marketing
—Savannah, Ga. Agency Subscribes to Rentrak’s TV Ratings Currency to Make More Informed Buying Decisions—
PORTLAND, Ore., Aug. 8, 2013 /PRNewswire/ — Rentrak (NASDAQ: RENT), the leader in multiscreen media measurement serving the advertising, television and movie industries, today announced a multi-year StationView Essentials contract with Monroe Marketing, Inc., the first Savannah-based advertising agency to sign a Rentrak agreement.
Monroe Marketing’s media planners will use Rentrak’s local TV ratings currency with television clients to help better plan and execute its television advertising campaigns.
“Monroe Marketing is delighted to mark our 25th anniversary in the Savannah-Hilton Head area by providing our clients with the best possible television audience information in our new partnership with Rentrak. It is yet another indication of our commitment to our clients’ success,” said Monroe Marketing President Rick Monroe. “Rentrak ratings provide insights into the television viewing habits of our area by electronically measuring over 11 thousand homes in the Savannah market, providing a dramatically more accurate view of how TV audiences actually behave. We’re looking forward to using Rentrak’s year-round measurement to inform our buying decisions.”
Rentrak’s television ratings service is the only fully-integrated system of detailed satellite, telco and cable TV viewing information from more than 25 million TVs nationwide including granular information from TV stations in all 210 local markets.
About Monroe Marketing, Inc.
Monroe Marketing is a full service advertising firm offering expertise in a diverse range of services which cover the full spectrum of marketing requirements to compete in today’s business environment. More information can be found at www.monroemarketinginc.com.
About Rentrak
Rentrak (NASDAQ: RENT) is the entertainment and marketing industries’ premier provider of worldwide consumer viewership information, precisely measuring actual viewing behavior of movies and TV everywhere. Using our proprietary intelligence and technology, combined with Advanced Demographics, only Rentrak is the census currency for VOD and movies. Rentrak provides the stable and robust audience measurement services that movie, television and advertising professionals across the globe have come to rely on to better deliver their business goals and more precisely target advertising across numerous platforms including box office, multiscreen television and home video. For more information on Rentrak, please visit www.rentrak.com.
RENTM
Contact for Rentrak:
Antoine Ibrahim
Office: 646-722-1561
E-mail: aibrahim@rentrak.com
(KOOL) Launch of Bone Marrow Transplant Program
First Successful ABO-Incompatible Transplant Using ThermoGenesis’ Breakthrough AXP(R) Platform
RANCHO CORDOVA, Calif. and LOS ANGELES and NEW DELHI, India, Aug. 8, 2013 (GLOBE NEWSWIRE) — TotipotentRX Corporation (“TotiRX”), Fortis Memorial Research Institute (“Fortis”) and ThermoGenesis Corp. (Nasdaq:KOOL) today announced the successful launch of their pediatric bone marrow transplant program at the Fortis-TotiRX Centre for Cellular Medicine in New Delhi, India. This week, the new program achieved its first 100-day survival milestone following an allogeneic bone marrow engraftment in a pediatric patient with aplastic anemia using a donor with ABO-incompatible bone marrow having a major blood group mismatch (Patient B+ve, Donor A+ve). The successful transplant was performed using the AXP® AutoXpress® Platform (“AXP”), and bone marrow software, a FDA and Drug Controller General of India (“DCGI”) approved cell processing platform from ThermoGenesis Corp.
“We are pleased to have achieved this important milestone for our allogeneic bone marrow transplant program,” said Dr. Venkatesh Ponemone, Director of Research and Clinical Affairs at TotiRX’s Centre for Cellular Medicine operating as Fortis-TotipotentRX. “The AXP Platform, combined with the bone marrow MXP® MarrowXpress® (“MXP”) protocol, was an integral part of our success with this very challenging inaugural pediatric transplant. In the past, we would have been required to use separation methodologies that reduced the donor red blood cells while unavoidably leading to a significant loss of the stem cells as well. The loss of the precious stem cells increases the risk of engraftment failure in the patient. The adoption of the AXP Platform is another step to improving our probability of a positive clinical outcome in these difficult cases. We will continue to set the processing standard for isolating and concentrating stem cells from bone marrow aspirate and ensuring that all cells transplanted from our lab are delivered with the highest stringency on quality and potency,” he continued.
“The successful engraftment in this 10-year old patient demonstrates the quality of our bone marrow transplant program,” said Dr. Satya Prakash Yadav, Chief of Pediatric Hematology and Oncology at Fortis Memorial Research Institute where the transplant was completed. “Our clinical expertise, TotiRX’s clinical scientists and ThermoGenesis’ advanced technology, combined with Fortis’ best-in-class facilities make this lifesaving therapy possible. We are proud to lead a world-class team with the expertise to provide cutting edge cellular therapies to children suffering from advanced hematological diseases,” he continued.
ThermoGenesis’ advanced AXP bone marrow technology platform is optimally designed for red blood cell depletion and volume reduction having demonstrated significant recovery of blood stem cells, resulting in no adverse transfusion events and successful engraftment of the donor stem cells into the recipient patient. Most current marrow separation methods are very cumbersome and involve several steps that may result in significant loss of viable stem cells. To date, the AXP Platform has been used in more than 10,000 pediatric and adult treatments globally, and is an automated, functionally closed, sterile system that produces a stem cell concentrate in less than 20 minutes. The AXP product is approved for use by the U.S. FDA, DCGI, China’s SFDA and other international regulatory bodies and carries a CE Certification.
“TotiRX is building a bridge from the cellular therapy bench to the patient’s bedside. Our goal is to continue to provide cutting-edge clinical support services specifically catering to biological and cellular therapies in India,” said Kenneth L. Harris, Chairman and Chief Executive Officer of TotiRX. “Our one-of-a-kind, in-hospital clinical research and cell production facility inside Fortis’ flagship research hospital can produce rapid, personalized (tailored) patient treatments using this ISO, cGMP, and Federally-registered clinical facility. TotiRX, with Fortis Healthcare and ThermoGenesis, look forward to providing unmatched world-class capability and services to our clients,” he continued.
More About Aplastic Anemia and ABO-Incompatibility
Aplastic anemia is a blood disorder in which the body’s bone marrow fails to produce enough new blood cells. Bone marrow transplantation is the only effective treatment for patients with severe aplastic anemia. However, 30–40% of transplant candidates are unable to find a compatible donor. Incompatibilities between recipient and donor blood cells, known as ABO-incompatibility, carry the risk of post-transplant hemolysis (the rupturing of the red blood cell membrane resulting in the release of hemoglobin and other blood cell components into the surrounding fluid), and other possibly fatal transplant complications. Reducing the number of ABO-incompatible red blood cells in the donor marrow has been shown to greatly reduce these effects and increase the likelihood of success in ABO-incompatible bone marrow transplants.
About Fortis-TotipotentRX Centre for Cellular Medicine
The Fortis-TotipotentRX Centre for Cellular Medicine features a multi-million dollar cellular diagnostics laboratory and state-of-the-art, International Standards Organization (“ISO”) Class 7 cell therapy manufacturing suites with a significant cryopreservation infrastructure. The Centre has implemented ThermoGenesis’ advanced AXP bone marrow technology platform, along with other advanced cell-based technologies ensuring every patient receives the highest quality stem cell transplants. The facility has the capacity to perform over 1,000 bone marrow and cord blood transplants per year, a figure the companies hope to increase through expansion in Asia, Europe and North America.
About Fortis Healthcare Limited
Fortis Healthcare Limited. (NSE:FORTIS) is a leading, pan Asia-Pacific, integrated healthcare delivery provider. The company operates its healthcare delivery network in Australia, Canada, Dubai, Hong Kong, India, Mauritius, New Zealand, Singapore, Sri Lanka, Nepal and Vietnam with 76 hospitals, over 12,000 beds, over 600 primary care centers, 191 day care specialty centres, over 230 diagnostic centers and a talent pool of over 23,000 people. For more information please visit www.FortisHealthcare.com.
About TotipotentRx Corporation
TotipotentRX Corporation, a U.S. based cellular therapy research and therapeutics organization offers the most advanced regenerative medicine programs in the Asian sub-continent. They began their operations in India in 2008, and since inception have continued to build world-class clinical research and GMP infrastructure with their clinical partner Fortis Healthcare. For more information please visit www.TotipotentRX.com.
About ThermoGenesis Corp.
ThermoGenesis Corp. (Nasdaq:KOOL) is a U.S. based leader in developing and manufacturing automated blood processing systems and disposable products that enable the separation, preservation and delivery of cell and tissue therapy products. For more information please visit www.thermogenesis.com.
TotiRX and ThermoGenesis recently announced their entry into a merger agreement which will operate under the name Cesca Therapeutics. The merger is subject to TotiRX and ThermoGenesis stockholder approval.
Forward Looking Statement
This press release contains forward-looking statements. Such forward-looking statements include but are not limited to that TotiRX and ThermoGenesis will provide unmatched world-class capability and service to their clients and that the proposed merger will be completed. These statements involve risks and uncertainties that could cause actual outcomes to differ materially from those contemplated by the forward-looking statements. A more complete description of risks that could cause actual events to differ from the outcomes predicted by ThermoGenesis forward-looking statements is set forth under the caption “Risk Factors” in its annual report on Form 10-K and other reports we file with the Securities and Exchange Commission from time to time, and you should consider each of those factors when evaluating the forward-looking statements.
Non-Solicitation
This press release and the information contained herein shall not constitute an offer to sell, buy or exchange or the solicitation of an offer to sell, buy or exchange any securities, nor shall there be any sale, purchase or exchange of securities in any jurisdiction in which such offer, solicitation, sale, purchase or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Additional Information
In connection with the merger, ThermoGenesis intends to file a registration statement (including a prospectus) on Form S-4 with the Securities and Exchange Commission. Holders of TotipotentRx Corporation Common Stock are urged to read the proxy statement/prospectus and any other relevant documents when filed because they contain important information about ThermoGenesis and the merger. A proxy statement will be sent to holders of our Common Stock and a proxy statement/prospectus will be sent to holders of TotipotentRx Corporation common stock. When filed, the proxy statement/prospectus and other documents relating to the proposed merger can be obtained free of charge from the SEC’s website at www.sec.gov. These documents can also be obtained free of charge from ThermoGenesis upon written request to ThermoGenesis Corporation, Investor Relations, 2711 Citrus Road Rancho Cordova, CA 95742.
CONTACT: Dr. Dalip Sethi Clinical Research Office TotipotentRX Corporation dalip.sethi@totipotentrx.com ThermoGenesis Corp. Investor Relations +1-916-858-5107, or ir@thermogenesis.com http://www.thermogenesis.com
(FSYS) Reports Second Quarter 2013 Results
Second Quarter Revenue of $111.1 Million
Operating Income of $4.8 Million; Affirms Outlook
NEW YORK, Aug. 8, 2013 (GLOBE NEWSWIRE) — Fuel Systems Solutions, Inc. (Nasdaq:FSYS) reported results for its second quarter ended and six months ended June 30, 2013.
Mariano Costamagna, Fuel Systems’ CEO, said, “Second quarter results reflected normal seasonal trends as we focused on executional efficiency and competing effectively in difficult markets. Greater DOEM revenues in our Automotive segment than last year, primarily due to an increasingly meaningful contribution from US Automotive, offset lower aftermarket kits sales, which continue to be pressured by a difficult economy and increasing competition, particularly in Europe. Our Industrial mobile and stationery engine business was solid and drove this segment’s growth in the quarter, despite softer results from the heavy duty market in Asia. Although our gross profit margin was impacted by these factors, our operating margin in the quarter benefitted by the consolidation of our automotive operational processes, which is streamlining our operating expenses and manufacturing efforts. Overall, Fuel Systems is tracking toward its full year 2013 objectives. For the second half of 2013, we will remain focused on maximizing profitability while continuing to strategically invest in our brands, our technology, our product offerings, and broadening our customer relationships.”
Second Quarter 2013 Financial Results
Revenue for the second quarter of 2013 was $111.1 million compared to $109.0 million in the second quarter of 2012. The impact of foreign exchange on second quarter revenue was a negative $1.2 million; excluding the effect of foreign exchange, second quarter revenue increased 3.0% compared to the prior year.
Gross profit for the second quarter of 2013 was $25.8 million, or 23.2% of revenue, compared to $29.1 million, or 26.7% of revenue in the second quarter of 2012, primarily reflecting the combination of the decreased aftermarket contributions and lower margin in the US DOEM market partially offset by a positive impact from the industrial markets. Operating income for the second quarter of 2013 totaled $4.8 million, or 4.3% of revenue, compared to operating income of $6.2 million, or 5.7% of revenue in the second quarter of 2012, reflecting the lower margin of the current business mix partially offset by lower operating expenses.
EBITDA for the second quarter of 2013 was $7.3 million, or 6.6% of revenue, compared to $10.7 million, or 9.8% of revenue in the second quarter of 2012, primarily reflecting the abovementioned revenue and cost variances. EBITDA is a non-GAAP measure. See “Non-GAAP Measures” below for a discussion of this metric.
The tax rate for the second quarter of 2013 was 34.5% compared to (8.3) % in the prior year quarter, in which a tax benefit of approximately $5.0 million, or $0.25 per share was recognized. The Company expects its effective tax rate for 2013 to be approximately 40% resulting from the current mix of business by tax jurisdiction.
Net income for the second quarter of 2013 was $2.6 million, or $0.13 per diluted share, compared to net income of $7.1 million, or $0.36 per diluted share, in the second quarter of 2012. Excluding the abovementioned second quarter 2012 $0.25 per diluted share tax benefit, net income was $0.11 per diluted share in the prior year quarter.
FSS Automotive Operations
FSS Automotive second quarter 2013 revenue was $78.0 million, compared to $78.3 million from the same quarter a year ago. The impact of foreign exchange on FSS Automotive was a negative $0.6 million; in constant currency, second quarter FSS Automotive revenue was unchanged from the prior year reflecting the increased DOEM and compressor revenues that were offset by the declining aftermarket activity. FSS Automotive second quarter 2013 operating income was $2.8 million compared to operating income of $5.2 million in the same period a year ago. FSS Automotive second quarter 2013 EBITDA was $5.2 million, compared to $8.8 million in the same period a year ago.
FSS Industrial Operations
FSS Industrial second quarter 2013 revenue was $33.1 million compared to $30.7 million from the same quarter a year ago. The impact of foreign exchange on FSS Industrial was a negative $0.6 million; in constant currency, second quarter FSS Industrial revenue increased 10.0% from the prior year, reflecting overall growth in the North American markets for mobile and stationary engines slightly offset by a decline in the heavy duty Asian market. FSS Industrial second quarter 2013 operating income was $3.7 million compared to operating income of $2.3 million in the same period a year ago. FSS Industrial second quarter 2013 EBITDA was $3.7 million, compared to $3.0 million in the same period a year ago, which reflects incremental margin on the increased revenue discussed above.
Six Months Ended June 30, 2013 Financial Results
Total revenue for the first half of 2013 was $209.7 million compared to $206.3 million for the first half of 2012. Net income for the first half of 2013 was $1.9 million, or $0.09 per diluted share, compared to $5.9 million, or $0.30 per diluted share, for the first half of 2012. EBITDA for the first half of 2013 was $11.7 million compared to $16.1 million for the first half of 2012.
Total FSS Automotive revenue for the first six months of 2013 was $144.6 million compared to $141.9 million for the same period a year ago. Automotive operating income was $3.1 million for the first half of 2013 compared to $3.8 million for the first half of 2012. FSS Automotive EBITDA for the first half of 2013 was $8.5 million compared to $10.9 million for the first half of 2012.
Total FSS Industrial revenue for the first six months of 2013 was $65.1 million compared to $64.4 million for the same period a year ago. Industrial operating income was $6.1 million for the first half of 2013 compared to $6.9 million for the first half of 2012. FSS Industrial EBITDA for the first half of 2013 was $6.4 million compared to $8.6 million for the first half of 2012.
Company Outlook
The Company is reaffirming its previous outlook and continues to expect full year 2013 revenue to be between $400 million and $420 million, 2013 gross margin of 21% to 23%, and 2013 operating margin of 2% to 4%. This outlook is based upon the following expectations:
- Automotive operations – growth in DOEM programs, particularly in the US, combined with contributions from Asia and Latin American automotive markets; partially offset by a slower transportation aftermarket given increasingly aggressive competition and the difficult economies in developing countries and Europe.
- Industrial operations – growth in APU market, aided by the launch of new battery products; slight growth in stationery equipment and mobile industrial markets overall with a mix of stable and weaker geographies.
- A comparable margin performance in 2013 relative to 2012 as the Company focuses on achieving greater operational efficiencies given some margin compression expected from an increasingly competitive environment; continued selected investments in key leading edge technologies.
Non-GAAP Measures
To provide investors and others with additional information regarding Fuel Systems’ results, in addition to the results presented in accordance with generally accepted accounting principles, or GAAP, in this press release, Fuel Systems presents EBITDA, which is a non-GAAP measure. A reconciliation of this non-GAAP measure to the closest GAAP financial measure is presented in the financial tables below under the heading “Non-GAAP FINANCIAL MEASURE RECONCILIATION.” EBITDA is determined by adding the following items to Net Income, the closest GAAP financial measure: Depreciation & Amortization; Interest income, net; and Benefit (Provision) for Income Taxes. Fuel Systems’ management believes this non-GAAP financial measure offers additional insight into the Company’s ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in the business, as it excludes certain non-cash items. This non-GAAP financial measure also can provide useful information to investors and others in understanding and evaluating Fuel Systems’ operating results and future prospects when comparing financial results across accounting periods and to those of peer companies. Fuel Systems may not define this non-GAAP financial measure in a manner similar to other companies.
Conference Call
The Company will host a conference call today, August 8th at 11:00 a.m. Eastern Time / 8:00 a.m. Pacific Time to discuss its second quarter 2013 financial results and other matters. To listen to the call live, please dial 877-356-8063 at least 10 minutes before the start of the conference. International participants may dial 706-679-2544. The conference ID will be 18004915. The call will be webcast and can be accessed from the “Investor Relations” section of the Company’s website at http://www.fuelsystemssolutions.com/. A telephone replay will be available until midnight Eastern Time on August 13th by dialing 855-859-2056 or 404-537-3406 and entering pass code 18004915. A replay will also be available at the web address above for 90 days.
Forward-Looking Statements
This press release contains certain forward-looking statements that involve risks and uncertainties, including, without limitation, expressed or implied statements concerning the Company’s outlook for 2013, as well as its position in the market place, the success of its products and its effective tax rate for the year. Such statements represent only our opinions and predictions. The Company’s actual results may differ materially. Factors that may cause the Company’s results to differ include, but are not limited to a further slowing of economic activity, our ability to reduce our cost structure and expenses as anticipated; the unpredictable nature of the developing alternative fuel US automotive market; customer dissatisfaction with the Company’s products or services; the inability of the Company to deliver its products on schedule; the availability of gaseous fueling infrastructure in our markets globally; the price differential between alternative gaseous fuels and gasoline; unanticipated economic uncertainties caused by political instability in certain of the local markets we do business in; the growth of non-gaseous alternative fuel products and other new technologies; currency rate fluctuations and devaluations; our ability to promptly realign costs with current market conditions; unanticipated litigations; differences in the tax policies of each country from which the Company derives income that would impact our effective tax rate; potential changes in tax policies and government incentives and their effect on the economic benefits of our products to consumers; the continued weakness in financial and credit markets and the economy; and the repeal or implementation of government regulations relating to reducing vehicle emissions. Readers also should consider the risk factors set forth in the Company’s reports filed with the Securities and Exchange Commission, including, but not limited to, those contained in the “Risk Factors” section of the Company’s Annual Report on Form 10-K, for the year ended December 31, 2012. The Company does not undertake to update or revise any of its forward-looking statements.
About Fuel Systems Solutions
Fuel Systems Solutions (Nasdaq:FSYS) is a leading designer, manufacturer and supplier of proven, cost-effective alternative fuel components and systems for use in transportation and industrial applications. Fuel Systems’ components and systems control the pressure and flow of gaseous alternative fuels, such as propane and natural gas, used in internal combustion engines. These components and systems feature the Company’s advanced fuel system technologies, which improve efficiency, enhance power output and reduce emissions by electronically sensing and regulating the proper proportion of fuel and air required by the internal combustion engine. In addition to the components and systems, the Company provides engineering and systems integration services to address unique customer requirements for performance, durability and configuration. Additional information is available at www.fuelsystemssolutions.com.
Company Contact:
Pietro Bersani, Chief Financial Officer Fuel Systems Solutions, Inc.
(646) 502-7170
Investor Relations Contacts:
LHA
Carolyn M. Capaccio
ccapaccio@lhai.com
Cathy Mattison
cmattison@lhai.com (415) 433-3777
– Tables Follow –
FUEL SYSTEMS SOLUTIONS, INC. | ||
CONSOLIDATED BALANCE SHEETS | ||
(In Thousands, Except Share and Per Share Data) | ||
(Unaudited) | ||
June 30, 2013 |
December 31, 2012 |
|
ASSETS | ||
Current assets: | ||
Cash and cash equivalents | $ 70,963 | $ 75,675 |
Accounts receivable, less allowance for doubtful accounts of $4,028 and $4,349 at June 30, 2013 and December 31, 2012, respectively | 79,702 | 75,191 |
Inventories | 107,873 | 104,056 |
Deferred tax assets, net | 8,373 | 7,999 |
Other current assets | 17,229 | 14,815 |
Related party receivables | 3,899 | 5,205 |
Total current assets | 288,039 | 282,941 |
Equipment and leasehold improvements, net | 55,857 | 59,368 |
Goodwill, net | 47,858 | 49,218 |
Deferred tax assets, net | 4,585 | 5,008 |
Intangible assets, net | 13,163 | 15,186 |
Other assets | 1,248 | 861 |
Long-term investments | 12,681 | 7,236 |
Total Assets | $ 423,431 | $ 419,818 |
LIABILITIES AND EQUITY | ||
Current liabilities: | ||
Accounts payable | $ 52,484 | $ 42,483 |
Accrued expenses | 40,529 | 42,156 |
Income taxes payable | 4,065 | 2,804 |
Current portion of term loans and debt | 284 | 308 |
Deferred tax liabilities, net | 166 | 305 |
Related party payables | 3,978 | 4,100 |
Total current liabilities | 101,506 | 92,156 |
Term and other loans | 556 | 713 |
Other liabilities | 7,970 | 8,354 |
Deferred tax liabilities | 1,649 | 1,548 |
Total Liabilities | 111,681 | 102,771 |
Equity: | ||
Preferred stock, $0.001 par value, authorized 1,000,000 shares; none issued and outstanding at June 30, 2013 and December 31, 2012 | — | — |
Common stock, $0.001 par value, authorized 200,000,000 shares; 20,086,865 issued and 20,078,866 outstanding at June 30, 2013; and 20,061,887 issued and 20,039,020 outstanding at December 31, 2012 | 20 | 20 |
Additional paid-in capital | 319,924 | 319,667 |
Shares held in treasury, 7,999 shares at June 30, 2013 and December 31, 2012 | (294) | (305) |
Retained Earnings (Accumulated Deficit) | 1,580 | (275) |
Accumulated other comprehensive loss | (9,480) | (2,060) |
Total Equity | 311,750 | 317,047 |
Total Liabilities and Equity | $ 423,431 | $ 419,818 |
FUEL SYSTEMS SOLUTIONS, INC. | ||||
CONSOLIDATED STATEMENTS OF OPERATIONS | ||||
(In Thousands, Except Share and Per Share Data) | ||||
(Unaudited) | ||||
Three Months Ended June 30, |
Six Months Ended June 30, |
|||
2013 | 2012 | 2013 | 2012 | |
Revenue | $ 111,095 | $ 108,951 | $ 209,695 | $ 206,341 |
Cost of revenue | 85,276 | 79,844 | 162,258 | 154,672 |
Gross profit | 25,819 | 29,107 | 47,437 | 51,669 |
Operating expenses: | ||||
Research and development expense | 7,268 | 8,263 | 13,793 | 15,163 |
Selling, general and administrative expense | 13,730 | 14,614 | 27,686 | 29,234 |
Total operating expenses | 20,998 | 22,877 | 41,479 | 44,397 |
Operating income | 4,821 | 6,230 | 5,958 | 7,272 |
Other (expense) income, net | (909) | 357 | (1,244) | 150 |
Interest income, net | 27 | 11 | 43 | 91 |
Income from operations before income taxes and non-controlling interest | 3,939 | 6,598 | 4,757 | 7,513 |
Income tax (expense) benefit | (1,359) | 550 | (2,902) | (1,567) |
Net income attributable to Fuel Systems Solutions, Inc. | 2,580 | 7,148 | 1,855 | 5,946 |
Net income per share attributable to Fuel Systems Solutions, Inc.: | ||||
Basic | $ 0.13 | $ 0.36 | $ 0.09 | $ 0.30 |
Diluted | $ 0.13 | $ 0.36 | $ 0.09 | $ 0.30 |
Number of shares used in per share calculation: | ||||
Basic | 20,065,789 | 20,019,779 | 20,057,653 | 20,017,049 |
Diluted | 20,078,863 | 20,049,993 | 20,070,621 | 20,059,306 |
FUEL SYSTEMS SOLUTIONS, INC. | ||
CONSOLIDATED STATEMENTS OF CASH FLOWS | ||
(In Thousands) | ||
(Unaudited) | ||
Six Months Ended June 30, |
||
2013 | 2012 | |
Cash flows from operating activities: | ||
Net income | $ 1,855 | $ 5,946 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and other amortization | 5,443 | 5,142 |
Amortization of intangibles arising from acquisitions | 1,538 | 3,540 |
Provision for doubtful accounts | 78 | 372 |
Provision for related party loan receivable | — | 828 |
Write down of inventory | 1,325 | 1,202 |
Deferred income taxes | (441) | (5,825) |
Unrealized loss on foreign exchange transactions | 2,175 | 424 |
Compensation expense related to equity awards | 174 | 608 |
(Gain) Loss on disposal of equipment and other assets | (407) | 275 |
Reduction of contingent consideration | (406) | — |
Other | (247) | — |
Changes in assets and liabilities, net of acquisitions: | ||
Increase in accounts receivable | (6,452) | (14,551) |
Increase in inventories | (8,739) | (8,574) |
(Increase) decrease in other current assets | (2,960) | 3,621 |
(Increase) decrease in other assets | (603) | 212 |
Increase in accounts payable | 11,624 | 1,325 |
Increase (decrease) in income taxes payable | 1,395 | (667) |
Increase in accrued expenses | 47 | 6,604 |
Decrease in long-term liabilities | (267) | (376) |
Receivables from/payables to related party, net | 814 | 3,348 |
Net cash provided by operating activities | 5,946 | 3,454 |
Cash flows from investing activities: | ||
Purchase of equipment and leasehold improvements | (3,991) | (7,082) |
Purchase of investments | (12,626) | (18,277) |
Sale of investments | 6,753 | — |
Acquisition, net of cash acquired | — | (5,700) |
Amount in restricted cash for acquisition of non-controlling interest | — | 2,820 |
Other | 192 | 133 |
Net cash used in investing activities | (9,672) | (28,106) |
Cash flows from financing activities: | ||
Decrease in callable revolving lines of credit, net | — | (2,204) |
Payments on term loans and other loans | (142) | (1,837) |
Acquisition of non-controlling interest | — | (2,820) |
Other | 94 | 18 |
Net cash used in financing activities | (48) | (6,843) |
Net decrease in cash and cash equivalents | (3,774) | (31,495) |
Effect of exchange rate changes on cash | (938) | (1,379) |
Net decrease in cash and cash equivalents | (4,712) | (32,874) |
Cash and cash equivalents at beginning of period | 75,675 | 96,740 |
Cash and cash equivalents at end of period | $ 70,963 | $ 63,866 |
Supplemental disclosures of cash flow information: | ||
Non-cash investing and financing activities: | ||
Acquisition of equipment in accounts payable | $ 264 | $ 929 |
FUEL SYSTEMS SOLUTIONS, INC. | ||||
OPERATING SEGMENT INFORMATION | ||||
(In Thousands) | ||||
(Unaudited) | ||||
Three Months Ended June 30, |
Six Months Ended June 30, |
|||
Revenue: | 2013 | 2012 | 2013 | 2012 |
FSS Industrial | $ 33,133 | $ 30,667 | $ 65,079 | $ 64,397 |
FSS Automotive | 77,962 | 78,284 | 144,616 | 141,944 |
Total | $ 111,095 | $108,951 | $ 209,695 | $ 206,341 |
Three Months Ended June 30, |
Six Months Ended June 30, |
|||
Operating Income (Loss): | 2013 | 2012 | 2013 | 2012 |
FSS Industrial | $ 3,652 | $ 2,258 | $ 6,114 | $ 6,886 |
FSS Automotive | 2,792 | 5,167 | 3,054 | 3,801 |
Corporate Expenses (1) | (1,623) | (1,195) | (3,210) | (3,415) |
Total | $ 4,821 | $ 6,230 | $ 5,958 | $ 7,272 |
(1) Represents corporate expense not allocated to either of the business segments. |
FUEL SYSTEMS SOLUTIONS, INC. | ||||
NON-GAAP FINANCIAL MEASURE RECONCILIATION | ||||
(In thousands) (Unaudited) | ||||
Three Months Ended | Six Months Ended | |||
June 30, | June 30, | |||
Segment EBITDA: | 2013 | 2012 | 2013 | 2012 |
FSS Industrial | $3,746 | $3,037 | $6,409 | $8,564 |
FSS Automotive | 5,197 | 8,836 | 8,485 | 10,905 |
Corporate and Other | (1,631) | (1,147) | (3,199) | (3,365) |
Total EBITDA (Non-GAAP) | $7,312 | $10,726 | $11,695 | $16,104 |
Reconciliation: | ||||
Interest income, net | 27 | 11 | 43 | 91 |
(Provision) Benefit for Income taxes | (1,359) | 550 | (2,902) | (1,567) |
Depreciation & Amortization | (3,400) | (4,139) | (6,981) | (8,682) |
Net Income attributable to Fuel Systems Solutions, Inc | $2,580 | $7,148 | $1,855 | $5,946 |
(LTRX) Announces Global Availability of xPico(R) Wi-Fi(R)
Tiny M2M Wi-Fi Module Offers Simultaneous Access Point and Client Functionality Enabling Mobile Device Access to Machines
Lantronix Announces Global Availability of xPico(R) Wi-Fi(R)
Tiny M2M Wi-Fi Module Offers Simultaneous Access Point and Client Functionality Enabling Mobile Device Access to Machines
IRVINE, CA–(Marketwired – Aug 7, 2013) – Lantronix, Inc. (NASDAQ: LTRX), a leading global provider of smart M2M (machine-to-machine) connectivity solutions, today announced the global availability of the new xPico® Wi-Fi® module, a compact, embedded wireless device server designed for easy and fast machine-to-Wi-Fi connectivity.
“xPico Wi-Fi addresses a critical need in the M2M market, and further entrenches Lantronix as a leading connectivity and solutions provider,” said Ron Frederickson, vice president of product development for Ticker Communications, Inc. — a leading provider of broadcasting digital content for LED signs and other digital media. “Our development strategy requires smaller footprints, seamless integration, and easy deployment — along with the ability to support applications with more and more robust feature sets including Soft AP, Wi-Fi capabilities, and zero-host load, to name a few. xPico Wi-Fi fits the bill, and we look forward to leveraging it in our future designs.”
Tablet and Smartphone-enable Your Devices
Simultaneous access point and client functionality, a key differentiator for the xPico Wi-Fi module, allows the creation of its own secure Wi-Fi network for direct access as well as maintaining a Wi-Fi client connection to the existing Wi-Fi network. This allows machines to be directly accessed via smartphone or tablet.
“We have already found the new xPico Wi-Fi to be an easy-to-use, yet incredibly powerful chip alternative for our designs,” said Claudio Foscan, head of development for technology and engineering consulting firm ECOnovis Engineering AG. “Not only does the product significantly speed the time to market for our new designs, but the ability to access and manage device data from iPhones® and iPads®, as well as Android devices, puts us on the cutting edge.”
Quick Time to Market — No Host Software to Load and No Code to Write
With Lantronix’ Zero-Host Load architecture, there is no need to manage or load drivers on the system or write a single line of code. The xPico Wi-Fi has been optimized to bring easy and secure wireless functionality to a wide range of machine to machine applications from small battery powered devices to large industrial installations.
“We have been an xPico Wi-Fi beta customer for the past few months, and have found it to be much more than just a module — it provides a full-featured production quality software platform,” said Michael Springmann, head of development for A2000 Industrie-Elektronik, GmbH. “From the robust device management capabilities to its unified configuration interface to the network services offload engine, the xPico Wi-Fi will be a welcomed addition to our development team and product offering.
“We believe the xPico Wi-Fi offers the ideal combination of small size, power efficiency and functionality to the M2M marketplace,” said Kurt Busch, President and CEO of Lantronix. “With the secure access point functionality, instead of looking up cryptic codes, a technician or operator can now use a tablet as the primary interface to a machine, bringing increased productivity along with a rich user experience.”
xPico Wi-Fi device: Key Features and Benefits
With the xPico Wi-Fi embedded module, Lantronix brings its industry-leading machine-to-machine connectivity expertise into one of the world’s smallest and easiest to use machine-to-Wi-Fi device server. The xPico Wi-Fi device boasts a tiny footprint of 24mm x 16.5mm, and is pin and form factor compatible with other members of the Lantronix® xPico® product family.
- Easy to deploy and use: No need for software development or to write a single line of code.
- Innovative form factor: Compact footprint: 24mm x 16.5mm.
- Mobile-ready: Enables direct access to device data via smartphones, tablets and connected PCs.
- Soft AP: Unique simultaneous Soft-AP and Client mode, allows for easy points of access while maintaining a secure network.
- Robust: Device server application suite hardened by Lantronix over the last decade.
- Secure: 256-bit AES Encryption.
- Industrial-ready: Operating environment at extended temperatures: -40° to +85° C.
- Standards-based: Conforms to latest WLAN and IP internetworking standards, ensuring interoperability and eliminating vendor lock-in.
- Customizable: Designed with customizable capabilities for rapid OEM adoption.
- Power: Low-power profile optimized for battery-powered devices.
- Peripheral Connectivity: Serial, SPI, USB, ADC, GPIOs.
- Ease-of-Migration: Easy migration path for xPico Wired designs.
- Guaranteed: 5-Year limited warranty.
How to Buy
xPico Wi-Fi end-user volume pricing begins at $27.80 for 5,000 unit quantities, and is available for purchase globally through Lantronix.com, as well as through the company’s distribution channels and partners on a worldwide basis. For more information or general questions about xPico Wi-Fi, high volume pricing, and availability, please contact us at sales@lantronix.com.
About Lantronix
Lantronix, Inc. (NASDAQ: LTRX) is a global leader of secure communication technologies that simplify access and communication with and between virtually any electronic device. Our smart connectivity solutions enable sharing data between devices and applications to empower businesses to make better decisions based on real-time information, and gain a competitive advantage by generating new revenue streams, improving productivity and increasing efficiency and profitability. Easy to integrate and deploy, Lantronix products remotely and securely connect electronic equipment via networks and the Internet. Founded in 1989, Lantronix’ products have applications in every industry, including medical, security, industrial and building automation, transportation, retail, POS, financial, government, consumer electronics, and IT/data center. The Company’s headquarters are located in Irvine, California. For more information, visit www.lantronix.com. The Lantronix blog, http://www.lantronix.com/blog, features industry discussion and updates. To follow Lantronix on Twitter, please visit http://www.twitter.com/Lantronix.
© 2013 Lantronix, Inc., Lantronix, and xPico are registered trademarks of Lantronix, Inc. All other trademarks and trade names are the property of their respective holders. Specifications subject to change without notice. All rights reserved.
Media Contact:
Stephanie Olsen
Lages & Associates, Inc.
stephanie@lages.com
949.453.8080
Investor Contact:
E.E. Wang
Icon Strategic Communications
investors@lantronix.com
310-877-6039
Company Contact:
Mark D. Tullio
Lantronix
mark.tullio@lantronix.com
949.453.7124
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