Uncategorized
Sify Technologies (SIFY) Announces Agreement to Sell Its Entire Stake in MF Global India for All Cash Deal
Sify Technologies Limited (NASDAQ Global Markets: SIFY), a leader in Managed Enterprise, Network and ICT Services in India, today announced that they have reached an agreement for sale of their entire stake in MF Global Sify Securities India Pvt Ltd. for an all cash deal. According to the terms of the agreement entered with MF Global Sify Securities India Pvt Ltd., MF Global Overseas Limited and PhillipCapital Group, the Singapore based financial services company, through its related companies, will buy a majority stake in MF Global Sify Securities India Private Limited. The transaction is subject to regulatory and statutory approvals in the respective countries.
About Sify Technologies
Sify is among the largest Managed Enterprise, Network and IT Services companies in India, offering end-to-end solutions with a comprehensive range of products delivered over a common telecom data network infrastructure reaching more than 710 cities and towns in India.
A significant part of the company’s revenue is derived from Corporate Enterprise Services, which include Network and IT services, Connectivity, Security, Network management services, Enterprise applications, Hosting and Remote Infrastructure Management Services. Sify is a recognized ISO 9001:2008 certified service provider for network operations, data center operations and customer support, and for provisioning of VPNs, Internet bandwidth, VoIP solutions and integrated security solutions, and ISO / IEC 20000 – 1:2005 and ISO/IEC 27001:2005 certified for Internet Data Center operations. Sify has also built a credible reputation in the emerging Cloud Computing market and is today regarded as a domain leader. Sify has licenses to operate NLD (National Long Distance) and ILD (International Long Distance) services and offers VoIP back haul to long distance subscriber telephony services.
The company is also India’s first enterprise managed services provider to launch a Security Operations Center (SOC) to deliver managed security services.
As a solutions provider, Software services develop applications and offers services to improve business efficiencies of its current clients and prospective client bases. Sify also offers services in the specialized domains of eLearning for-profit, not-for-profit and government institutions, both in India and globally.
With our Cable landing station and the partnerships inked with several cable companies globally, we are present in almost all the spheres of the ICT eco system.
The expanded Commercial and Consumer business addresses the burgeoning demands of the SMB/SOHO community. The business provides a whole host of services for the retail consumer on the Consumer cloud platform. Sify continues to provide broadband connections for home and at public access points. The portal side of the business operates two of the most popular portals in India, Sify.com and Samachar.com. For more information about Sify, visit www.sifycorp.com.
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. The forward-looking statements contained herein are subject to risks and uncertainties that could cause actual results to differ materially from those reflected in the forward-looking statements. Sify undertakes no duty to update any forward-looking statements.
For a discussion of the risks associated with Sify’s business, please see the discussion under the caption “Risk Factors” in the company’s Annual Report on Form 20-F for the year ended March 31, 2011, which has been filed with the United States Securities and Exchange Commission and is available by accessing the database maintained by the SEC at www.sec.gov, and Sify’s other reports filed with the SEC.
iGo (IGOI) Reports Fourth Quarter 2011 Financial Results
SCOTTSDALE, Ariz., March 27, 2012 (GLOBE NEWSWIRE) — iGo, Inc. (Nasdaq:IGOI), a leading provider of eco-friendly power management solutions and accessories for mobile electronic devices, today reported financial results for the fourth quarter ending December 31, 2011.
Revenue was $8.6 million for the fourth quarter of 2011, compared with $13.2 million in the same period of the prior year. Sales of power products declined to $5.7 million for the fourth quarter of 2011, compared to $11.5 million for the fourth quarter of 2010. This decline was partially offset by $2.4 million in sales of the new audio and rechargeable alkaline battery lines for the fourth quarter of 2011, compared to $640,000 for the fourth quarter of 2010.
Net loss was $5.7 million, or ($0.17) per share, in the fourth quarter of 2011, compared with net income of $416,000, or $0.01 per share, in the same quarter of the prior year. Net loss in the fourth quarter of 2011 included a $2.3 million writedown in the value of goodwill and other intangible assets carried on the Company’s balance sheet. Additional factors resulting in the reduction in profitability include a lower level of sales of power products and lower gross margins in the retail channel.
The Company had $15.2 million in cash, cash equivalents, and short-term investments, $11.1 million in working capital (excluding cash, cash equivalents and short-term investments), and no debt as of December 31, 2011.
Michael D. Heil, President and Chief Executive Officer of iGo, commented, “We are disappointed in our financial performance for the fourth quarter as the decline in our power products category more than offset the continued growth we are seeing in audio products and rechargeable alkaline batteries. We will be implementing a number of initiatives throughout 2012 with a goal of improving our overall financial performance, including introducing new chargers across a broader range of price points and exploring relationships with larger distributors of mobile electronic device accessories.”
About iGo, Inc.
iGo, Inc. offers a full line of innovative accessories for almost every mobile electronic device on the market. Whether a consumer wants to power, protect, listen to, share, cool, hold or connect to their device, iGo has the accessories they need. iGo is also a leader in developing eco-friendly power solutions based on its patented iGo Green® technology, which automatically reduces the wasteful and expensive standby, or “vampire,” power consumed by electronic devices.
iGo’s products are available at www.igo.com as well as through leading resellers and retailers. For additional information call 480-596-0061, or visit www.igo.com.
iGo is a registered trademark of iGo, Inc. All other trademarks or registered trademarks are the property of their respective owners.
This press release contains “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934. The words “believe,” “expect,” “anticipate,” “should,” and other similar statements of our expectation identify forward-looking statements. Forward-looking statements in this press release include the intent to implement new initiatives throughout 2012 with a goal of improving the company’s overall financial performance; the intent to introduce new power products at a broader range of price points; and the intent to explore relationships with larger distributors of mobile electronic device accessories. These forward-looking statements are based largely on management’s expectations and involve known and unknown risks, uncertainties and other factors, which may cause the Company’s actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Risks that could cause results to differ materially from those expressed in these forward-looking statements include, among others, our dependence on large purchases from significant customers, namely Walmart; our ability to expand and diversify our customer base; our reliance upon Walmart, as well as other distributors and resellers; our ability to expand our revenue base and develop new products and product enhancements; the sufficiency of our revenue to absorb expenses; fluctuations in our operating results because of: increases in product costs from our suppliers, our suppliers’ ability to perform, the timing of new product and technology introductions and product enhancements relative to our competitors, market acceptance of our products, the size and timing of customer orders, our ability to effectively manage inventory levels, delay or failure to fulfill orders for our products on a timely basis, distribution of or changes in our revenue among distribution partners and retailers, our inability to accurately forecast our contract manufacturing needs, difficulties with new product production implementation or supply chain, product defects and other product quality problems, the degree and rate of growth in our markets and the accompanying demand for our products, our ability to expand our internal and external sales forces and build the required infrastructure to meet anticipated growth, and seasonality of sales; increased focus of consumer electronics retailers on their own private label brands; decreasing sales prices on our products over their sales cycles; our ability to expand our revenue base and develop new products and product enhancements; our failure to integrate acquired businesses, products and technologies; our reliance on and the risk relating to outsourced manufacturing fulfillment of our products, including potential increases in manufacturing costs; our ability to manage our anticipated growth; our ability to manage our inventory levels; the negative impacts of product returns; design and performance issues with our products; liability claims; our failure to expand or protect our proprietary rights and intellectual property; intellectual property infringement claims against us; our ability to hire and retain qualified personnel; our ability to secure additional financing to meet our future capital needs; increased competition and/or reduced demand in our industry; our failure to comply with domestic and international laws and regulations; economic conditions, political events, war, terrorism, public health issues, natural disasters and similar circumstances; volatility in our stock price; concentration of stock ownership among our executive officers and principal stockholders; provisions in our certificate of incorporation, bylaws and Delaware law, as well as our stockholder rights plan, that could make a proposed acquisition of the Company more difficult; and dilution resulting from potential future stock issuances.
Additionally, other factors that could cause actual results to differ materially from those set forth in, contemplated by, or underlying these forward-looking statements are included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2010 under the heading “Risk Factors.” In light of these risks and uncertainties, the forward-looking statements contained in this press release may not prove to be accurate. The Company undertakes no obligation to publicly update or revise any forward-looking statements, or any facts, events, or circumstances after the date hereof that may bear upon forward-looking statements. Additionally, the Company does not undertake any responsibility to update you on the occurrence of unanticipated events which may cause actual results to differ from those expressed or implied by these forward-looking statements.
| iGo, Inc. and Subsidiaries | |||||
| Condensed Consolidated Statements of Operations | |||||
| (000’s except per share data) | |||||
| (unaudited) | |||||
| Three months ended | Year ended | ||||
| December 31, | December 31, | ||||
| 2011 | 2010 | 2011 | 2010 | ||
| Net revenue | $ 8,647 | $ 13,220 | $ 38,372 | $ 43,357 | |
| Gross profit | 686 | 4,407 | 8,469 | 14,410 | |
| Selling, engineering and administrative expenses | 4,072 | 5,020 | 17,806 | 16,924 | |
| Asset impairment | 2,260 | — | 2,260 | — | |
| Loss from operations | (5,646) | (613) | (11,597) | (2,514) | |
| Interest income, net | 7 | 24 | 62 | 171 | |
| Other income (expense), net | (81) | 238 | 6 | 2,176 | |
| Loss before income tax benefit | (5,720) | (351) | (11,529) | (167) | |
| Income tax benefit | — | 767 | — | 1,002 | |
| Net income (loss) | $ (5,720) | $ 416 | $ (11,529) | $ 835 | |
| Net income (loss) per share: | |||||
| Basic | $ (0.17) | $ 0.01 | $ (0.35) | $ 0.03 | |
| Diluted | $ (0.17) | $ 0.01 | $ (0.35) | $ 0.02 | |
| Weighted average common shares outstanding: | |||||
| Basic | 33,721 | 32,889 | 33,407 | 32,770 | |
| Diluted | 33,721 | 35,199 | 33,407 | 35,081 | |
| iGo, Inc. and Subsidiaries | ||
| Condensed Consolidated Balance Sheets | ||
| (000’s) | ||
| (unaudited) | ||
| December 31, | December 31, | |
| 2011 | 2010 | |
| ASSETS | ||
| Cash and cash equivalents | $ 10,290 | $ 9,942 |
| Short-term investments | 4,890 | 14,532 |
| Accounts receivable, net | 5,813 | 8,620 |
| Inventories | 11,177 | 10,307 |
| Prepaid expenses and other current assets | 540 | 460 |
| Total current assets | 32,710 | 43,861 |
| Other assets, net | 4,568 | 6,312 |
| Total assets | $ 37,278 | $ 50,173 |
| LIABILITIES AND EQUITY | ||
| Liabilities, excluding deferred revenue | $ 5,106 | $ 6,037 |
| Deferred revenue | 1,305 | 1,838 |
| Total liabilities | 6,411 | 7,875 |
| Total stockholders’ equity | 30,867 | 42,298 |
| Total liabilities and equity | $ 37,278 | $ 50,173 |
CONTACT: Tony Rossi
Financial Profiles
310-478-2700 x13
trossi@finprofiles.com
Vermillion (VRML) Reports Fourth Quarter and Full Year 2011 Results
AUSTIN, Texas, March 27, 2012 /PRNewswire/ — Vermillion, Inc. (NASDAQ: VRML), a leading molecular diagnostics company, reported financial and operational results for the fourth quarter and full year ended December 31, 2011.
Q4 and Full Year 2011 Operational Highlights
- In 2011, the test volume of OVA1®, the company’s flagship diagnostic designed to help differentiate benign from malignant ovarian masses, increased 147% to 15,225. In Q4, test volume increased 40% over the same year-ago quarter to 4,118.
- In 2011, expanded payer coverage for OVA1 with 10 additional independent Blue Cross Blue Shield plans, which brought the total to 22 by the end of the year. Collectively, OVA1 had coverage with approximately 82 million insured lives as of December 31, 2011.
- During 2011, the company successfully used a variety of channels to educate physicians on the utility and benefits of OVA1. The company’s base of key opinion leaders that support OVA1 increased to more than 275, with a group of over 30 industry experts who presented at more than 90 medical education events during 2011.
- In December, completed the purchase of substantially all of the assets associated with the ovarian cancer diagnostics business of Correlogic Systems, including more than 1,800 prospectively collected diagnostic samples from ovarian tumor studies, three biomarker-related pending U.S. patents, proprietary software and other intellectual property. The company is currently using these assets to advance its ovarian cancer franchise, including the development of OVA2™, its next-generation ovarian cancer test.
- In 2011, strengthened the company’s patent portfolio with nine notices of allowance for patents (one added in Q4), including breast cancer biomarkers, ovarian cancer, lung cancer, Alzheimer’s disease, and five biomarker patents related to PAD.
- In October, released positive top-line data from an intended use clinical study of the company’s peripheral artery disease (PAD) development program.
Q4 and Full Year 2011 Financial Highlights
Total revenues in the fourth quarter of 2011 increased 152% to $868,000 from $345,000 in the same year-ago quarter. Revenues in the fourth quarter of 2011 included $755,000 from product sales of OVA1 and $113,000 of license revenue related to the company’s achievement of certain milestones under its amended strategic alliance agreement with Quest Diagnostics.
Revenue in the fourth quarter of 2011 included $206,000 of product revenue from 4,118 OVA1 tests performed at the fixed $50 per test, and $549,000 for the variable 33% royalty from 11,708 OVA1 tests reported by Quest Diagnostics as resolved in 2011. The resolved volume includes both reimbursed and unreimbursed tests for which the payment status was considered final by Quest Diagnostics as of December 31, 2011. Tests that do not yet have a final resolution for 2011 will be included in our 2012 annual royalty report.
For the year ended December 31, 2010, the company reported $159,000 in revenue from the 33% variable royalty that represents 2,814 OVA1 tests reported by Quest Diagnostics as resolved in 2010. The resolved amount includes both reimbursed and unreimbursed tests for which the payment status was considered final by Quest Diagnostics as of December 31, 2010. This amount was reported to Vermillion and recorded in the first quarter of 2011.
Total revenues for the full year 2011 increased 64% to $1.9 million from $1.2 million in 2010. Revenues in 2011 included $1.5 million from product sales of OVA1 and $454,000 of license revenue. Product sales of OVA1 in 2011 include $761,000 from 15,225 OVA1 tests performed at the fixed $50 per test, $549,000 for the 33% royalty reported by Quest Diagnostics for 2011, and $159,000 for the 33% royalties reported by Quest Diagnostics for 2010. The 2010 royalty was reported to the company and recorded in the first quarter of 2011.
Total operating expenses decreased in the fourth quarter of 2011 to $3.9 million from $4.5 million in the same period a year ago. Operating expenses in the fourth quarter of 2011 included $314,000 in non-cash stock-based compensation, as compared to $1.6 million in the same year-ago quarter. Total operating expenses increased in 2011 to $19.4 million from $15.7 million in 2010. Operating expenses in 2011 included $3.3 million in non-cash stock-based compensation, as compared to $4.9 million in 2010. The annual increase was due primarily to increased average headcount in sales and marketing and related costs, higher clinical trial and collaboration costs for the ongoing development of the company’s ovarian cancer program and VASCLIR®, as well as an increase in legal fees including those associated with the company’s MAS litigation. Research and development expenses for 2011 also included $435,000 for the Correlogic asset acquisition.
Net loss for the fourth quarter was $3.1 million or $(0.21) per share, as compared to $4.0 million or $(0.38) per share in the same year-ago quarter. Net loss for 2010 included $8.6 million in reorganization items and $4.4 million in gains resulting from the exercise and fair value revaluation of common stock warrants. Net loss for 2011 was $17.8 million or $(1.25) per share, as compared to $19.0 million or $(1.83) per share in 2010.
As of December 31, 2011, the company’s cash and cash equivalents totaled $22.5 million. The company used $5.0 million in cash from operations during the fourth quarter, including $435,000 for the Correlogic asset acquisition.
Management Commentary
“2011 showed substantial expansion in OVA1 tests usage leading to another year of revenue growth for Vermillion,” said Gail S. Page, the company’s president and chief executive officer. “In fact, more than 3,700 or 11% of the nation’s gynecologists — the professionals who help define the standard of care for women with ovarian cancer — ordered OVA1 in 2011. The specialist sub-group of gynecologic oncologists supporting OVA1 also grew by 24 in the fourth quarter, bringing the total to more than 275. Given the relatively short period of time this test has been on the market, this represents strong traction and increasing brand awareness within the gynecologist community. This strong progress was matched by increased OVA1 payer coverage in 2011 and the addition of the Department of Defense payer coverage in January 2012.
“The recent approval of a Category 1 CPT code for OVA1 represents a major step towards broader commercial adoption. This approval was supported by peer-reviewed publications and positive coverage decisions, including Medicare. We expect OVA1’s unique CPT code to increase OVA1 test volumes, since it will help streamline claims processing and accelerate further coverage and adoption by private payers. While certainly a major achievement for OVA1, it is also a significant endorsement of the unmet clinical need addressed by this important triage test.
“Since improving payer coverage and reimbursement for OVA1 remains our key strategic initiative in 2012, we are continuing to work closely with our partner, Quest Diagnostics, and our territory development managers to both engage with physician offices during the claims process and as well as better educate payers. We believe this two-pronged approach ultimately drives more favorable coverage decisions. We also recently launched a program to encourage local key opinion leaders to work with regional insurance providers and support coverage of OVA1.
“These comprehensive efforts have resulted in OVA1 payer coverage recently being added by Wellmark in South Dakota and Iowa, bringing the total number of independent BlueCross BlueShield plans to 24 or coverage for approximately 38 million lives. Including Medicare and other regional plans, we estimate total coverage for OVA1 currently exceeds 85 million lives. Additionally, the Department of Defense added OVA1 to their contract effective January of this year, giving more than 45 military medical centers in the U.S. and numerous military medical clinics and facilities around the world access to OVA1 for the first time.
“The restructuring program we announced at the beginning of the year is continuing on track. With this program in place, we are focusing on our major 2012 objectives on further commercializing OVA1, advancing the development pipeline and exploring potential partnerships.”
About Vermillion and OVA1
Vermillion, Inc. (NASDAQ: VRML) is dedicated to the discovery, development and commercialization of novel high-value diagnostic tests that help physicians diagnose, treat and improve outcomes for patients. Vermillion, along with its prestigious scientific collaborators, has diagnostic programs in oncology, cardiology and women’s health. As the first protein-based, In Vitro Diagnostic Multi-Variate Index Assay (IVDMIA) cleared by the FDA, OVA1 represents a new class of software-based diagnostics. Additional information about Vermillion can be found at www.vermillion.com.
Forward-Looking Statement
Certain matters discussed in this press release contain forward-looking statements that involve significant risks and uncertainties, including statements regarding Vermillion’s plans, objectives, expectations and intentions. These forward-looking statements are based on Vermillion’s current expectations. The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for such forward-looking statements. In order to comply with the terms of the safe harbor, Vermillion notes that a variety of factors could cause actual results and experience to differ materially from the anticipated results or other expectations expressed in such forward-looking statements. Factors that could cause actual results to materially differ include but are not limited to: (1) uncertainty as to Vermillion’s ability to protect and promote its proprietary technology; (2) Vermillion’s lack of a lengthy track record successfully developing and commercializing diagnostic products; (3) uncertainty as to whether Vermillion will be able to obtain any required regulatory approval of its future diagnostic products; (4) uncertainty of the size of market for its existing diagnostic tests or future diagnostic products, including the risk that its products will not be competitive with products offered by other companies, or that users will not be entitled to receive adequate reimbursement for its products from third party payors such as private insurance companies and government insurance plans; (5) uncertainty that Vermillion has sufficient cash resources to fully commercialize its tests and continue as a going concern; (6) uncertainty whether the trading in Vermillion’s stock will become significantly less liquid; and (7) other factors that might be described from time to time in Vermillion’s filings with the Securities and Exchange Commission. All information in this press release is as of the date of this report, and Vermillion expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statements to reflect any change in Vermillion’s expectations or any change in events, conditions or circumstances on which any such statement is based, unless required by law.
This release should be read in conjunction with the consolidated financial statements and notes thereto included in Vermillion’s most recent reports on Form 10-K and Form 10-Q. Copies are available through the SEC’s Electronic Data Gathering Analysis and Retrieval system (EDGAR) at www.sec.gov.
Investor Relations:
Liolios Group, Inc.
Ron Both
Tel 949-574-3860
info@liolios.com
|
Vermillion, Inc. Consolidated Balance Sheets (Amounts in Thousands, Except Share and Par Value Amounts) (Unaudited) |
||||
|
December 31, |
||||
|
2011 |
2010 |
|||
|
Assets |
||||
|
Current assets: |
||||
|
Cash and cash equivalents |
$ 22,477 |
$ 22,914 |
||
|
Accounts receivable |
99 |
136 |
||
|
Prepaid expenses and other current assets |
317 |
779 |
||
|
Total current assets |
22,893 |
23,829 |
||
|
Property and equipment, net |
216 |
194 |
||
|
Other assets |
2 |
12 |
||
|
Total assets |
$ 23,111 |
$ 24,035 |
||
|
Liabilities and Stockholders’ Equity |
||||
|
Current liabilities: |
||||
|
Accounts payable |
$ 1,331 |
$ 998 |
||
|
Accrued liabilities |
2,592 |
3,056 |
||
|
Short-term debt |
7,000 |
– |
||
|
Convertible senior notes |
– |
5,000 |
||
|
Deferred revenue |
553 |
1,049 |
||
|
Total current liabilities |
11,476 |
10,103 |
||
|
Non-current liabilities: |
||||
|
Long-term debt |
– |
7,000 |
||
|
Warrant liability |
– |
378 |
||
|
Long-term deferred revenue |
1,224 |
1,679 |
||
|
Other liabilities |
52 |
259 |
||
|
Total liabilities |
12,752 |
19,419 |
||
|
Commitments and contingencies |
||||
|
Stockholders’ equity: |
||||
|
Preferred stock, $0.001 par value, 5,000,000 shares authorized, none issued and outstanding at December 31, 2011 and 2010 |
– |
– |
||
|
Common stock, $0.001 par value, 150,000,000 shares authorized; 14,900,831 and 10,657,564 shares issued and outstanding at December 31, 2011 and 2010, respectively |
15 |
11 |
||
|
Additional paid-in capital |
326,796 |
303,270 |
||
|
Accumulated deficit |
(316,299) |
(298,509) |
||
|
Accumulated other comprehensive loss |
(153) |
(156) |
||
|
Total stockholders’ equity |
10,359 |
4,616 |
||
|
Total liabilities and stockholders’ equity |
$ 23,111 |
$ 24,035 |
||
|
Vermillion, Inc. Consolidated Statements of Operations (Amounts in Thousands, Except Share and Per Share Amounts) (Unaudited) |
||||||||
|
Three months ended December 31, |
Year Ended December 31, |
|||||||
|
2011 |
2010 |
2011 |
2010 |
|||||
|
Revenue: |
||||||||
|
Product |
$ 755 |
$ 149 |
$ 1,469 |
$ 308 |
||||
|
License |
113 |
196 |
454 |
867 |
||||
|
Total revenue |
868 |
345 |
1,923 |
1,175 |
||||
|
Cost of revenue: |
||||||||
|
Product |
24 |
63 |
129 |
88 |
||||
|
Total cost of revenue |
24 |
63 |
129 |
88 |
||||
|
Gross profit |
844 |
282 |
1,794 |
1,087 |
||||
|
Operating expenses: |
||||||||
|
Research and development(1) |
1,168 |
1,051 |
5,387 |
3,848 |
||||
|
Sales and marketing(2) |
1,219 |
1,106 |
5,539 |
2,857 |
||||
|
General and administrative(3) |
1,527 |
2,380 |
8,509 |
8,984 |
||||
|
Total operating expenses |
3,914 |
4,537 |
19,435 |
15,689 |
||||
|
Loss from Operations |
(3,070) |
(4,255) |
(17,641) |
(14,602) |
||||
|
Interest income |
9 |
15 |
64 |
40 |
||||
|
Interest expense |
(66) |
(116) |
(396) |
(491) |
||||
|
Gain on investments in auction rate securities |
– |
– |
– |
58 |
||||
|
Change in fair value and gain from exercise of warrants, net |
4 |
(74) |
378 |
4,353 |
||||
|
Debt conversion costs |
– |
– |
– |
(141) |
||||
|
Reorganization items |
(22) |
(36) |
(96) |
(1,677) |
||||
|
Reorganization items – related party incentive plan |
– |
– |
– |
(6,932) |
||||
|
Other income (expense), net |
10 |
452 |
(99) |
358 |
||||
|
Loss before income taxes |
(3,135) |
(4,014) |
(17,790) |
(19,034) |
||||
|
Income tax benefit (expense) |
– |
– |
– |
– |
||||
|
Net loss |
$ (3,135) |
$ (4,014) |
$ (17,790) |
$ (19,034) |
||||
|
Loss per share – basic and diluted |
$ (0.21) |
$ (0.38) |
$ (1.25) |
$ (1.83) |
||||
|
Shares used to compute basic and diluted loss per common share |
14,866,848 |
10,572,942 |
14,249,570 |
10,404,741 |
||||
|
Non-cash stock-based compensation expense included in operating expenses: |
||||||||
|
(1) Research and development |
$ 96 |
$ 204 |
$ 686 |
$ 992 |
||||
|
(2) Sales and marketing |
36 |
26 |
158 |
77 |
||||
|
(3) General and administrative |
182 |
1,321 |
2,446 |
3,868 |
||||
China Shen Zhou (SHZ) Receives Initial $5 Million from Issuance of Preferred Stock to Institutional Investors
BEIJING, March 27, 2012 /PRNewswire-Asia-FirstCall/ — China Shen Zhou Mining & Resources, Inc. (“China Shen Zhou“, or the “Company“) (NYSE Amex: SHZ), a company engaged in the exploration, development, mining and processing of fluorite, barite, zinc, copper, and other nonferrous metals in China, today announced that the company completed the initial closing of the previously announced offering of Series A Convertible Preferred Stock of the Company on Monday, March 26, 2012. The initial gross proceeds of the transaction were $5.0 million.
At the initial closing, the company issued 5,000 shares of Series A Convertible Preferred Stock and warrants to purchase 1,960,785 shares of common stock of the company. The company also issued a warrant to purchase 392,157 shares of common stock of the company to the placement agent.
Ms. Xiaojing Yu, CEO of China Shen Zhou, commented, “China Shen Zhou’s long-term growth strategy is largely driven by acquisition of high value assets in the non-ferrous material market segment, including fluorite mines and processing plants. This transaction will enable us to finance several recent purchases, as well as implement necessary infrastructure upgrades in order drive sales expansion in existing segments and enter new value-added market segments, like barite processing.”
The securities described above are being offered by the Company pursuant to a registration statement previously filed and declared effective by the Securities and Exchange Commission (the “SEC”). A prospectus supplement related to the preferred stock and warrant offering will be filed with the SEC. The securities may be offered only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. Copies of the final prospectus supplement and accompanying base prospectus may be obtained at the SEC’s website at www.sec.gov.
This press release is neither an offer to sell nor a solicitation of an offer to buy any of the Company’s securities. No offer, solicitation, or sale will be made in any jurisdiction in which such offer, solicitation, or sale is unlawful. The terms and conditions of the transactions described in this press release are qualified in their entirety by reference to the transaction documents, which have been filed with the Securities and Exchange Commission on Form 8-K.
About China Shen Zhou Mining & Resources, Inc.
China Shen Zhou Mining & Resources, Inc., through its subsidiaries, is engaged in the exploration, development, mining, and processing of fluorite, barite and nonferrous metals such as zinc, lead and copper in China. The Company has the following principal areas of interest in China: (a) fluorite extraction and processing in the Sumochaganaobao region of Inner Mongolia; (b)fluorite and barite extraction and processing in the Wuchuan County of Guizhou province (c)fluorite and barite extraction and processing in the Yanhe County of Guizhou province.(d)fluorite extraction and processing in Jingde County, Anhui Province; (e) zinc/copper/lead processing in Wulatehouqi of Inner Mongolia; and (f) zinc/copper exploration, mining and processing in Xinjiang.
For more information, please visit http://www.chinaszmg.com/.
Safe Harbor Statement
This press release may include certain statements that are not descriptions of historical facts, but are forward-looking statements. Forward-looking statements can be identified by the use of forward-looking terminology such as “will”, “believes”, “expects” or similar expressions. These forward-looking statements may also include statements about our proposed discussions related to our business or growth strategy, which is subject to change. Such information is based upon expectations of our management that were reasonable when made but may prove to be incorrect. All of such assumptions are inherently subject to uncertainties and contingencies beyond our control and upon assumptions with respect to future business decisions, which are subject to change. We do not undertake to update the forward-looking statements contained in this press release. For a description of the risks and uncertainties that may cause actual results to differ from the forward-looking statements contained in this press release, see our most recent Annual Report filed with the Securities and Exchange Commission (SEC) on Form 10-K, and our subsequent SEC filings. Copies of filings made with the SEC are available through the SEC’s electronic data gathering analysis retrieval system (EDGAR) at http://www.sec.gov.
Contact Information
Min Liu
Investor Relations
Grayling
Tel: +1-646-284-9413
min.liu@grayling.com
GlobalWise (GWIV) Announces Channel Sales Partnership With B2B Computer Products
COLUMBUS, OH — (Marketwire) — 03/27/12 — GlobalWise Investments, Inc. (OTCBB: GWIV) (OTCQB: GWIV) (www.GlobalWiseInvestments.com) and its wholly owned subsidiary Intellinetics, Inc., a leading-edge technology company focused on the design, implementation and management of cloud-based Enterprise Content Management (“ECM”) systems in both the public and private sectors, today announce a new Channel Sales Partnership contract has been executed with B2B Computer Products, LLC.
B2B Computer Products, LLC (www.b2bcomp.com) is a national business-to-business value-added reseller and service provider of computer hardware and software with over 35 distribution centers throughout the US. They are a client-focused technology provider with proven experience in design, product recommendation and implementation of complex multi-vendor IT solutions. The partnership with Intellinetics will allow B2B Computer to add the cloud-based Intellivue™ ECM software to its vast array of service offerings and better serve its roster of over 24,000 clients.
“B2B Computer is thrilled to add the Intellivue™ suite of software services to our list of business solutions,” stated Rob Ince, Business Development Manager for B2B Computer. “Enterprise Content Management offers a natural extension to the server and storage solutions B2B Computer provides its customers. As a hosted service, Intellivue™ can also complement our Managed Print Service offering by using Multi-Function Device printers for scanning. The shared device approach combined with the efficiency gains inherent in routing documents electronically with the Intellivue™ workflow capability will equate to a quick ROI (Return on Investment) for our clients.”
“B2B Computer is a trusted name in the software and hardware business,” commented William. J. “BJ” Santiago, CEO of GlobalWise. “They have a proven, solid track record with a large client base and can instantly go-to-market with our software offering as a natural extension of what they do every day. Having an affordable, enterprise class software solution to manage unstructured content and documents will be a huge benefit to B2B Computer’s clients. We are actively pursuing multiple new client sales opportunities that have already resulted from this partnership. Each of these opportunities average $40,000 per engagement. We look forward to growing our relationship and supporting B2B Computer in their daily business to acquire new ECM clients.”
About GlobalWise Investments, Inc.
GlobalWise Investments, Inc., via its wholly owned subsidiary Intellinetics, Inc., is a Columbus, Ohio based Enterprise Content Management (ECM) pioneer with industry-leading software that delivers cloud ECM based solutions on-demand. The Company’s flagship platform, Intellivue™, represents a new industry benchmark and game-changing solution by enabling clients to access and manage the content of every scanned document, file, spreadsheet, email, photo, audio file or video tape — virtually anything that can be digitized — in their enterprise from any PC, laptop, tablet or smartphone from anywhere in the world.
For additional information, please visit the Company’s corporate website: www.GlobalWiseInvestments.com
About B2B Computer Products LLC
With a foundation of deep IT industry experience, B2B Computer Products LLC was identified by Inc. magazine as one of the fastest growing businesses of its type in the U.S. in 2009 and 2010, and by Crain’s as one of the largest privately held companies in the Chicago metro area. B2B Computer is a single-source provider of cutting-edge products, manufacturer-certified services, and managed print and managed IT services. As a national business-to-business reseller of IT hardware and software representing hundreds of manufacturers — B2B Computer guarantees a best practice combination of competitively priced customized products and expert services. In addition to its Addison, Illinois headquarters and multiple distribution points, B2B Computer’s offices are in Chicago; New York; Davenport, Iowa; Beavercreek, Ohio; and San Francisco. B2B Computer Products offers a 6-Point Best Service, Best Solutions Guarantee.
For additional information, please visit the Company’s corporate website: www.b2bcomp.com
This press release may contain “forward-looking statements.” Expressions of future goals and similar expressions reflecting something other than historical fact are intended to identify forward-looking statements, but are not the exclusive means of identifying such statements. These forward-looking statements may include, without limitation, statements about our market opportunity, strategies, competition, expected activities and expenditures as we pursue our business plan. Although we believe that the expectations reflected in any forward-looking statements are reasonable, we cannot predict the effect that market conditions, customer acceptance of products, regulatory issues, competitive factors, or other business circumstances and factors described in our filings with the Securities and Exchange Commission may have on our results. The company undertakes no obligation to revise or update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this press release.
GlobalWise Investments, Inc.
www.GlobalWiseInvestments.com
614-388-8909
Contact@GlobalWiseInvestments.com
Mission Investor Relations
Atlanta, Georgia
http://www.MissionIR.com
404-941-8975
Investors@MissionIR.com
Horizon Pharma (HZNP) Reports Fourth Quarter and Full Year 2011 Financial Results
DEERFIELD, IL — (Marketwire) — 03/23/12 — Horizon Pharma, Inc. (NASDAQ: HZNP) today reported financial results for the fourth quarter and year ended December 31, 2011, and provided an update on recent accomplishments by the Company. The Company ended the year with cash and cash equivalents totaling $18.0 million. Subsequent to the end of the year, in February and March 2012, the Company completed debt and equity offerings raising combined gross proceeds of $110.8 million and net proceeds of $81.7 million after paying fees and repaying outstanding amounts under previous debt facilities. As a result, as of March 16, 2012, the Company had $82.5 million in cash and cash equivalents.
For the year ended December 31, 2011, total revenues increased $4.6 million to $6.9 million compared to the prior year. Net loss for the year ended December 31, 2011, was $113.3 million, or $12.56 per share, compared to a net loss of $27.1 million, or $21.16 per share, in the prior year, with the increase in net loss largely due to a $69.6 million intangible impairment charge recorded during the fourth quarter of 2011 resulting primarily from the decline in the Company’s stock price in that period. Excluding the intangible impairment charge and certain other non-cash expenses, non-GAAP net loss for the year ended December 31, 2011, was $48.5 million, or $5.38 per share, compared to non-GAAP net loss of $39.8 million, or $31.13 per share in the prior year. Horizon provides non-GAAP financial measures, which it believes can enhance an overall understanding of Horizon’s financial performance when considered together with GAAP figures. Refer to the section of this press release below entitled “Note Regarding Use of Non-GAAP Financial Measures” for a full discussion on this subject.
“Since completing our IPO in August of last year, we have transformed the Company into a commercially focused biopharmaceutical organization,” said Timothy P. Walbert, chairman, president and chief executive officer, Horizon Pharma. “We completed the hiring and deployment of the initial stage of our commercial organization and began product shipments of DUEXIS in December. Furthermore, we completed a $60.0 million debt financing and a $50.8 million private equity offering in February and March 2012 to provide the Company with additional capital required to fund the ongoing commercial launch of DUEXIS in the U.S. and to pursue regulatory approval for RAYOS in the U.S. and DUEXIS in Europe.”
Recent Accomplishments
- Commercial launch of DUEXIS in December 2011 after establishment of initial commercial organization and sales force training in the third and fourth quarters of 2011; held launch meeting for DUEXIS in the U.S. in late January 2012.
- Completed $60.0 million senior secured loan facility in February 2012, which provided the Company with net proceeds of approximately $34.0 million, after repaying outstanding amounts under previous debt facilities.
- Completed $50.8 million private placement of common stock and warrants to purchase common stock in March 2012 raising net proceeds of approximately $47.7 million.
- Announced the out-licensing of LODOTRA in Latin America to Mundipharma.
Fourth Quarter 2011 Financial Results
During the three months ended December 31, 2011, revenues increased $3.5 million compared to the same period in the prior year. The significant increase in revenues in the fourth quarter of 2011 was primarily the result of $2.1 million in higher product sales of LODOTRA in Europe in addition to the recognition of $1.2 million in deferred revenues associated with our distribution agreements.
Cost of goods sold increased $0.7 million during the three months ended December 31, 2011, compared to the same period in 2010, primarily as a result of higher product shipments of LODOTRA.
Research and development expenses decreased $1.0 million during the three months ended December 31, 2011, compared to the same period in 2010. The decrease was due to a reduction in our regulatory and clinical trial expenses, and a reduction in contract manufacturing in support of the regulatory approval of RAYOS.
Sales and marketing expenses increased $10.9 million during the three months ended December 31, 2011, compared to the same period in 2010. The increase was primarily due to hiring 80 field sales representatives and staffing our sales and marketing support functions during 2011, in addition to higher marketing costs associated with product launch and commercialization efforts for DUEXIS in the U.S.
General and administrative expenses decreased $0.1 million during the three months ended December 31, 2011, compared to the same period in 2010, primarily due to lower professional and consulting fees in the current year as a result of internal staffing of our administrative functions during 2011.
During the fourth quarter, the Company recorded an intangible impairment charge of $69.6 million related to its in-process research and development (IPR&D) asset, RAYOS. The Company reviews its intangible assets on an annual basis, or more frequently when events or circumstances may indicate that the carrying value of these assets exceeds its fair value. The Company evaluated its IPR&D asset in relation to its total business enterprise value as a result of the fourth quarter 2011 decline in the market value of the Company’s common stock. Accordingly, the Company recorded an intangible impairment charge of $69.6 million to reflect the fair value of the IPR&D as a component of the total business enterprise value.
Interest expense decreased $0.4 million during the three months ended December 31, 2011, compared to the same period in 2010, primarily as a result of the repayment of a prior debt facility in June 2011.
Foreign exchange loss increased $0.3 million for the three months ended December 31, 2011, compared to the same period in 2010, as a result of an increase in non-Euro denominated transactions for our Horizon Pharma AG subsidiary in addition to a strengthening of the U.S. dollar against the Euro in the fourth quarter of 2011.
Income tax benefit increased $13.4 million during the three months ended December 31, 2011, compared to the same period in 2010, as a result of a reduction in deferred tax assets associated with the IPR&D intangible impairment charge of $69.6 million.
Net loss for the fourth quarter of 2011 was $76.7 million, or $3.92 per share, compared to a net loss of $13.6 million, or $9.09 per share, in the fourth quarter of 2010. On a non-GAAP basis, after excluding the intangible impairment charge and certain other non-cash expenses, net loss for the fourth quarter of 2011 was $19.0 million, or $0.97 per share, compared to a net loss of $11.7 million, or $7.85 per share, in the fourth quarter of 2010.
Full Year 2011 Financial Results
During the year ended December 31, 2011, revenues increased $4.6 million compared to the prior year as a result higher product sales and the recognition of deferred revenues for LODOTRA in Europe. The Company also benefited from a full year of LODOTRA revenues in 2011 as compared to nine months in the prior year following our acquisition of Nitec Pharma AG in April 2010.
Cost of goods sold increased $3.0 million during the year ended December 31, 2011, compared to the prior year primarily as a result of higher LODOTRA sales and due to $1.1 million in additional amortization expense of our developed technology due to the inclusion of full year operating results of Horizon Pharma AG in 2011.
Research and development expenses decreased $2.3 million during the year ended December 31, 2011, compared to the prior year. The decrease was primarily due to a $2.1 million reduction in contract manufacturing and a $2.1 million reduction in regulatory expenses associated with RAYOS, which was partially offset by higher personnel costs of $1.7 million resulting from increased headcount to support DUEXIS development and regulatory activities, and DUEXIS post-marketing requirements.
Sales and Marketing expenses increased $14.8 million during the year ended December 31, 2011, compared to the prior year. The increase was attributable to hiring 80 field sales representatives and staffing our sales and marketing support functions during 2011, $3.2 million in commercialization expense related to the product launch of DUEXIS in December 2011, and $2.4 million in consulting and outside costs associated with pre-commercialization activities for DUEXIS in 2011 compared to the prior year.
General and administrative expenses decreased $3.6 million during the year ended December 31, 2011, compared to the prior year. The decrease in expenses was primarily the result of an approximately $2.3 million reduction in legal and professional fees associated with our acquisition of Nitech Pharma AG in April 2010 and a $1.5 million reduction in legal, consulting and audit related fees incurred during 2010 related to preparation for our initial public offering.
Interest expense increased $3.3 million during the year ended December 31, 2011, compared to the prior year. The increase was primarily due to a $1.9 million write-off of deferred financing fees as a result of the 2011 debt extinguishment in the current year and higher interest expense as a result of a higher borrowing base of debt as compared to the prior year.
Foreign exchange loss increased $0.8 million during the year ended December 31, 2011, compared to the prior year as a result of an increase in non-Euro denominated transactions for our Horizon Pharma AG subsidiary in addition to a strengthening of the U.S dollar against the Euro in 2011.
Horizon recorded a bargain purchase gain of $19.3 million during the year ended December 31, 2010, in connection with the Nitec Pharma AG acquisition resulting from the fair market value of the acquired tangible and intangible assets exceeding the purchase price. There was no similar bargain purchase gain recorded in 2011.
Income tax benefit increased $14.0 million during the year ended December 31, 2011, compared to the prior year as a result of a reduction in deferred tax assets associated with the IPR&D intangible impairment charge of $69.6 million recorded during the fourth quarter of 2011.
Net loss for the year ended December 31, 2011, was $113.3 million, or $12.56 per share, compared to a net loss of $27.1 million, or $21.16 per share, for the year ended December 31, 2010. On a non-GAAP basis, after excluding the bargain purchase gain in 2010, the intangible impairment charge in 2011, and certain other non-cash expenses during both 2010 and 2011, net loss for the year ended December 31, 2011, was $48.5 million, or $5.38 per share, compared to a net loss of $39.8 million, or $31.13 per share, for the year ended December 31, 2010.
Note Regarding Use of Non-GAAP Financial Measures
Horizon provides non-GAAP net income (loss) and net income (loss) per share financial measures that include adjustments to GAAP figures. These adjustments to GAAP involve the exclusion of non-cash items such as stock compensation and depreciation and amortization, and other charges such as the intangible impairment charge the Company recorded in the fourth quarter of 2011 related to its IPR&D asset and the bargain purchase gain the Company recorded in connection with its acquisition of Nitec Pharma AG in 2010. Horizon believes that these non-GAAP financial measures, when considered together with the GAAP figures, can enhance an overall understanding of Horizon’s financial performance. The non-GAAP financial measures are included with the intent of providing investors with a more complete understanding of operational results and trends. In addition, these non-GAAP financial measures are among the indicators Horizon management uses for planning and forecasting purposes and measuring the Company’s performance. These non-GAAP financial measures should be considered in addition to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. The non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, non-GAAP financial measures used by other companies. Please refer to the financial statements portion of this press release for a reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures.
About Horizon Pharma
Horizon Pharma, Inc. is a biopharmaceutical company that is developing and commercializing innovative medicines to target unmet therapeutic needs in arthritis, pain and inflammatory diseases. For more information, please visit www.horizonpharma.com.
Forward-Looking Statements
This press release contains forward-looking statements, including statements regarding the on-going commercial launch of DUEXIS and pursuit of regulatory approval for RAYOS in the U.S. and DUEXIS in Europe. 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 Horizon’s ability to commercialize products successfully, Horizon’s ability to continue to successfully recruit and retain sales and marketing personnel, and whether RAYOS and/or DUEXIS will be approved for marketing in the U.S. and Europe, respectively. For a further description of these and other risks facing the Company, 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.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
As of December 31,
----------------------------
2011 2010
------------- -------------
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 17,966 $ 5,384
Restricted cash 750 200
Accounts receivable, net 2,372 575
Inventories, net 1,195 306
Prepaid expenses and other current assets 2,763 903
------------- -------------
Total current assets 25,046 7,368
------------- -------------
Property and equipment, net 3,245 2,107
Developed technology, net 35,602 39,990
In-process research and development 36,638 108,746
Other assets 547 3,474
------------- -------------
TOTAL ASSETS $ 101,078 $ 161,685
============= =============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 8,170 $ 2,514
Accrued expenses 8,926 6,733
Deferred revenues -- current portion 3,281 1,845
Notes payable -- current portion 3,604 4,220
Bridge notes payable to related parties - 10,000
------------- -------------
Total current liabilities 23,981 25,312
------------- -------------
LONG-TERM LIABILITIES:
Notes payable, net of current 15,834 10,395
Deferred revenues, net of current 5,666 4,123
Deferred tax liabilities, net 9,561 24,798
Other long term liabilities 124 1
------------- -------------
Total long-term liabilities 31,185 39,317
------------- -------------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Convertible preferred stock, $0.0001 par
value per share; 0 and 27,400,000 shares
authorized at December 31, 2011 and 2010,
respectively; 0 and 24,961,340 shares
issued and outstanding at December 31, 2011
and 2010, respectively (Liquidation
preference: $0 and $177,002 at December 31,
2011 and 2010, respectively) - 2
Common stock, $0.0001 par value per share;
200,000,000 and 35,400,000 shares
authorized at December 31, 2011 and 2010,
respectively; 19,627,744 and 1,490,551
shares issued and outstanding at December
31, 2011 and 2010, respectively 2 -
Additional paid-in capital 270,015 206,336
Accumulated other comprehensive loss (3,788) (2,230)
Accumulated deficit (220,317) (107,052)
------------- -------------
Total stockholders' equity 45,912 97,056
------------- -------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 101,078 $ 161,685
============= =============
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)
Three Months Ended Twelve Months Ended
December 31, December 31,
------------------------ ------------------------
2011 2010 2011 2010
----------- ----------- ----------- -----------
(Unaudited)
Revenues
Sales of goods $ 3,483 $ 30 $ 6,773 $ 2,376
Contract revenue 55 - 166 -
----------- ----------- ----------- -----------
Gross revenues 3,538 30 6,939 2,376
Sales discounts and
allowances (12) - (12) -
----------- ----------- ----------- -----------
Net revenues 3,526 30 6,927 2,376
----------- ----------- ----------- -----------
Cost of goods sold 2,075 1,393 7,267 4,263
----------- ----------- ----------- -----------
Gross profit (loss) 1,451 (1,363) (340) (1,887)
Operating Expenses
Research and
development 3,822 4,835 15,358 17,697
Sales and marketing 12,888 1,949 20,314 5,558
General and
administrative 4,368 4,424 15,008 18,612
Intangible impairment
charge 69,621 - 69,621 -
----------- ----------- ----------- -----------
Total operating
expenses 90,699 11,208 120,301 41,867
----------- ----------- ----------- -----------
Loss from operations (89,248) (12,571) (120,641) (43,754)
Interest expense, net (819) (1,197) (6,284) (3,024)
Bargain purchase gain - - - 19,326
Foreign exchange loss (798) (475) (1,023) (273)
----------- ----------- ----------- -----------
Loss before income tax
benefit (90,865) (14,243) (127,948) (27,725)
Income tax benefit (14,138) (689) (14,683) (660)
----------- ----------- ----------- -----------
Net loss $ (76,727) $ (13,554) $ (113,265) $ (27,065)
=========== =========== =========== ===========
Net loss per share -
basic and diluted $ (3.92) $ (9.09) $ (12.56) $ (21.16)
----------- ----------- ----------- -----------
Weighted average shares
outstanding used in
calculating net loss
per share - basic and
diluted 19,568,131 1,490,551 9,014,968 1,279,133
----------- ----------- ----------- -----------
RECONCILIATION OF GAAP NET LOSS TO NON-GAAP NET LOSS
(in thousands, except share and per share amounts)
(Unaudited)
Three Months Ended Twelve Months Ended
December 31, December 31,
------------------------ ------------------------
2011 2010 2011 2010
----------- ----------- ----------- -----------
GAAP Net Loss $ (76,727) $ (13,554) $ (113,265) $ (27,065)
Non-GAAP Adjustments
(net of tax effect):
Intangible impairment
charge 56,199 - 56,199 -
Bargain purchase gain - - - (19,326)
Amortization of
developed technology 730 729 3,012 2,460
Stock based
compensation 703 540 2,530 2,574
Depreciation and
amortization 141 84 446 237
Imputed interest on
convertible notes - 252 919 471
Debt extinguishment
loss - - 1,334 -
Debt discount expense 55 248 485 826
Amortization of
deferred revenue (55) - (167) -
----------- ----------- ----------- -----------
Total of non-GAAP
adjustments 57,773 1,853 64,758 (12,758)
----------- ----------- ----------- -----------
Non-GAAP Net Loss $ (18,954) $ (11,701) $ (48,507) $ (39,823)
=========== =========== =========== ===========
Weighted average shares
- basic and diluted 19,568,131 1,490,551 9,014,968 1,279,133
GAAP net loss per common
share - basic and
diluted $ (3.92) $ (9.09) $ (12.56) $ (21.16)
Non-GAAP adjustments
detailed above 2.95 1.24 7.18 (9.97)
----------- ----------- ----------- -----------
Non-GAAP net loss per
common share - basic
and diluted $ (0.97) $ (7.85) $ (5.38) $ (31.13)
=========== =========== =========== ===========
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Twelve Months Ended
December 31,
------------------------
2011 2010
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (113,265) $ (27,065)
Adjustments to reconcile net loss to net cash used
in operating activities:
Depreciation and amortization expense 4,199 2,973
Stock-based compensation 2,530 2,574
Intangible impairment charge 69,621 -
Loss from debt extinguishment 1,977 -
Amortization of interest payment on notes
payable 246 140
Amortization of debt discount 485 826
Foreign exchange loss 1,023 273
Loss on disposal of assets - 42
Bargain purchase gain - (19,326)
Changes in operating assets and liabilities:
Accounts receivable (1,817) (516)
Inventory (923) 1,010
Prepaid expenses and current assets (1,897) 551
Other assets and liabilities (36) (500)
Accounts payable 5,643 (1,137)
Accrued expenses 3,215 (2,404)
Deferred revenues 3,237 5,734
Deferred tax liabilities (15,778) (708)
----------- -----------
Net cash used in operating activities (41,540) (37,532)
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment (1,604) (714)
Increase in restricted cash (550) (200)
Acquisition of Nitec Pharma AG, net of cash
acquired - 6,489
----------- -----------
Net cash (used in) provided by investing
activities (2,154) 5,575
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock in
initial public offering, net of underwriting
fees and issuance costs 44,678 -
Proceeds from issuance of bridge notes payable
to related parties 6,766 10,000
Proceeds from issuance of convertible preferred
stock, net of issuance costs - 20,683
Proceeds from the issuance of notes payable 16,651 11,960
Proceeds from the issuance of common stock 124 -
Deferred financing expenses - (1,902)
Repayment of notes payable (13,067) (10,981)
----------- -----------
Net cash provided by financing activities 55,152 29,760
----------- -----------
Effect of foreign exchange rate changes on cash 1,124 421
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS 12,582 (1,776)
CASH AND CASH EQUIVALENTS, beginning of the year 5,384 7,160
----------- -----------
CASH AND CASH EQUIVALENTS, end of the year $ 17,966 $ 5,384
=========== ===========
Swisher Hygiene (SWSH) Acquires Certain Assets of Environmental Biotech
CHARLOTTE, N.C., March 23, 2012 (GLOBE NEWSWIRE) — Swisher Hygiene Inc. (“Swisher Hygiene”) (Nasdaq:SWSH) (TSX:SWI), a leading provider of essential hygiene and sanitation products and services, today announced that it has acquired the route operations and certain other assets of CSC OPS, LLC (d/b/a Environmental Biotech) (“Environmental Biotech”), a drainline maintenance products and services company.
Environmental Biotech is a global product and service provider delivering environmentally appropriate green solutions to drainage, odor and waste water problems for business, commercial and municipal entities. As part of the transaction, Environmental Biotech will retain its manufacturing, franchise and related support operations and become a supplier of Swisher Hygiene.
“In the foodservice industry, it is critical to ensure that drain lines are clean and flowing properly in order to prevent costly and unsanitary back-ups and clogged drains,” said Steven R. Berrard, Chief Executive Officer of Swisher Hygiene. “Today’s acquisition provides Swisher Hygiene with another opportunity to cross-sell our full suite of products and services to existing and potentially new customers.”
In addition, Swisher Hygiene also announced the acquisition of certain assets of Green on Whites, Inc. (“Green on Whites”), a South Florida-based linen services company. Green on Whites provides linen and facilities rental services to foodservice and hospitality customers in the greater Miami market.
“Our South Florida operations have expanded considerably in the last year through acquisitions and especially organic growth, which has led us to be at near capacity at our current facility in the region,” said Mr. Berrard. “Through this acquisition, we have secured a larger platform which will enable us to further grow our linen services presence in South Florida.”
Total consideration paid by Swisher Hygiene in connection with the acquisitions includes approximately $371,000 in cash, the assumption of certain liabilities and the issuance of a convertible promissory note which may be converted into a maximum of 77,495 shares of Swisher Hygiene common stock subject to certain restrictions, including acceptance by the Toronto Stock Exchange.
Cautionary Statement on Forward-Looking Information
All statements, other than statements of historical fact, contained in this news release, including any information as to the future financial or operating performance of Swisher Hygiene, constitute “forward-looking information” or “forward-looking statements” within the meaning of the U.S. federal securities laws and the Securities Act (Ontario) and are based on the expectations, estimates and projections of management as of the date of this news release unless otherwise stated. All statements other than historical facts are, or may be, deemed to be forward looking statements. The words “plans,” “expects,” “is expected,” “scheduled,” “estimates,” or “believes,” or similar words or variations of such words and phrases or statements that certain actions, events or results “may,” “could,” “would,” “might,” or “will be taken,” “occur,” and similar expressions identify forward-looking statements.
Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by Swisher Hygiene as of the date of such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. The estimates and assumptions of Swisher Hygiene contained in this news release, which may prove to be incorrect, include but are not limited to, the various assumptions set forth herein as well as the accuracy of management’s assessment of the effects of the successful completion and integration of the acquisitions. All of these assumptions have been derived from information currently available to Swisher Hygiene including information obtained by Swisher Hygiene from third-party sources. These assumptions may prove to be incorrect in whole or in part. All of the forward-looking statements made in this news release are qualified by the above cautionary statements and those made in the “Risk Factors” section of Swisher Hygiene’s Annual Report on Form 10-K for the year ended December 31, 2010, Quarterly Report on Form 10-Q for the quarter ended September 30, 2011 and the registration statement on Form S-3 each filed with the Securities and Exchange Commission, available on www.sec.gov, and with Canadian securities regulators available on Swisher Hygiene’s SEDAR profile at www.sedar.com, and Swisher Hygiene’s other filings with the Securities and Exchange Commission and with Canadian securities regulators available on Swisher Hygiene’s SEDAR profile at www.sedar.com. The forward-looking information set forth in this news release is subject to various assumptions, risks, uncertainties and other factors that are difficult to predict and which could cause actual results to differ materially from those expressed or implied in the forward-looking information.
Swisher Hygiene disclaims any intention or obligation to update or revise any forward-looking statements to reflect subsequent events and circumstances, except to the extent required by applicable law.
About Swisher Hygiene Inc.
Swisher Hygiene Inc. is a NASDAQ and TSX listed company that provides essential hygiene and sanitation solutions to customers throughout much of North America and internationally through its global network of company-owned operations, franchises and master licensees operating in countries across Europe and Asia. These essential solutions include cleaning and sanitizing chemicals, foodservice and laundry products, restroom hygiene programs and a full range of related products and services. The company’s most recent program enhancement is its introduction of solid waste management services to commercial and residential customers in selected markets. Together, this broad set of offerings is designed to promote superior cleanliness and sanitation in all commercial environments from door to dumpster, enhancing the safety, satisfaction and well-being of employees and patrons. Swisher Hygiene’s customers include a wide range of commercial enterprises, with a particular emphasis on the foodservice, hospitality, retail, industrial and healthcare industries.
CONTACT: Swisher Hygiene Inc.
Investor Contact:
Amy Simpson
Phone: (704) 602-7116
Garrett Edson, ICR
Phone: (203) 682-8331
Media Contact:
Alecia Pulman, ICR
Phone: (203) 682-8224
Wowjoint Holdings Limited (BWOW) Announces Commencement of Exchange Offer for Outstanding Warrants
BEIJING, March 23, 2012 /PRNewswire-Asia/ — Wowjoint Holdings Limited (NASDAQ: BWOW, BWOWW and BWOWU) (“Wowjoint” or the “Company”), China’s innovative infrastructure solutions provider of customized heavy duty lifting and carrying machinery, announced today that it has commenced an exchange offer (the “Offer”) for its 7,700,642 outstanding warrants (the “Warrants”).
In connection with the Offer, the Company will exchange one ordinary share for every 15.9 Warrants tendered. The Offer will be open for at least twenty business days starting on March 22, 2012 and is scheduled to expire on April 19, 2012, at 5:00 pm Eastern Time. The terms and conditions of the Offer are set forth in the documentation to be distributed to holders of the Warrants. To participate in the Offer, holders must tender their Warrants in accordance with the instructions included in the Offer materials, no later than 5:00 pm Eastern Time on April 18, 2012.
The Warrants are comprised of 7,264,756 warrants outstanding as of March 19, 2012 and 435,886 warrants to be issued as a result of the payment of a special dividend by Wowjoint to its shareholders, which was previously announced on March 21, 2012. The Company will issue up to 484,317 ordinary shares in exchange for the Warrants. Assuming all of the Warrants are tendered, the Company expects to have approximately 8,862,474 ordinary shares issued and outstanding subsequent to the completion of the Offer and the payment of the special dividend.
“We’re happy to announce this exchange offer to our warrant holders,” stated Yabin Liu, Chief Executive Officer of Wowjoint. “We appreciate the support our warrant holders have provided to us since we became public almost two years ago. This event, in addition to the special stock dividend we are providing to our shareholders, demonstrates our confidence in the Company’s future and should provide for a solid capitalization structure as we move forward.”
A copy of the exchange offer materials may be obtained from Georgeson, Inc. the information agent for the Offer. Please contact Georgeson, Inc. with any questions regarding the Offer at (212) 440-9800 (banks and brokers), (866) 767-8986 (toll-free) or BWOW@Georgeson.com.
This announcement is for informational purposes only and does not constitute an offer to purchase nor a solicitation of an offer to tender any Warrants. The solicitation of offers to tender Warrants in exchange for shares has been made pursuant to the Offer to Exchange filed with the SEC (as may be amended or supplemented) on March 22, 2012, the related Letter of Transmittal and other related documents that Wowjoint is sending to its Warrant holders. The exchange offer materials contain important information that should be read carefully before any decision is made with respect to the exchange offer. Those materials are being distributed by Wowjoint to its Warrant holders at no expense to them. In addition, all of those materials (and all other offer documents filed with the SEC) are available at no charge on the SEC’s website at www.sec.gov and from the information agent.
About Wowjoint Holdings Limited
Wowjoint is a leading provider of customized heavy duty lifting and carrying machinery used in large scale infrastructure projects such as railway, highway and bridge construction. Wowjoint’s main product lines include launching gantries, tyre trolleys, special carriers and marine hoists. The Company’s innovative design capabilities have resulted in patent grants and proprietary products. Wowjoint believes it is well-positioned to benefit directly from China’s rapid infrastructure development by leveraging its extensive operational experience and long-term relationships with established blue chip customers. Information on Wowjoint’s products and other relevant information are available on its website at http://www.wowjoint.com.
Forward-Looking Statements
This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. Forward-looking statements in this press release include matters that involve known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to differ materially from results expressed or implied by this press release. Wowjoint undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after the date of this communication. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication. All forward-looking statements are qualified in their entirety by this cautionary statement. All subsequent written and oral forward-looking statements concerning Wowjoint or other matters and attributable to Wowjoint or any person acting on their behalf are expressly qualified in their entirety by the cautionary statements above. Wowjoint does not undertake any obligation to update any forward-looking statement, whether written or oral, relating to the matters discussed in this news release.
For additional information contact:
Wowjoint Holdings:
Aubrye Foote, Vice President of Investor Relations
Tel: (530) 475-2793
Email: aubrye@wowjoint.com
Website: www.wowjoint.com
Dialogic Inc. (DLGC) Reports Fourth Quarter and Full Year 2011 Financial Results
Dialogic Inc. (NASDAQ:DLGC), a leading provider of communications technologies that power advanced networks, today announced fourth quarter and full year financial results for the period ending December 31, 2011.
Fourth Quarter Highlights
- Achieved the highest non-GAAP Gross Margins and EBITDA in the company’s history
- Increased Cash on hand to $10.4 million from $9.0 million
- Continued momentum in Next-Gen products, most notably with design wins in bandwidth optimization for mobile backhaul to support 3G and 4G networks worldwide
“As we review our financial results for the fourth quarter of 2011 over the third quarter of 2011, we are pleased to report that we increased Total Revenue and Gross Margin while significantly reducing Operating Expense, all of which resulted in $4.4 million of Adjusted EBITDA and added to our cash position at the end of the year,” said Nick Jensen, Dialogic Chairman and Chief Executive Officer.
Financial Results
On a GAAP basis, Dialogic achieved the following financial results for the fourth quarter of 2011 as compared to the third quarter of 2011 and full year 2011 as compared to full year 2010:
- Total Revenue for the fourth quarter of 2011 was $50.0 million, an increase of 5.5% compared to $47.4 million in the third quarter of 2011. Total revenue in 2011 was $198.1 million, an increase of 10.8% compared to $178.8M in 2010.
- Gross Margin for the fourth quarter of 2011 was 61.1%, an increase of 130 bps compared to 59.8% in the third quarter of 2011. Gross Margin in 2011 was 59.2% compared to 59.1% in 2010.
- Operating Expense for the fourth quarter of 2011 was $33.9 million, a decrease of 9.0% compared to $37.3M in the third quarter of 2011. Operating Expense in 2011 was $151.9 million, an increase of 12.7% compared to $134.9 million in 2010.
- Net Loss attributable to shareholders for the fourth quarter of 2011 was $9.2 million, or $0.29 per share compared to $13.1 million, or $0.42 per share, in the third quarter of 2011, a decrease of 30.0% quarter over quarter. Net Loss attributable to shareholders for 2011 was $54.8 million, or $1.75 per share, compared to $49.7 million for 2010, or $3.67 per share, an increase of 10.1% year over year.
- Cash on hand for the fourth quarter of 2011 was $10.4 million, an increase of 15.6% compared to $9.0 million in the third quarter of 2011.
As reflected below in the Reconciliation of Condensed Consolidated Statement of Operations Loss to Adjusted EBITDA results, on a non-GAAP basis, Dialogic achieved the following financial results for the fourth quarter of 2011 as compared to the third quarter of 2011:
- Total Revenue for the fourth quarter of 2011 was $50.4 million, an increase of 5.0% compared to $48.0 million for the third quarter of 2011.
- Gross Margin for the fourth quarter of 2011 was the highest in company history at 65.8%, an increase of 50 basis points compared to 65.3% for the third quarter of 2011.
- Operating Expense for the fourth quarter of 2011 was $28.8 million, a decrease of 5.0% compared to $30.3 million for the third quarter of 2011.
- Adjusted EBITDA for the fourth quarter of 2011 was the highest in company history at $4.4 million, an increase of 340% compared to $1.0 million for the third quarter of 2011.
“Since early 2011, we have been actively focused on reducing costs and have decreased annualized operating expenses by approximately $25 million between the first and fourth quarter of 2011,” said John Hanson, Dialogic Chief Financial Officer. “We continue to evaluate and pursue cost management opportunities by sharpening our focus on outsourcing, strategic sourcing and other key measures that could yield an additional annualized cost savings of $18 – $20 million by the end of the fourth quarter of 2012.”
Debt Restructuring
Dialogic Inc. and certain of its affiliates have entered into an agreement with its primary lender, Tennenbaum Capital Partners, LLC and certain of its affiliates (TCP), to restructure $89.9 million of its current short-term debt into a new three-year long-term note with a maturity date of March 31, 2015. The new note carries an interest rate of 10%, which in 2012 may be paid 5% in cash and 5% with a Payment in Kind (PIK) feature, instead of all cash and thereafter may be paid 5% in cash and 5% with a PIK feature based on certain tests related to the company’s freely available cash. This compares to the prior note that carried a cash interest rate of 15%. The new note will also have no financial covenants until the first quarter of 2013. Furthermore, the primary lender has agreed that $3.1 million in cash interest due in the first quarter of 2012 under the prior facility can be deferred and accrued as debt. Associated with the debt restructuring, Dialogic will also issue 18 million warrants for common stock with an exercise price of $1.00 per share to TCP, subject to shareholder approval.
“We are pleased to have been able to restructure our balance sheet and to materially reduce our future cash interest expense by what we estimate to be at least $9.0 million for the first year in partnership with Tennenbaum Capital Partners,” said Hanson. “We see this as another milestone in the company’s ongoing efforts to optimize financial performance.”
“We have delivered a strong fourth quarter and a solid year both in terms of our financial performance, but also the underlying Next-Gen solutions and services that our customers rely on to scale their business in the face of unprecedented growth in mobile video, data and voice services,” said Jensen. “We believe that we have the right technologies at the right time and that increasing our focus on Next-Gen investments in these key growth areas continues to position us well in the fastest growing mobile markets worldwide, such as bandwidth optimization, session border controllers and video. We recognize that having the right operating structure and the right capital structure are key elements in our ability to create long-term shareholder value.”
Business Outlook for the First Quarter of 2012
Dialogic expects Total Revenue in the first quarter of 2012 to be slightly less than Total Revenues achieved in the fourth quarter of 2011, due to normal seasonality.
Use of Non-GAAP Financial Measures
Some of the measures in this press release are non-GAAP financial measures within the meaning of the SEC Regulation G. Dialogic believes that presenting non-GAAP operating income (loss) is useful to investors, because it describes the operating performance of Dialogic. Dialogic management uses these non-GAAP measures as important indicators of the company’s past performance and in planning and forecasting performance in future periods. Dialogic considers EBITDA, as adjusted, an important measure of its ability to generate cash flows to service debt, fund capital expenditures and fund other corporate investing and financing activities. EBITDA, as adjusted, eliminates the non-cash effect of tangible asset depreciation and amortization of intangible assets and stock-based compensation as well as certain nonrecurring expenses. EBITDA should be considered in addition to, rather than as a substitute for, pre-tax income, net income and cash flows from operating activities. The non-GAAP financial information Dialogic presents may not be comparable to similarly-titled financial measures used by other companies, and investors should not consider non-GAAP financial measures in isolation from, or in substitution for, financial information presented in compliance with GAAP. You are encouraged to review the reconciliation of non-GAAP financial measures to GAAP financial measures included elsewhere in this press release.
In respect of the foregoing, Dialogic provides the following supplemental information to provide additional context for the use and consideration of the non-GAAP financial measures used elsewhere in this press release:
“EBITDA” is defined as earnings before interest, taxes, depreciation and amortization. “Adjusted EBITDA” is defined as EBITDA plus adjustments for nonrecurring items or other adjustments. Adjusted EBITDA includes EBITDA and also non-cash stock compensation expense, purchase price adjustments resulting from the fair value adjustments of the assets and liabilities of Veraz Networks as of October 1, 2010, acquisition and integration related costs, restructuring expenses, SEC inquiry expenses and foreign exchange gains (losses). Dialogic considers Adjusted EBITDA as a key metric in evaluating its financial performance.
Stock-based compensation: These expenses consist of expenses for employee stock options, restricted stock units and employee stock purchases under ASC 718. Dialogic excludes stock-based compensation expenses from our non-GAAP measures primarily because they are non-cash expenses and are also excluded by our lender in the calculation of EBITDA. As Dialogic applies ASC 718, it believes that it is useful to its investors to understand the impact of the application of ASC 718 to its operational performance, liquidity and its ability to invest in research and development and fund acquisitions and capital expenditures. While stock-based compensation expense calculated in accordance with ASC 718 constitutes an ongoing and recurring expense, such expense is excluded from non-GAAP results because it is not an expense that typically requires or will require cash settlement by Dialogic and because such expense is not used by management to assess the core profitability of our business operations. Dialogic further believes these measures are useful to investors in that they allow for greater transparency to certain line items in our financial statements. In addition, excluding this item from various non-GAAP measures better facilitates comparisons to our competitors’ operating results.
SEC inquiry expense: Due to the generally nonrecurring nature and magnitude of expense associated with the SEC inquiry, Dialogic excludes such expenses from its non-GAAP measures primarily because they are not indicative of ongoing operating results. Further, excluding this item from non-GAAP measures facilitates management’s internal comparisons to our historical operating results.
Conference Call Information
Dialogic will hold its fourth quarter earnings conference call at approximately 9:00am Eastern Time on Friday, March 23, 2012. Dialogic will offer a live webcast of the conference call, which will also include forward-looking information. For parties in the United States, call 1-800-860-2442 to access the conference call. International parties can access the call at 412-858-4600. The webcast will be accessible from the “Investor Relations” section of the Dialogic website (www.dialogic.com). The webcast will be archived for a period of 30 days. A telephonic replay of the conference call will also be available one hour after the call and will run for one month. To hear the replay, parties in the United States should call 1-877-344-7529 and enter passcode 10006191#. International parties should call 1-412-317-0088 and enter passcode 10006191#. In addition, Dialogic’s press release will be distributed via Business Wire and posted on the Dialogic website before the conference call begins (DLGC-IR).
About Dialogic
Dialogic (NASDAQ: DLGC) develops products and technologies that enable operators to provide – and subscribers to enjoy – an enhanced mobile experience. Whether our products are used in mobile value-added service solutions or to transform, connect and optimize communications services, Dialogic understands that mobile experience matters. Our technology touches over two billion mobile subscribers a day and our network solutions carry more than 15 billion minutes of traffic per month.
For more information on Dialogic and the communications solutions built on Dialogic® technology, visit www.dialogic.com and www.dialogic.com/showcase. Also, find us on the following social networking sites:
- Dialogic Exchange Network (DEN)
- Google+
- YouTube
This press release may contain forward-looking statements regarding future events that involve risks and uncertainties. Readers are cautioned that these forward-looking statements are only predictions and may differ materially from actual future events or results. These forward-looking statements involve risks and uncertainties, as well as assumptions that if they do not fully materialize or prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. The risks and uncertainties that could cause our results to differ materially from those expressed or implied by such forward-looking statements include but are not limited to, our level of our indebtedness, the potential market for and market acceptance of our products, industry and competitive market conditions, gross margin expansion, adding working capital, creating new revenue opportunities, reducing operating expenses, including our ability to achieve expected savings in future cash interest expense, intellectual property matters and other risks and uncertainties described more fully in our documents filed with or furnished to the SEC. More information about these and other risks that may impact Dialogic’s business is set forth in the “Risk Factors” section in our Annual Report on Form 10-K for the year ended December 31, 2010 and our Quarterly Report on Form 10-Q for the quarter ended September 30, 2011, each as filed with the SEC. These filings are available on a website maintained by the SEC http://www.sec.gov/. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we assume no obligation to update these forward-looking statements.
Dialogic is a registered trademark of Dialogic Inc. or a subsidiary. All other company and product names may be trademarks of the respective companies with which they are associated.
| DIALOGIC INC. | |||||||||||||||||||||
| Condensed Consolidated Statements of Operations | |||||||||||||||||||||
| (In thousands, except per share data, unaudited) | |||||||||||||||||||||
| Three Months Ended | Twelve Months Ended | ||||||||||||||||||||
| December 31, | September 30, | December 31, | December 31, | ||||||||||||||||||
| 2011 | 2011 | 2010 | 2011 | 2010 | |||||||||||||||||
| Revenues: | |||||||||||||||||||||
| Products | $ | 38,660 | $ | 36,604 | $ | 47,398 | $ | 157,088 | $ | 162,449 | |||||||||||
| Services | 11,352 | 10,817 | 8,053 | 40,996 | 16,323 | ||||||||||||||||
| Total revenues | 50,012 | 47,421 | 55,451 | 198,084 | 178,772 | ||||||||||||||||
| Cost of Revenues: | |||||||||||||||||||||
| Products | 14,253 | 13,700 | 21,026 | 59,490 | 61,725 | ||||||||||||||||
| Services | 5,207 | 5,358 | 4,746 | 21,422 | 11,412 | ||||||||||||||||
| Total cost of revenues | 19,460 | 19,058 | 25,772 | 80,912 | 73,137 | ||||||||||||||||
| Gross profit | 30,552 | 28,363 | 29,679 | 117,172 | 105,635 | ||||||||||||||||
| Operating Expenses: | |||||||||||||||||||||
| Research and development, net | 12,300 | 13,540 | 15,411 | 54,562 | 46,152 | ||||||||||||||||
| Sales and marketing | 12,464 | 12,664 | 18,083 | 54,293 | 51,536 | ||||||||||||||||
| General and administrative | 8,369 | 9,391 | 8,724 | 35,921 | 28,535 | ||||||||||||||||
| Merger costs | – | – | 4,500 | – | 6,628 | ||||||||||||||||
| Restructuring charges | 793 | 1,674 | 1,498 | 7,214 | 2,047 | ||||||||||||||||
| Total operating expenses | 33,926 | 37,269 | 48,216 | 151,990 | 134,898 | ||||||||||||||||
| Loss from operations | (3,374 | ) | (8,906 | ) | (18,537 | ) | (34,818 | ) | (29,263 | ) | |||||||||||
| Interest and other income (expense) | (1,424 | ) | (3 | ) | (62 | ) | (1,427 | ) | 476 | ||||||||||||
| Interest expense, related party | (4,789 | ) | (4,695 | ) | (3,482 | ) | (18,016 | ) | (17,848 | ) | |||||||||||
| Foreign exchange gains (losses), net | 118 | (51 | ) | (204 | ) | (266 | ) | (302 | ) | ||||||||||||
| Loss before income taxes | (9,469 | ) | (13,655 | ) | (22,285 | ) | (54,527 | ) | (46,937 | ) | |||||||||||
| Income taxes provision (benefit) | (306 | ) | (557 | ) | (933 | ) | 282 | (224 | ) | ||||||||||||
| Net loss | (9,163 | ) | (13,098 | ) | (21,352 | ) | (54,809 | ) | (46,713 | ) | |||||||||||
| Change in redemption value of preferred shares | – | – | – | – | (3,047 | ) | |||||||||||||||
| Net loss attributable to common shareholders | $ | (9,163 | ) | $ | (13,098 | ) | $ | (21,352 | ) | $ | (54,809 | ) | $ | (49,760 | ) | ||||||
| Net loss allocable to common stockholders per share – basic and diluted | $ | (0.29 | ) | $ | (0.42 | ) | $ | (0.69 | ) | $ | (1.75 | ) | $ | (3.67 | ) | ||||||
| Weighted-average shares outstanding used in computing net loss per share — basic and diluted: | 31,444 | 31,444 | 31,113 | 31,323 | 13,566 | ||||||||||||||||
| DIALOGIC INC. | |||||||||||||
| Reconciliation of Condensed Consolidated Statement of Operations Loss to Adjusted EBITDA results | |||||||||||||
| (In thousands, except per share data, unaudited) | |||||||||||||
| Three Months Ended December 31, 2011 | |||||||||||||
| Statement of Operations | Adjustments | Adjusted Non-GAAP | |||||||||||
| Revenues: | |||||||||||||
| Products | $ | 38,660 | $ | 144 | B | $ | 38,804 | ||||||
| Services | 11,352 | 281 | B | 11,633 | |||||||||
| Total revenues | 50,012 | 425 | 50,437 | ||||||||||
| Cost of Revenues: | |||||||||||||
| Products | 14,253 | (2,193 | ) | A,B, C | 12,060 | ||||||||
| Services | 5,207 | – | 5,207 | ||||||||||
| Total cost of revenues | 19,460 | (2,193 | ) | 17,267 | |||||||||
| Gross profit | 30,552 | 2,618 | 33,170 | ||||||||||
| Operating Expenses: | |||||||||||||
| Research and development, net | 12,300 | (575 | ) | A,C | 11,725 | ||||||||
| Sales and marketing | 12,464 | (1,466 | ) | A,C | 10,998 | ||||||||
| General and administrative | 8,369 | (2,323 | ) | A, C, D, E | 6,046 | ||||||||
| Merger costs | 0 | – | – | ||||||||||
| Restructuring charges | 793 | (793 | ) | – | |||||||||
| Total operating expenses | 33,926 | (5,157 | ) | 28,769 | |||||||||
| Loss from operations | (3,374 | ) | 7,775 | 4,401 | |||||||||
| Interest and other income (expense) | (1,424 | ) | 1,424 | – | |||||||||
| Interest expense, related party | (4,789 | ) | 4,789 | – | |||||||||
| Foreign exchange gains (losses), net | 118 | (118 | ) | – | |||||||||
| Loss before income taxes | (9,469 | ) | 13,870 | 4,401 | |||||||||
| Income taxes provision (benefit) | (306 | ) | 306 | – | |||||||||
| Net loss | $ | (9,163 | ) | $ | 13,564 | $ | 4,401 | ||||||
| DIALOGIC INC. | |||||||||||||
| Reconciliation of Condensed Consolidated Statement of Operations Loss to Adjusted EBITDA results | |||||||||||||
| (In thousands, except per share data, unaudited) | |||||||||||||
| Three Months Ended September 30, 2011 | |||||||||||||
| Statement of Operations | Adjustments | Adjusted Non-GAAP | |||||||||||
| Revenues: | |||||||||||||
| Products | $ | 36,604 | $ | 155 | B | $ | 36,759 | ||||||
| Services | 10,817 | 413 | B | 11,230 | |||||||||
| Total revenues | 47,421 | 568 | 47,989 | ||||||||||
| Cost of Revenues: | |||||||||||||
| Products | 13,700 | (2,373 | ) | A,B,C | 11,327 | ||||||||
| Services | 5,358 | (25 | ) | E | 5,333 | ||||||||
| Total cost of revenues | 19,058 | (2,398 | ) | 16,660 | |||||||||
| Gross profit | 28,363 | 2,966 | 31,329 | ||||||||||
| Operating Expenses: | |||||||||||||
| Research and development, net | 13,540 | (741 | ) | A,C,E | 12,799 | ||||||||
| Sales and marketing | 12,664 | (1,524 | ) | A,C, E | 11,140 | ||||||||
| General and administrative | 9,391 | (2,995 | ) | A, C, D, E | 6,396 | ||||||||
| Merger costs | – | – | – | ||||||||||
| Restructuring charges | 1,674 | (1,674 | ) | – | |||||||||
| Total operating expenses | 37,269 | (6,934 | ) | 30,335 | |||||||||
| Loss from operations | (8,906 | ) | 9,900 | 994 | |||||||||
| Interest and other income (expense) | (3 | ) | 3 | – | |||||||||
| Interest expense, related party | (4,695 | ) | 4,695 | – | |||||||||
| Foreign exchange gains (losses), net | (51 | ) | 51 | – | |||||||||
| Loss before income taxes | (13,655 | ) | 14,649 | 994 | |||||||||
| Income taxes provision (benefit) | (557 | ) | 557 | – | |||||||||
| Net loss | $ | (13,098 | ) | $ | 14,092 | $ | 994 | ||||||
| (A) Stock-based compensation for the three months ended December 31, 2011 and September 30, 2011, was as follows: | |||||||||||||
| December 31, 2011 | September 30, 2011 | ||||||||||||
| Cost of revenues | $ | 79 | $ | 89 | |||||||||
| Research and development, net | 199 | 239 | |||||||||||
| Sales and marketing | 196 | 234 | |||||||||||
| General and administrative | 225 | 198 | |||||||||||
| $ | 699 | $ | 760 | ||||||||||
| (B) Purchase price adjustments for the three months ended December 31, 2011 and September 30, 2011, was as follows: | |||||||||||||
| December 31, 2011 | September 30, 2011 | ||||||||||||
| Revenues: | |||||||||||||
| Products | $ | 144 | $ | 155 | |||||||||
| Services | 281 | 413 | |||||||||||
| Total revenues | $ | 425 | $ | 568 | |||||||||
| Cost of Revenues: | |||||||||||||
| Products | 18 | 138 | |||||||||||
| Total cost of revenues | $ | 18 | $ | 138 | |||||||||
| Operating Expenses: | |||||||||||||
| Sales and Marketing | |||||||||||||
| Total operating expenses | $ | – | $ | – | |||||||||
| (C) Depreciation and amortization for the three months ended December 31, 2011 and September 30, 2011, was as follows: | |||||||||||||
| December 31, 2011 | September 30, 2011 | ||||||||||||
| Cost of revenues | $ | 2,096 | $ | 2,146 | |||||||||
| Research and development, net | 376 | 437 | |||||||||||
| Sales and marketing | 1,270 | 1,269 | |||||||||||
| General and administrative | 776 | 812 | |||||||||||
| $ | 4,518 | $ | 4,664 | ||||||||||
| (D SEC Inquiry for the three months ended December 31, 2011 and September 30, 2011, was as follows: | |||||||||||||
| December 31, 2011 | September 30, 2011 | ||||||||||||
| General and administrative | 1,147 | 1,699 | |||||||||||
| $ | 1,147 | $ | 1,699 | ||||||||||
| (E) Integration for the three months ended December 31, 2011 and September 30, 2011, was as follows: | |||||||||||||
| December 31, 2011 | September 30, 2011 | ||||||||||||
| Cost of revenues | $ | – | $ | 25 | |||||||||
| Research and development, net | – | 65 | |||||||||||
| Sales and marketing | – | 21 | |||||||||||
| General and administrative | 175 | 286 | |||||||||||
| $ | 175 | $ | 397 | ||||||||||
| DIALOGIC INC. AND SUBSIDIARIES | ||||||||
| Condensed Consolidated Balance Sheets | ||||||||
| (In thousands, unaudited) | ||||||||
| December 31, 2011 | December 31, 2010 | |||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 10,353 | $ | 24,559 | ||||
| Restricted cash | 1,497 | 650 | ||||||
| Accounts receivable, net | 49,956 | 57,931 | ||||||
| Inventories | 20,127 | 27,102 | ||||||
| Prepaid expenses | 3,580 | 5,703 | ||||||
| Other current assets | 3,081 | 7,695 | ||||||
| Total current assets | 88,594 | 123,640 | ||||||
| Property and equipment, net | 7,947 | 10,262 | ||||||
| Intangible assets, net | 33,267 | 46,904 | ||||||
| Goodwill | 31,223 | 31,614 | ||||||
| Deferred debt issuance costs, net | 286 | 3,307 | ||||||
| Deferred taxes | 550 | – | ||||||
| Other assets | 1,475 | 1,393 | ||||||
| Total assets | $ | 163,342 | $ | 217,120 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Bank indebtedness | $ | 12,509 | $ | 12,783 | ||||
| Accounts payable | 21,569 | 23,552 | ||||||
| Accrued liabilities | 23,417 | 23,765 | ||||||
| Deferred revenue | 14,872 | 17,209 | ||||||
| Income tax payable | 1,665 | 2,010 | ||||||
| Short-term debt, related party | 89,875 | – | ||||||
| Interest payable on long-term debt | 3,452 | 2,953 | ||||||
| Total current liabilities | 167,359 | 82,272 | ||||||
| Long-Term liabilities: | ||||||||
| Long-term debt, related party | 4,800 | 93,811 | ||||||
| Accrued restructuring | 2,471 | – | ||||||
| Income taxes payable | 2,338 | 2,416 | ||||||
| Deferred revenue | 1,810 | 2,423 | ||||||
| Total liabilities | 178,778 | 180,922 | ||||||
| Commitments and contingencies | ||||||||
| Stockholders’ equity: | ||||||||
| Common shares and additional paid-in capital | 222,093 | 218,783 | ||||||
| Accumulated other comprehensive (loss) | (22,206 | ) | (22,071 | ) | ||||
| Accumulated deficit | (215,323 | ) | (160,514 | ) | ||||
| Total stockholders’ equity (deficit) | (15,436 | ) | 36,198 | |||||
| Total liabilities and stockholders’ equity (deficit) | $ | 163,342 | $ | 217,120 | ||||
China Sunergy (CSUN), China Electric Equipment Group and DuPont China Holdings Announce Strategic Collaboration
China Sunergy Co., Ltd. (Nasdaq: CSUN) (“China Sunergy” or the “Company”), a specialized solar cell and module manufacturer, is pleased to announce that the Company, together with China Electric Equipment Group (“CEEG”) have signed a Letter of Intent with DuPont China Holdings (DuPont) for strategic collaboration relating to photovoltaic (solar) technologies & materials, power transformer, insulation and aircraft composite materials over a three-year period.
DuPont has been well recognized as bringing world-class science and engineering to the global marketplace by providing high quality products, materials, and inclusive innovative capabilities since 1802. This strategic collaboration among the parties includes photovoltaic, power transformer, as well as insulation and aviation composite materials. It is anticipated that the strategic collaboration will help improve product quality, enhance the collaboration and development of new products, new applications and new markets.
The strategic collaboration offers long-term benefits to the three companies. As part of this collaboration, China Sunergy has agreed to increase its purchase of photovoltaic materials from DuPont, including DuPont™ Solamet® photovoltaic metallizations used in solar cells to achieve higher cell efficiency and DuPont™ Tedlar® polyvinyl fluoride film based backsheet for solar module protection. It is hoped that the collaboration will help advance the development of new and improved technologies and product quality improvements, further increasing efficiency and overall system cost reductions, to help reach grid parity faster.
“Collaborating with our local partners to address the need to reduce global dependence on fossil fuels is critical to China’s sustainable development,” said DuPont Greater China President Tony Su. “This Letter of Intent will expand the strategic relationship between DuPont, CEEG and China Sunergy with long-term benefit not only to the parties, but also to the local industry and community. DuPont China is committed to leverage its strong technological capabilities across the company and work with our partners to support their rapid growth.”
Chairman of China Sunergy and CEEG, Mr. Tingxing Lu, added: “CEEG has maintained a strategic commercial relationship with DuPont for over 15 years. I’m happy to see that this collaboration has been extended to involve China Sunergy. DuPont is one of the world’s leading, first-class enterprises, and this strategic collaboration will benefit China Sunergy to continue improving its technology, product reliability and customer satisfaction. China Sunergy’s CEO Mr. Stephen Cai and CTO Dr. Jianhua Zhao really look forward to strengthening this alliance and exploring innovations with DuPont.”
About DuPont
DuPont (NYSE: DD) has been bringing world-class science and engineering to the global marketplace in the form of innovative products, materials, and services since 1802. The company believes that by collaborating with customers, governments, NGOs, and thought leaders we can help find solutions to such global challenges as providing enough healthy food for people everywhere, decreasing dependence on fossil fuels, and protecting life and the environment. For additional information about DuPont and its commitment to inclusive innovation, please visit http://www.dupont.com
About China Electric Equipment Group
CEEG (China Electric Equipment Group),headquartered in Nanjing, was founded in 1990, with the core values of “foresight, innovation and responsibility”, insisting on the responsibility of “output the great power to the world”, and has devoted to manufacture for more than twenty years, forming four main industries of power transformer, solar industry, power electronics and honeycomb material. CEEG has 15 subsidiaries, more than 300 sales & service networks across China, selling into 22 countries and territories in the world. CEEG has received many awarded such as “Top 500 China’s Private Enterprises”, “Chinese Well-known Trademark”, “National Environmentally Friendly Enterprise”, “National Innovative Enterprise” etc. To know more, please visit the official website: http://www.ceeg.cn
About China Sunergy Co., Ltd.
China Sunergy Co., Ltd. is a specialized manufacturer of solar cell and module products in China. China Sunergy manufactures solar cells from silicon wafers, which utilizes crystalline silicon solar cell technology to convert sunlight directly into electricity through a process known as photovoltaic effect, and assembles solar cells into solar modules. China Sunergy sells these solar products to Chinese and overseas module manufacturers, system integrators and solar power systems for use in China and many other markets. For additional information, please visit http://www.chinasunergy.com
Safe Harbor Statement
This announcement contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts in this announcement are forward-looking statements. These forward-looking statements are based on current expectations, assumptions, estimates and projections about the Company and the industry, and involve known and unknown risks and uncertainties, including but not limited to, the Company’s ability to raise additional capital to finance the Company’s activities; the effectiveness, profitability, and the marketability of its products; litigations and other legal proceedings, including the ultimate outcome of any decisions by the ITC and DOC on the petitions filed; the economic slowdown in China and elsewhere and its impact on the Company’s operations; demand for and selling prices of the Company’s products, the future trading of the common stock of the Company; the ability of the Company to operate as a public Company; the period of time for which its current liquidity will enable the Company to fund its operations; the Company’s ability to protect its proprietary information; general economic and business conditions; the volatility of the Company’s operating results and financial condition; the Company’s ability to attract or retain qualified senior management personnel and research and development staff; future shortage or availability of the supply of raw materials; impact on cost-competitiveness as a result of entering into long-term arrangements with raw material suppliers and other risks detailed in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or to changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward looking statements are reasonable, they cannot assure you that their expectations will turn out to be correct, and investors are cautioned that actual results may differ materially from the anticipated results.
Media Contacts:
China Sunergy Co., Ltd. DuPont China Holding Co., Ltd.
Elaine Li Jamie Mo
Phone: +86-25-5276-6696 Phone: +86-20-3839-0222 ext.8088
Email: Elaine.li@chinasunergy.com Email: Jamie-jing-mei.mo@chn.dupont.com
Brunswick Group
Hong Kong Hong Kong
Ginny Wilmerding Xiaoxiao Nina Zhan
Phone: +852-3512-5000 Phone: +852-3512-5000
Email: csun@brunswickgroup.com Email: csun@brunswickgroup.com
JA Solar (JASO) Announces Fourth Quarter and Fiscal Year 2011 Results
SHANGHAI, China, March 20, 2012 (GLOBE NEWSWIRE) — JA Solar Holdings Co., Ltd., (Nasdaq:JASO), (“JA Solar” or “the Company”), one of the world’s largest manufacturers of high-performance solar cells and solar power products, today announced its unaudited financial results for its fourth quarter and fiscal year ended December 31, 2011.
Fourth Quarter 2011 Highlights
- Shipments were 398MW, surpassing the company’s previous guidance of 310MW to 330MW and compared to shipments of 445MW in the third quarter of 2011
- Net revenue was RMB 1.95 billion ($309.1 million), compared to RMB 2.5 billion ($393.2 million) in the third quarter of 2011
- Gross margin was positive 0.5%, compared to gross margin of negative 4.3% in the third quarter of 2011
- Operating loss was RMB 487.6 million ($77.5 million), compared to operating loss of RMB 276.3 million ($43.9 million) in the third quarter of 2011. Excluding a long-lived assets impairment of RMB 303.1 million ($48.2 million), operating loss would have been RMB 184.5 million ($29.3 million)
- Net loss was RMB 429.6 million ($68.3 million) and loss per diluted ADS was RMB 2.45 ($0.39), compared to loss per diluted ADS of RMB 2.28 ($0.36) in the third quarter of 2011
- Operating cash flow was positive RMB 545.3 million ($86.6 million), compared to negative RMB 282.7 million ($44.9 million) in the third quarter of 2011
- Cash and cash equivalents at the end of the quarter were RMB 3.9 billion ($617.9 million), compared to RMB 3.2 billion ($513.3 million) at the end of the third quarter of 2011
Fiscal Year 2011 Highlights
- Shipments grew to approximately 1.69GW, an increase of 15.8% from 1.46GW in fiscal year 2010
- Net revenue was RMB 10.7 billion ($1.7 billion), compared to net revenue of RMB 11.8 billion ($1.9 billion) in fiscal year 2010
- Gross margin was 4.3%, compared to gross margin of 21.7% in fiscal year 2010
- Operating loss was RMB 420.5 million ($66.8 million), compared to operating income of RMB 1.98 billion ($314.2 million) in fiscal year 2010
- Net loss was RMB 564.3 million ($89.7 million) and loss per diluted ADS was RMB 3.38 ($0.54), compared to earnings per diluted ADS of RMB 10.61 ($1.69) in fiscal year 2010
- Operating cash flow was RMB 375.6 million ($59.7 million), compared to operating cash flow of RMB 1.3 billion ($203.3 million) in fiscal year 2010
- Cash and cash equivalents at the end of the year were RMB 3.9 billion ($617.9 million), compared to RMB 2.3 billion ($363.8 million) at the end of fiscal year 2010
“Despite challenging market conditions, we recorded positive operating cash flow and positive gross margin for the fourth quarter,” said Dr. Peng Fang, chief executive officer of JA Solar. “We are encouraged that shipments for the fourth quarter were well in excess of the high end of our guidance, spurred by sustained, strong demand across our diverse customer base for our high-efficiency cells and modules. Our prudent approach to inventory and cash management enabled us to achieve positive operating cash flow of $86.6 million for the quarter.”
Dr. Fang continued, “Demand for our high-quality, high-efficiency modules continues to grow quickly. Total module shipments accounted for over 45% of total shipments and over 56% of revenue in this quarter. This is the first quarter in which revenue from modules has exceeded revenue from solar cells, marking an important milestone in our efforts to build our module market share. Powered by JA Solar’s proprietary SECIUM and MAPLE technologies, our high-efficiency modules offer higher power output than the industry average. This key differentiator has helped us to win new customers.”
“Our emphasis on building long-term partnerships with the leading players across the industry value chain was the key driver of our strong shipment results in the fourth quarter and positions JA Solar for continued improvement as we move into 2012. Over the past year, we have established valuable new relationships with leading utility companies and project developers in fast-growing markets like the U.S., China, India and Japan, which we expect will translate into healthy shipment volumes throughout the year ahead. China, in particular, represents a very promising market for us, with shipments to the China end market accounting for approximately 22% of our module sales revenue for the fourth quarter. Our strong balance sheet gives our partners and financial institutions confidence that JA Solar will be able to sustain its position as a long-term leader in the industry. With demand for our high-efficiency products remaining robust, in 2012 we will continue to focus on achieving improvements in conversion efficiency and the power range of our module products, while driving further cost reductions. We look forward to continuing to work with our customers to grow our market share in key markets over the next twelve months and beyond.”
Fourth Quarter 2011 Financial Results
Total shipments in the fourth quarter of 2011 were 398MW, above the Company’s previously provided guidance of 310MW to 330MW. This represents a 10.6% decline from 445MW in the third quarter of 2011 and a 14.0% decrease from 463MW in the fourth quarter of 2010.
Revenue in the fourth quarter of 2011 was RMB 1.95 billion ($309.1 million), a decrease of 21.4% from RMB 2.5 billion ($393.2 million) reported in the third quarter of 2011 and a decrease of 49.5% from RMB 3.9 billion ($612.7 million) reported in the fourth quarter of 2010.
Gross profit in the fourth quarter of 2011 was RMB 9.1 million ($1.4 million), compared with a gross loss of RMB 106.1 million ($16.9 million) in the third quarter of 2011 and gross profit of RMB 740.4 million ($117.6 million) in the fourth quarter of 2010. Gross margin was positive 0.5% in the fourth quarter of 2011, compared with negative 4.3% in the third quarter of 2011 and 19.2% in the fourth quarter of 2010.
Total operating expenses in the fourth quarter of 2011, which included an impairment of long lived assets of RMB 303.1 million ($48.2 million) related to the Company’s multi-crystalline wafer manufacturing facility in Donghai, were RMB 496.7million ($78.9 million), compared with RMB 170.2 million ($27.0 million) in the third quarter of 2011 and RMB 149.8 million ($23.8 million) in the fourth quarter of 2010.
Operating loss in the fourth quarter of 2011 was RMB 487.6 million ($77.5 million), compared with an operating loss of RMB 276.3 million ($43.9 million) in the third quarter of 2011 and operating income of RMB 590.7 million ($93.8 million) in the fourth quarter of 2010. Excluding a long-lived assets impairment of RMB 303.1 million ($48.2 million), operating loss would have been RMB 184.5 million ($29.3 million). Operating margin was negative 25.1% in the fourth quarter of 2011, compared with negative 11.2% in the third quarter of 2011 and a positive operating margin of 15.3% in the fourth quarter of 2010.
Other income in the fourth quarter of 2011 was RMB 208.9 million ($33.2 million), compared with other loss of RMB 13 million ($2.1 million) in the third quarter of 2011 and other income of RMB 355.3 million ($56.5 million) in the fourth quarter of 2010. Included in other income in the fourth quarter of 2011 was a one-time non-cash gain of RMB 187.4 million ($29.8 million) arising from the negative goodwill recognized in the acquisition of Solar Silicon Valley, due to the fixed share consideration and the decline of JA Solar’s share price between the date of the definitive agreement and the date of deal consummation.
Loss per diluted ADS in the fourth quarter of 2011 was RMB 2.45 ($0.39), compared with loss per diluted ADS of RMB 2.28 ($0.36) in the third quarter of 2011 and earnings per diluted ADS of RMB 3.90 ($0.62) in the fourth quarter of 2010.
In the fourth quarter of 2011, the Company generated operating cash flow of RMB 545.3 million ($86.6 million) or RMB 3.11 ($0.49) per diluted ADS.
Fiscal Year 2011 Results
Fiscal year 2011 shipments were 1.69GW, an increase of 15.8% from 1.46GW in fiscal year 2010.
Total revenue in fiscal year 2011 was RMB 10.7 billion ($1.7 billion), a decrease of 8.7% from RMB 11.8 billion ($1.9 billion) in fiscal year 2010.
Total gross profit in fiscal year 2011 was RMB 461.3 million ($73.3 million) or 4.3% of revenue, compared with RMB 2.55 billion ($404.6 million) or 21.7% of revenue in fiscal year 2010. Operating loss in fiscal year 2011 was RMB 420.5 million ($66.8 million), compared with operating income of RMB 1.98 billion ($314.2 million) in fiscal year 2010. In fiscal year 2011, net loss per diluted ADS was RMB 3.38 ($0.54), compared with net income per diluted ADS of RMB 10.61 ($1.69) in fiscal year 2010.
In fiscal year 2011, the Company generated operating cash flow of RMB 375.6 million ($59.7 million) or RMB 2.25 ($0.36) per diluted ADS.
Liquidity
The Company maintained a strong balance sheet with cash and cash equivalents of RMB 3.9 billion ($617.9 million), and total working capital of RMB 4.4 billion ($696.5 million) at December 31, 2011. Total short-term bank borrowings were RMB 529.9 million ($84.2 million). Total long-term bank borrowings were RMB 4.3 billion ($690.7 million), among which RMB 885 million ($140.6 million) were due in one year. The total face value of outstanding convertible bonds due 2013 was RMB 1.4 billion ($222.0 million) at December 31, 2011.
Recent Business Highlights
- Signed a 600MW three-year module supply framework agreement with a leading international independent power producer
- Signed over 350MW of solar cell sales agreements with various Chinese customers including GD Solar, Jiangsu Runda PV, CNPV, and Juli New Energy
- Signed a framework agreement with the local government of Jiuquan, Gansu province, China, to develop, construct, and operate utility scale solar projects and build a 100MW module manufacturing facility in support of these projects
- Delivered 23MW of solar modules to a Datang project in Ningxia province, China
- Signed a 10MW module supply agreement with Hefei Golden Sun Energy Tech Co., Ltd. to supply projects supported by the Chinese government’s “Golden Sun” program
- Delivered 10MW of high-efficiency Maple modules to one of the world’s largest power utility companies
Business Outlook
For the first quarter of 2012, the Company expects total cell and module shipments to be between 320MW and 350MW. For the full year 2012, the Company expects total cell and module shipments to be between 1.8GW and 2.0GW.
Manufacturing Capacity Update
By the end of 2011, JA Solar had an annual solar cell production capacity of 2.8GW and an annual module production capacity of 1.2GW. JA Solar intends to maintain its annualized solar cell capacity at 2.8GW in 2012. The Company expects to achieve annualized solar module capacity of 1.7GW by the end of the second quarter of 2012 and 2GW by the end of 2012.
Investor Conference Call / Webcast Details
A conference call has been scheduled for today, Tuesday, March 20, 2012, at 8:00 a.m. U.S. Eastern Time (8:00 p.m. Beijing/Hong Kong Time). The call may be accessed by dialing +65-6723-9381 (international), +1-718-354-1231 (U.S.), or +852-2475-0994 (Hong Kong). The passcode is JA Solar. A live webcast of the conference call will be available on the Company’s website at www.jasolar.com. A replay of the call will be available beginning two hours after the live call and will be accessible by dialing +61-2-8235-5000 (international) or +1-718-354-1232 (U.S.). The passcode for the replay is 61677398.
Currency Convenience Translation
The conversion of Renminbi into U.S. dollars in this release, made solely for the convenience of the reader, is based on the noon buying rate in the city of New York for cable transfers of Renminbi as certified for customs purposes by the Federal Reserve Bank of New York as of December 30, 2011, which was RMB 6.2939 to $1.00. No representation is intended to imply that the Renminbi amounts could have been, or could be, converted, realized or settled into U.S. dollars at that rate on December 30, 2011, or at any other date. The percentages stated in this press release are calculated based on Renminbi.
Forward-looking Statements
This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by words such as “may,” “expect,” “anticipate,” “aim,” “intend,” “plan,” “believe,” “estimate,” “potential,” “continue,” and other similar statements. Statements other than statements of historical facts in this announcement are forward-looking statements, including but not limited to, our expectations regarding the expansion of our manufacturing capacities, our future business development, and our beliefs regarding our production output and production outlook. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations, assumptions, estimates and projections about the Company and the industry. Further information regarding these and other risks is included in Form 20-F and other documents filed with the Securities and Exchange Commission. The Company undertakes no obligation to update forward-looking statements, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that its expectations will turn out to be correct, and investors are cautioned that actual results may differ materially from the anticipated results.
About JA Solar Holdings Co., Ltd.
JA Solar Holdings Co., Ltd. is a leading manufacturer of high-performance solar power products. The Company sells its products to solar manufacturers worldwide, who assemble and integrate solar cells into modules and systems that convert sunlight into electricity for residential, commercial, and utility-scale power generation. For more information, please visit www.jasolar.com.
The JA Solar Holdings Co., Ltd. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=8631
| JA Solar Holdings Co., Ltd. | ||||
| Condensed Consolidated Statements of Operations | ||||
| (Unaudited) | ||||
| For three months ended | ||||
| Dec. 31, 2010 | Sep. 30, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | |
| RMB’000 | RMB’000 | RMB’000 | USD’000 | |
| Net revenues | 3,856,189 | 2,474,655 | 1,945,724 | 309,144 |
| Cost of sales | (3,115,776) | (2,580,739) | (1,936,616) | (307,697) |
| Gross profit/(loss) | 740,413 | (106,084) | 9,108 | 1,447 |
| Selling, general and administrative expenses | (135,863) | (152,618) | (170,084) | (27,023) |
| Impairment loss for property, plant and equipment | — | — | (303,068) | (48,153) |
| Research and development expenses | (13,894) | (17,587) | (23,550) | (3,742) |
| Total operating expenses | (149,757) | (170,205) | (496,702) | (78,918) |
| Income/(loss) from operations | 590,656 | (276,289) | (487,594) | (77,471) |
| Interest expense | (64,928) | (115,550) | (117,492) | (18,667) |
| Other income/(loss) | 355,317 | (13,000) | 208,915 | 33,193 |
| Income/(loss) before income taxes | 881,045 | (404,839) | (396,171) | (62,945) |
| Income tax (expenses)/benefit | (78,100) | 28,853 | (33,478) | (5,319) |
| Income/(loss) from continuing operations | 802,945 | (375,986) | (429,649) | (68,264) |
| Loss from discontinued operations | (19,607) | — | — | — |
| Net income/(loss) | 783,338 | (375,986) | (429,649) | (68,264) |
| Net income/(loss) per share: | ||||
| Basic | 4.79 | (2.28) | (2.45) | (0.39) |
| Diluted | 3.90 | (2.28) | (2.45) | (0.39) |
| Weighted average number of shares outstanding: | ||||
| Basic | 163,382,659 | 164,655,374 | 175,522,534 | 175,522,534 |
| Diluted | 172,306,566 | 164,655,374 | 175,522,534 | 175,522,534 |
| JA Solar Holdings Co., Ltd. | |||
| Condensed Consolidated Statements of Operations | |||
| (Unaudited) | |||
| For twelve months ended | |||
| Dec. 31, 2010 | Dec. 31, 2011 | Dec. 31, 2011 | |
| RMB’000 | RMB’000 | USD’000 | |
| Net revenues | 11,760,780 | 10,732,854 | 1,705,279 |
| Cost of sales | (9,214,394) | (10,271,521) | (1,631,980) |
| Gross profit | 2,546,386 | 461,333 | 73,299 |
| Selling, general and administrative expenses | (505,101) | (509,832) | (81,003) |
| Impairment loss for property, plant and equipment | — | (303,068) | (48,153) |
| Research and development expenses | (63,816) | (68,948) | (10,955) |
| Total operating expenses | (568,917) | (881,848) | (140,111) |
| Income/(loss) from operations | 1,977,469 | (420,515) | (66,812) |
| Interest expense | (221,209) | (373,710) | (59,377) |
| Other income | 271,628 | 279,950 | 44,479 |
| Income/(loss) before income taxes | 2,027,888 | (514,275) | (81,710) |
| Income tax expenses | (252,707) | (57,823) | (9,187) |
| Income/(loss) from continuing operations | 1,775,181 | (572,098) | (90,897) |
| (Loss)/income from discontinued operations | (19,830) | 7,753 | 1,232 |
| Net income/(loss) | 1,755,351 | (564,345) | (89,665) |
| Net income/(loss) per share: | |||
| Basic | 10.78 | (3.38) | (0.54) |
| Diluted | 10.61 | (3.38) | (0.54) |
| Weighted average number of shares outstanding: | |||
| Basic | 162,900,657 | 167,101,076 | 167,101,076 |
| Diluted | 171,116,684 | 167,101,076 | 167,101,076 |
| JA Solar Holdings Co., Ltd. | |||
| Condensed Consolidated Balance Sheets | |||
| (Unaudited) | |||
| Dec. 31, | Dec. 31, | ||
| 2010 | 2011 | 2011 | |
| RMB’000 | RMB’000 | USD’000 | |
| ASSETS | |||
| Current assets: | |||
| Cash and cash equivalents | 2,289,482 | 3,889,092 | 617,914 |
| Restricted cash | 112,593 | 88,632 | 14,082 |
| Accounts receivable | 945,633 | 1,244,904 | 197,795 |
| Inventories | 1,349,329 | 730,635 | 116,086 |
| Advances to suppliers | 605,630 | 435,657 | 69,219 |
| Other current assets | 1,115,561 | 1,320,202 | 209,760 |
| Total current assets | 6,418,228 | 7,709,122 | 1,224,856 |
| Property and equipment, net | 3,170,721 | 5,099,208 | 810,183 |
| Advances to suppliers | 1,653,177 | 1,452,920 | 230,846 |
| Long-term investment | — | 94,411 | 15,000 |
| Deferred issuance cost | 110,868 | 67,531 | 10,730 |
| Other long term assets | 266,388 | 312,407 | 49,636 |
| Total assets | 11,619,382 | 14,735,599 | 2,341,251 |
| LIABILITIES AND SHAREHOLDERS’ EQUITY | |||
| Current liabilities: | |||
| Short-term bank borrowings | — | 529,906 | 84,194 |
| Accounts payable | 1,036,416 | 725,093 | 115,205 |
| Advances from customers | 484,458 | 320,277 | 50,887 |
| Long term liabilities due in one year | — | 885,000 | 140,612 |
| Accrued and other liabilities | 522,769 | 865,012 | 137,437 |
| Total current liabilities | 2,043,643 | 3,325,288 | 528,335 |
| Convertible Bond | 1,230,175 | 1,238,485 | 196,775 |
| Long-term borrowings | 1,520,000 | 3,461,916 | 550,043 |
| Other long term liabilities | 145,409 | 161,241 | 25,619 |
| Total liabilities | 4,939,227 | 8,186,930 | 1,300,772 |
| Commitment and Contingencies | |||
| Shareholders’ equity | 6,680,155 | 6,548,669 | 1,040,479 |
| Total liabilities and shareholders’ equity | 11,619,382 | 14,735,599 | 2,341,251 |
CONTACT: In China
Martin Reidy
Brunswick Group
Tel: +86-10-5960-8600
E-mail:jasolar@brunswickgroup.com
In the U.S.
Cindy Zheng
Brunswick Group
Tel: +1-212-333-3810
E-mail:jasolar@brunswickgroup.com
BluePhoenix Solutions (BPHX) Enters into Agreements to Refinance Certain of its Debts and to Raise $0.5 Million
BluePhoenix Solutions (NASDAQ: BPHX), the leading provider of value-driven legacy IT modernization solutions, announced today that it has entered into agreements to refinance certain of its debts and to raise $0.5 million of new debt through a bridge loan.
On March 19, 2012, the Company entered into an assignment agreement with certain of its lenders relating to the $5.0 million loan agreement that the Company entered into in April 2011, pursuant to which such loan will be assigned from the current lenders to three of the Company’s shareholders. In connection with such assignment, the Company has agreed to pay $1.0 million, subject to certain conditions, as partial repayment of the loan, which is due in May 2012, if certain funds currently held in escrow by a third party are released to the Company.
In addition, the Company entered into an agreement with the three shareholders to amend the terms of the loan following its assignment to them. The amendment includes extending the maturity date of the loan from May 2012 to May 1, 2014, and an increase of the interest rate to 6% per annum, with escalation clauses up to 9.5% if not repaid by certain dates following the maturity date, with such interest payable quarterly. The interest will be payable in the Company’s ordinary shares if the shareholders elect to receive such shares or if the Company elects so if it does not have available funds to pay the interest in cash. The number of ordinary shares to be issued will be calculated according to the 20-day volume weighted average price per share of the Company’s ordinary shares traded on the Nasdaq stock market prior to the payment date. The shareholders may elect to convert the outstanding balance of the loan and any accrued interest to the Company’s ordinary shares at a price of $3.00 per share at any time after the assignment. The revised loan agreement will contain restrictive covenants and provisions for acceleration of repayment or termination of the loan in certain events of default. In consideration of the amendment, the Company will issue to the three shareholders ordinary shares in an aggregate amount equal to 18.7% of the Company’s outstanding share capital as of the date of issuance.
The Company also entered into a loan agreement with the three shareholders for a $0.5 million bridge loan due in one year with an interest rate of 8% per annum. The bridge loan will be secured by a second lien on the Company’s assets. The shareholders will have the right to convert the amount of the bridge loan and accrued interest into the Company’s ordinary shares at any time, and the Company will have the right to issue ordinary shares instead of payment of the accrued interest if it does not have available funds to pay such amount in cash. In either case, the number of ordinary shares to be issued will be calculated according to the lower of the 20-day volume weighted average price per share of the Company’s ordinary shares trading on the Nasdaq stock market prior to the respective payment date and $3.00 per share. The bridge loan contains provisions for acceleration of repayment in certain events specified in the loan agreement.
The Company entered into a registration rights agreement with the three shareholders with respect to any ordinary shares issuable under the transactions discussed above.
Consummation of the transactions discussed above is subject to certain conditions to closing as specified in the agreements, including approvals from the banks holding the first lien on the Company’s assets within the time frames specified in the agreements.
Consummation of the transactions is also subject to the approval of the Company’s shareholders (other than the three shareholders participating in the transactions and any other shareholders that have personal interest in the approval). The Bridge loan shall be extended to the Company upon obtaining the bank’s consent. If the shareholders’ approval is not obtained within certain time frames set forth in the bridge loan agreement, then the bridge loan will become due and payable in 60 days from extension of the bridge loan to the Company(or earlier in certain cases of defaults or acceleration events) and will bear only a nominal interest of 0.07% per annum.
Consummation of the transactions will result in approximately $4.7 million (as of December 31, 2011) being reclassified from short term to long term debt.
About BluePhoenix Solutions
BluePhoenix Solutions, Ltd. (NASDAQ: BPHX) is the leading provider of value-driven legacy IT modernization solutions. The BluePhoenix portfolio includes a comprehensive suite of tools and services from global IT asset assessment and impact analysis to automated database and application migration, rehosting, and renewal. Leveraging over 20 years of best-practice domain expertise, BluePhoenix works closely with its customers to ascertain which assets should be migrated, redeveloped, or wrapped for reuse as services or business processes, to protect and increase the value of their business applications and legacy systems with minimized risk and downtime.
BluePhoenix provides modernization solutions to companies from diverse industries and vertical markets such as automotive, banking and financial services, insurance, manufacturing, and retail. BluePhoenix has 10 offices in the USA, UK, Italy, Romania, Russia, and Israel.
Cautionary Statement Regarding Forward-Looking Statements
Certain statements contained in this release may be deemed forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and other Federal Securities laws. You can identify these and other forward-looking statements by the use of words such as “may,” “will,” “plans,” “believes,” “estimates,” “expects”, “predicts”, “intends,” the negative of such terms, or other comparable terminology. Because such statements deal with future events, plans, projections, or future performance of the Company, they are subject to various risks and uncertainties that could cause actual results to differ materially from the Company’s current expectations. These risks and uncertainties include but are not limited to: the failure of the Company’s shareholders to approve the transactions described above; the failure of the banks holding the first lien on the Company’s assets to consent to the transactions described above; the failure to successfully defend claims brought against the Company; the failure of the Company to pursue other capital raising transactions; the failure of the company to repay its debts to lenders and banks; the effects of the global economic and financial crisis; market demand for the Company’s products; successful implementation of the Company’s products; changes in the competitive landscape, including new competitors or the impact of competitive pricing and products; the failure of the Company to successfully integrate acquired assets or entities under M&A transactions pursued by the Company into the Company’s business as anticipated; the failure to achieve the anticipated synergies from such acquisitions; the incurrence of unexpected liabilities relating to the mergers and acquisitions pursued by the Company from time to time; the ability to manage the Company’s growth; the ability to recruit and retain additional software personnel; the ability to develop new business lines; and such other risks and uncertainties as identified in BluePhoenix’s most recent Annual Report on Form 20-F and other reports filed by it with the SEC. Except as otherwise required by law, BluePhoenix undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
FSI International, Inc. (FSII) Announces Second Quarter and First Half Fiscal 2012 Financial Results
FSI International, Inc. (Nasdaq: FSII), a manufacturer of capital equipment for the microelectronics industry, today reported financial results for the second quarter of fiscal 2012 and for the six months ended February 25, 2012.
Fiscal 2012 Second Quarter and First Half
Second quarter fiscal 2012 sales increased 25 percent to $38.5 million, compared to $30.8 million for the same period of fiscal 2011. The company’s net income for the second quarter of fiscal 2012 was $3.7 million, or $0.09 per share, compared to net income of $4.9 million, or $0.13 per share, for the second quarter of fiscal 2011.
Sales for the first half of fiscal 2012 increased 24 percent to $51.7 million, compared to $41.6 million for the same period of fiscal 2011. The company’s net income for the first half of fiscal 2012 was $0.7 million, or $0.02 per share, compared to net income of $2.4 million, or $0.06 per share, for the first half of fiscal 2011.
Orders for the second quarter of fiscal 2012 increased 123 percent to $51.4 million, as compared to $23.1 million in the prior year period. First half fiscal 2012 orders increased 34 percent to $74.4 million, as compared to $55.4 million in the first half of fiscal 2011.
The second quarter financial results included $409,000 and $216,000 of stock based compensation in fiscal 2012 and 2011, respectively. Stock based compensation was $762,000 and $403,000 for the first half of fiscal 2012 and 2011, respectively.
Balance Sheet
Cash, cash equivalents, restricted cash and long-term securities at the end of the second quarter were $23.8 million. The company generated $4.1 million and $2.8 million of cash from operations during the second quarter and first half of fiscal 2012, respectively. Inventory decreased from $48.6 million at the end of fiscal 2011 to $42.0 million at the end of the second quarter of fiscal 2012, as the company’s second quarter shipments were $48.8 million. At the end of the second quarter, the company had a current ratio of 4.3 to 1.0 and a book value of $2.44 per share and no debt.
Outlook
The Company does not supply specific order guidance, however, based upon quarter-to-date orders and the visible order opportunities, fiscal 2012 third quarter orders are expected to remain strong as compared to the $51.4 million second quarter order level.*
Based on the backlog and deferred revenue levels at the end of the second quarter, quarter-to-date third quarter orders and expected additional third quarter orders, the company expects third quarter fiscal 2012 revenues to exceed $50.0 million, as compared to $38.5 million in the second quarter of fiscal 2012.*
Based upon the anticipated improvement in third quarter gross profit margin and the expected operating expense run rate, the company believes its net income will be in the $7.0 to $9.0 million range for the third quarter of fiscal 2012.* The company expects to generate cash from operating activities in the third quarter, as operating income increases and we continue to manage inventory and accounts receivable levels.*
Conference Call Details
FSI investors have the opportunity to listen to management’s discussion of its financial results on a conference call at 3:30 p.m. CDT today. The company invites all those interested to join the call by dialing 800.779.7169 and entering access code 4372101. For those who cannot listen to the live broadcast, a replay will be available shortly after the call by dialing 800.756.6991.
About FSI
FSI International, Inc. is a global supplier of surface conditioning equipment, technology and support services for microelectronics manufacturing. Using the company’s broad portfolio of cleaning products, which include batch and single-wafer platforms for immersion, spray and cryogenic aerosol technologies, customers are able to achieve their process performance flexibility and productivity goals. The company’s support services programs provide product and process enhancements to extend the life of installed FSI equipment, enabling worldwide customers to realize a higher return on their capital investment. For more information, visit FSI’s website at http://www.fsi-intl.com or call Benno Sand, 952.448.8936.
“Safe Harbor” Statement Under the Private Securities Litigation Reform Act of 1995
This press release contains certain “forward-looking” statements (*), including, but not limited to expected strong third quarter orders, third quarter beginning backlog and deferred revenue, third quarter-to-date orders, expected third quarter revenues, anticipated third quarter gross margin and expected third quarter operating expense levels, expected third quarter net income and expected cash generation from operating activities. Except for the historical information contained herein, the matters discussed in this news release are forward-looking statements involving risks and uncertainties, both known and unknown, that could cause actual results to differ materially from those in such forward-looking statements. Such risks and uncertainties include, but are not limited to, changes in industry conditions; order delays or cancellations; general economic conditions; changes in customer capacity requirements and demand for microelectronics; the extent of demand for the company’s products and its ability to meet demand; global trade policies; worldwide economic and political stability; the company’s successful execution of internal performance plans; the cyclical nature of the company’s business; volatility of the market for certain products; performance issues with key suppliers and subcontractors; the level of new orders; the timing and success of current and future product and process development programs; the success of the company’s direct distribution organization; legal proceedings; the potential impairment of long-lived assets; the potential adverse financial impacts resulting from declines in the fair value and liquidity of investments the company presently holds; the impact of natural disasters on parts supply and demand for products; the ability to attract, retain and motivate a sufficient number of qualified employees; as well as other factors listed herein or from time to time in the company’s SEC reports, including our latest 10-K annual reports and 10-Q quarterly report. The company assumes no duty to update the information in this press release.
| FSI INTERNATIONAL, INC. AND SUBSIDIARIES | ||||||||||||||||||||
| CONSOLIDATED STATEMENT OF OPERATIONS | ||||||||||||||||||||
| (in thousands, except per share data) | ||||||||||||||||||||
| (unaudited) | ||||||||||||||||||||
| Second Quarter Ended | Six Months Ended | |||||||||||||||||||
| Feb. 25, | Feb. 26, | Feb. 25, | Feb. 26, | |||||||||||||||||
| 2012 | 2011 | 2012 | 2011 | |||||||||||||||||
| Sales | $ | 38,457 | $ | 30,752 | $ | 51,739 | $ | 41,633 | ||||||||||||
| Cost of goods sold | 25,947 | 17,703 | 33,691 | 23,413 | ||||||||||||||||
| Gross margin | 12,510 | 13,049 | 18,048 | 18,220 | ||||||||||||||||
| Selling, general and administrative expenses | 5,411 | 4,957 | 10,680 | 9,628 | ||||||||||||||||
| Research and development expenses | 3,332 | 3,172 | 7,028 | 6,172 | ||||||||||||||||
| Operating income | 3,767 | 4,920 | 340 | 2,420 | ||||||||||||||||
| Interest and other (expense) income, net | (22 | ) | (1 | ) | 292 | (9 | ) | |||||||||||||
| Income before income taxes | 3,745 | 4,919 | 632 | 2,411 | ||||||||||||||||
| Income tax expense (benefit) | 42 | (1 | ) | (27 | ) | (7 | ) | |||||||||||||
| Net income | $ | 3,703 | $ | 4,920 | $ | 659 | $ | 2,418 | ||||||||||||
| Income per share – basic | $ | 0.09 | $ | 0.13 | $ | 0.02 | $ | 0.06 | ||||||||||||
| Income per share – diluted | $ | 0.09 | $ | 0.13 | $ | 0.02 | $ | 0.06 | ||||||||||||
| Weighted average common shares | ||||||||||||||||||||
| Basic | 39,010 | 38,635 | 38,927 | 38,589 | ||||||||||||||||
| Diluted | 39,614 | 39,176 | 39,305 | 38,995 | ||||||||||||||||
| FSI INTERNATIONAL, INC. AND SUBSIDIARIES | ||||||||
| CONSOLIDATED BALANCE SHEET | ||||||||
| (in thousands) | ||||||||
| (unaudited) | ||||||||
| Feb. 25, | Aug. 27, | |||||||
| 2012 | 2011 | |||||||
| Assets | ||||||||
| Current assets | ||||||||
| Cash, restricted cash and cash equivalents | $ | 21,879 | $ | 20,693 | ||||
| Receivables, net | 28,634 | 23,196 | ||||||
| Inventories | 42,011 | 48,630 | ||||||
| Other current assets | 4,822 | 4,241 | ||||||
| Total current assets | 97,346 | 96,760 | ||||||
| Property, plant and equipment, net | 16,766 | 14,805 | ||||||
| Long-term securities | 1,907 | 1,907 | ||||||
| Investment | 677 | 677 | ||||||
| Other assets | 1,638 | 1,677 | ||||||
| Total assets | $ | 118,334 | $ | 115,826 | ||||
| Liabilities and Stockholders’ Equity | ||||||||
| Current liabilities | ||||||||
| Trade accounts payable | $ | 10,033 | $ | 11,226 | ||||
| Accrued expenses | 7,602 | 7,473 | ||||||
| Customer deposits | 585 | ─ | ||||||
| Deferred profit* | 4,190 | 2,997 | ||||||
| Total current liabilities | 22,410 | 21,696 | ||||||
| Long-term liabilities | 339 | 392 | ||||||
| Total stockholders’ equity | 95,585 | 93,738 | ||||||
| Total liabilities and stockholders’ equity | $ | 118,334 | $ | 115,826 | ||||
*Deferred profit reflects deferred revenue less manufacturing and other related costs.
| FSI INTERNATIONAL, INC. AND SUBSIDIARIES | ||||||||||
| MISCELLANEOUS FINANCIAL INFORMATION | ||||||||||
| (in thousands, except percentages, per share and total employee data) | ||||||||||
| (unaudited) | ||||||||||
| Six Months Ended | ||||||||||
| Feb. 25, | Feb. 26, | |||||||||
| 2012 | 2011 | |||||||||
| Sales by Area | ||||||||||
| United States | 20 | % | 46 | % | ||||||
| International | 80 | % | 54 | % | ||||||
| Cash Flow Statement | ||||||||||
| Capital expenditures | $ | 2,620 | $ | 1,004 | ||||||
| Depreciation | $ | 1,245 | $ | 1,097 | ||||||
| Miscellaneous Data | ||||||||||
| Total employees, including contract | 397 | 325 | ||||||||
| Book value per share | $ | 2.44 | $ | 2.24 | ||||||
| Shares outstanding | 39,174 | 38,699 | ||||||||
ULURU Inc. (ULU) Announces Approval to Market Altrazeal® in New Zealand
ADDISON, Texas, March 20, 2012 /PRNewswire/ — ULURU Inc. (NYSE Amex: ULU), announced today that Altrazeal®has been approved for marketing in New Zealand.
Commenting on the approval in New Zealand, Kerry P. Gray, President and CEO of ULURU, stated, “The approval for New Zealand is very timely as the Australian Wound Management Association Conference is currently being held in Sydney. At this conference key opinion leaders from both Australia and New Zealand are being introduced to Altrazeal®. To support the launch of Altrazeal®in Australia and New Zealand a five center, 60 patient study, has been initiated in Australia. A second 90 patient comparative study is planned to be conducted in Europe. This study is to support reimbursement submissions by demonstrating pharmacoeconomic benefits. These two studies will provide additional support for our global marketing activities.”
With the New Zealand approval it is now anticipated that Altrazeal®will be launched in the near future in six additional markets for human and veterinary use.
Also, we have been recently advised by our licensee for China that approval is anticipated in the second quarter of 2012. The Altrazeal® regulatory submission is at the final stage of technical evaluation by the Center for Medical Device Evaluation. All updated certificates and materials have been submitted to the SFDA, the regulatory body for China.
Mr. Gray Continued, “With approval in China in the final phase we will now focus on further expanding our international network to include Canada, Latin America, additional S.E. Asia markets and South Korea. It is our objective to have Altrazeal®marketed in over 12 countries by the end of 2012. In addition, we have recently submitted a quotation to supply Altrazeal® to a Middle Eastern country. If successful, government tenders such as this can significantly enhance near term revenues.”
About ULURU Inc.:
ULURU Inc. is a specialty pharmaceutical company focused on the development of a portfolio of wound management and oral care products to provide patients and consumers improved clinical outcomes through controlled delivery utilizing its innovative Nanoflex™ Aggregate technology and OraDisc™ transmucosal delivery system. For further information about ULURU Inc., please visit our website at www.uluruinc.com. For further information about Altrazeal®, please visit www.Altrazeal.com.
This press release contains certain statements that are forward-looking within the meaning of Section 27a of the Securities Act of 1933, as amended. These statements are subject to numerous risks and uncertainties, including but not limited to the launch of Altrazeal® in 12 countries in 2012, expanding our international network, receiving approval in China, completion of the proposed clinical studies, and to risk factors detailed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2010, and other reports filed by us with the Securities and Exchange Commission.
Contact: Company
Kerry P. Gray
President & CEO
Terry K. Wallberg
Vice President & CFO
(214) 905-5145
SOURCE ULURU Inc.
Delcath (DCTH) Announces First Commercial CHEMOSAT Order in Europe
NEW YORK, March 20, 2012 /PRNewswire/ — Delcath Systems, Inc. (NASDAQ: DCTH) announced today that it has received the first commercial order for the Company’s Hepatic CHEMOSAT® Delivery System from the European Institute of Oncology (Instituto Europeo di Oncologia – IEO) –a premier cancer treatment and research center in Europe. Delcath previously announced an initial launch and training agreement with the IEO on November 21, 2011.
“The first commercial order of our CHEMOSAT system is a significant milestone in Delcath’s history, marking our transition from a research and development organization to a commercial enterprise,” said Eamonn P. Hobbs, President and CEO of Delcath. “With the recent announcement of our fifth EU training center, we believe our launch plans for Europe are on track, and we expect to announce additional center agreements in the coming months. Meanwhile, the hiring and training of our direct sales force is gathering pace, the staffing of our contract medical science liaison team is continuing and we are evaluating potential third-party distribution partners to cover each of our targets markets in Southern Europe. We believe that our momentum is building and we are taking critical steps toward our goal of establishing CHEMOSAT as a new treatment option for patients with cancers in the liver in Europe.”
CHEMOSAT is a proprietary product that utilizes chemosaturation technology, a minimally invasive, repeatable procedure that delivers high doses of chemotherapeutic drugs directly to the whole liver while minimizing systemic exposure of such drugs. CHEMOSAT received CE Mark in April 2011 as a Class III medical device with an indication for the percutaneous intra-arterial administration of a chemotherapeutic agent (melphalan hydrochloride) to the liver.
About Delcath Systems
Delcath Systems, Inc. is a specialty pharmaceutical and medical device company focused on oncology. Delcath’s proprietary system for chemosaturation is designed to administer high dose chemotherapy and other therapeutic agents to diseased organs or regions of the body, while controlling the systemic exposure of those agents. The Company’s initial focus is on the treatment of primary and metastatic liver cancers. In 2010, Delcath announced that its randomized Phase III clinical trial for patients with metastatic melanoma in the liver had successfully achieved the study’s primary endpoint of extended hepatic progression-free survival. The Company also completed a multi-arm Phase II trial to treat other liver cancers. The Company obtained authorization to affix a CE Mark for the Hepatic CHEMOSAT delivery system in April 2011. The right to affix the CE mark allows the Company to market and sell the CHEMOSAT system in Europe. The Company has not yet received FDA approval for commercial sale of its system in the United States. The Company continues with the preparation of its NDA submission and intends to seek FDA approval for commercial sale of its chemosaturation system with melphalan. For more information, please visit the Company’s website at www.delcath.com
The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements made by the Company or on its behalf. This news release contains forward-looking statements, which are subject to certain risks and uncertainties that can cause actual results to differ materially from those described. Factors that may cause such differences include, but are not limited to, uncertainties relating to: future orders and use of the CHEMOSAT system by IEO and other centers in Europe, future initial launch and training agreements with other cancer centers in Europe, CE Marking for the Generation Two system and the timing of our commercial launch in Europe, the time required to build inventory and establish commercial operations in Europe, adoption, use and resulting sales, if any, for the Hepatic CHEMOSAT delivery system in the EEA, our ability to successfully commercialize the chemosaturation system and the potential of the chemosaturation system as a treatment for patients with terminal metastatic disease in the liver, acceptability of the Phase III clinical trial data by the FDA, our ability to address the issues raised in the Refusal to File letter received from the FDA and the timing of our re-submission of our NDA, re-submission and acceptance of the Company’s NDA by the FDA, approval of the Company’s NDA for the treatment of metastatic melanoma to the liver, adoption, use and resulting sales, if any, in the United States, approval of the current or future chemosaturation system for other indications, actions by the FDA or other foreign regulatory agencies, our ability to obtain reimbursement for the CHEMOSAT system, our ability to successfully enter into distribution and strategic partnership agreements in foreign markets and the corresponding revenue associated with such foreign markets, uncertainties relating to the results of research and development projects and future clinical trials, and uncertainties regarding our ability to obtain financial and other resources for any research, development and commercialization activities. These factors, and others, are discussed from time to time in our filings with the Securities and Exchange Commission. You should not place undue reliance on these forward-looking statements, which speak only as of the date they are made. We undertake no obligation to publicly update or revise these forward-looking statements to reflect events or circumstances after the date they are made.
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Contact Information: |
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Investor Contact: |
Media Contact: |
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Doug Sherk/Gregory Gin |
Janine McCargo |
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EVC Group |
EVC Group |
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415-568-4887/646-445-4801 |
646-688-0425 |
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SOURCE Delcath Systems, Inc.
Simulations Plus (SLP) Announces Preliminary Success in Malaria Drug Design Project
Simulations Plus, Inc. (NASDAQ:SLP), a leading provider of consulting services and software for pharmaceutical discovery and development, today announced that preliminary testing shows that one of the molecules it has designed to inhibit the malaria parasite has been shown to be a potent inhibitor of the malaria parasite.
Dr. Robert Clark, director of life sciences for Simulations Plus, said: “We’re excited to announce that, as a result of initial testing of five of the compounds we designed to inhibit the Plasmodium falciparum malaria parasite, four of the five showed some inhibition of the parasite, and one of those four showed very potent inhibition at a level suitable to be a therapeutic agent. Of course, inhibiting the parasite does not necessarily mean that this molecule would be a good drug. There are many more properties that must be acceptable and years of development needed before that could happen. But this is a remarkable achievement nonetheless, because it demonstrates that using only predictions and design methods from our MedChem Studio™, MedChem Designer™, ADMET Predictor™, and GastroPlus™ software and some public domain data, we were able to design completely new chemical structures that can hit a target. There remain a few more molecules in synthesis, and those will be tested once synthesis and purification have been completed by our synthesis company, Kalexsyn, Inc., of Kalamazoo, MI. Among those molecules are the ones we believed would be the most potent inhibitors of the malaria parasite. They are a bit more difficult to synthesize, but Kalexsyn indicates that they are well along in the process and expect to complete the final steps very soon.”
Dr. Michael Lawless, team leader for cheminformatics studies for Simulations Plus, added: “The first round of tests was against the drug-sensitive strain of the malaria parasite known as 3D7. The next round will be against the drug-resistant strain – a more important measure of the potential usefulness of these new molecular structures. We hope to have results by the end of the month from those experiments. We’re shipping samples of the first five molecules to a company that will perform a series of experiments to measure a few other properties, including some physicochemical and metabolism properties. Those experiments will tell us if our predictions for some important ADME (Absorption, Distribution, Metabolism, and Excretion) properties were on the mark.”
About Simulations Plus, Inc.
Simulations Plus, Inc., is a premier developer of groundbreaking drug discovery and development simulation and modeling software, which is licensed to and used in the conduct of drug research by major pharmaceutical, biotechnology, agrochemical, and food industry companies worldwide. We also provide a productivity tool called Abbreviate! for PCs as well as an educational software series for science students in middle and high schools known as FutureLab™. Simulations Plus, Inc., is headquartered in Southern California and trades on the NASDAQ Capital Market under the symbol “SLP.” For more information, visit our Web site at www.simulations-plus.com.
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995 – With the exception of historical information, the matters discussed in this press release are forward-looking statements that involve a number of risks and uncertainties. Words like “believe,” “expect” and “anticipate” mean that these are our best estimates as of this writing, but that there can be no assurances that expected or anticipated results or events will actually take place, so our actual future results could differ significantly from those statements. Factors that could cause or contribute to such differences include, but are not limited to: our ability to maintain our competitive advantages, continued success with testing our new molecules for activity against the malaria parasite and for other properties necessary for molecules to become drugs, the general economics of the pharmaceutical industry, our ability to finance growth, our ability to continue to attract and retain highly qualified technical staff, our ability to identify and close acquisitions on terms favorable to the Company, and a sustainable market. Further information on our risk factors is contained in our quarterly and annual reports as filed with the U.S. Securities and Exchange Commission.
Longwei Petroleum (LPH) Announces Shareholder Communication Initiatives
TAIYUAN CITY, China, March 15, 2012 PRNewswire-Asia-FirstCall/ — Longwei Petroleum Investment Holding Ltd. (NYSE Amex: LPH) (“Longwei” or the “Company”), an energy company engaged in the storage and distribution of finished petroleum products in the People’s Republic of China (“PRC”), today announced shareholder communication initiatives, including a planned reconciliation of its Securities and Exchange Commission (“SEC”) filings and PRC tax filings.
“2011 was a challenging year for U.S.-listed PRC small-cap companies, but we continue to stay focused on achieving strong operational results and have positioned the Company for strategic growth within our region in 2012,” stated Mr. Cai Yongjun, Chairman and CEO of Longwei. “After months of gathering and reviewing questions and suggestions from our investors and analysts, we have decided to implement several communication initiatives to improve our level of transparency with our shareholders. We hope this will be a catalyst to boost shareholders’ confidence in our Company and lead to an improved earnings multiple that reflects our operating performance.”
First, the Audit Committee has engaged the Company’s independent PCAOB audit firm, Child, Van Wagoner & Bradshaw, PLLC, to verify and attest to the accuracy of the reconciliation of the Company’s financial statements filed with the SEC to its reports filed with the relevant PRC government tax authorities, including the State Administration of Taxation (“SAT”).
The SAT is the ministry-level department within the PRC government responsible for the collection of taxes and enforcement of the PRC’s revenue laws. The Company’s PRC tax reports are prepared in accordance with PRC accounting rules and policies, and reflect financial information relating to each operating subsidiary on an unconsolidated basis. Accordingly, there are certain intercompany and U.S. GAAP adjustments that are made to the financial statements during the U.S. GAAP consolidation that are appropriately not reflected in the PRC tax filings. These adjustments generally include intercompany sales, costs incurred by offshore holding companies, and U.S. GAAP non-cash adjustments such as entries related to offshore financing transactions, and valuation of related debt, equity and derivative instruments based in the equity of the offshore holding corporations. In summary, there are legitimate, and often material, reconciling items that must be taken into consideration when bridging from PRC tax reports to U.S. GAAP reported financial results.
The Company’s subsidiaries make quarterly estimated income tax payments throughout the year based on operating results and then file an income tax return after the calendar year-end (December 31) with the SAT to true-up any amounts owed. The SAT report is a calendar year-end report, while the Company reports its SEC filings on a fiscal year-end basis as of June 30. Based on the Company’s preliminary reconciliation results, giving effect to adjustments, management estimates the results contained in Longwei’s tax reports are consistent with results reported in the Company’s U.S. GAAP audited financial statements as filed with the SEC.
The Company recently completed its full-year tax filing for calendar year 2011 and is working with its auditor to independently obtain a certified copy of the tax filing from the SAT. Once the auditor completes a review of the documentation and reconciliation procedures, the Company will publish the reconciliation.
Secondly, the Company plans to update its website, www.longweipetroleum.com, with new photos and recorded videos of the activities at the Company’s Taiyuan and Gujiao facilities. At the present time, the Company is not allowed to stream a live video feed of its operations due to the sensitive nature of its industry and customer base.
Finally, the Company recently hosted site visits that could potentially develop into independent research on the Company’s operations. The Company views it as important to garner the attention of the larger investment community through independent third-party analysis of its operations.
“Management believes the Company’s stock price has been depressed over the past year due to the alleged fraud in several other U.S.-listed PRC small-cap companies. Collectively holding approximately 67% of the Company’s outstanding common shares, the management team is in the same boat as all public shareholders and is extremely frustrated by the current low valuation of the Company’s share price,” stated Mr. Cai. “Unlike some other small caps, Longwei has a straightforward business model, highly visible assets and ongoing business operations at our storage facilities. Longwei is one of the largest non-state-owned petroleum wholesalers in central China and is regarded as a critical company, operating in a critical industry, for Shanxi Province.”
The Company’s wholly-owned operating subsidiary, Taiyuan Longwei Economy & Trading Co., Ltd., was one of 15 companies in Taiyuan City and one of only 140 companies in Shanxi Province recognized on February 15, 2012 as a “Provincial Honorable and Credible Enterprise” for 2010. The Company received the award from the Shanxi Administration for Industry and Commerce based on Longwei’s reputation as a company that honors its contractual obligations and maintains its credibility with customers. “We have worked hard to build a good reputation for the Company. The management team and all of our employees labor diligently to service our customers and the community for the betterment of our surrounding region,” stated Mr. Cai.
“Given the demand for petroleum products in China and rising worldwide petroleum prices, we expect revenue and earnings growth to increase during the second half of our fiscal year. We are working diligently to close on the asset purchase of Huajie Petroleum, and once completed it will provide an additional catalyst for potential growth by nearly doubling our storage capacity and expanding our footprint in central China,” stated Mr. Toups. “We believe our strong market position and proven business model will continue to result in long-term revenue and earnings growth. We are also committed to improving transparency and communications with our shareholders.”
About Longwei Petroleum Investment Holding Limited
Longwei Petroleum Investment Holding Limited is an energy company engaged in the storage and distribution of finished petroleum products in the People’s Republic of China. The Company’s oil and gas operations consist of transporting, storage and selling finished petroleum products, entirely in the PRC. The Company’s headquarters are located in Taiyuan City, Shanxi Province. The Company has a storage capacity for its products of 120,000 metric tons located at storage facilities in Taiyuan and Gujiao, Shanxi. The Company’s Taiyuan and Gujiao facilities can store 50,000 metric tons and 70,000 metric tons, respectively. The Company has the necessary licenses to operate and sell petroleum products not only in Shanxi but throughout the entire PRC. The Company’s storage tanks have the largest storage capacity of any non-government operated entity in Shanxi.
The Company seeks to earn profits by selling its products at competitive prices with timely delivery to coal mining operations, power supply customers, large-scale gas stations and small, independent gas stations. The Company also earns revenue under an agency fee by acting as a purchasing agent for other intermediaries in Shanxi, and through limited sales of diesel and gasoline at two retail gas stations, each located at the Company’s facilities. The Company seeks to continue to expand its customer base and distribution platform through the utilization of its large storage capacity, which allows the Company the flexibility to take advantage of pricing, supply and demand fluctuations in the marketplace.
For further information on Longwei Petroleum Investment Holding Limited, please visit http://www.longweipetroleum.com. You may register to receive Longwei Petroleum Investment Holding Limited’s future press releases or request to be added to the Company’s distribution list by contacting Dave Gentry at info@redchip.com.
Forward-Looking Statements
Certain statements contained herein constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations, estimates and projections about Longwei’s industry, management’s beliefs and certain assumptions made by management. Readers are cautioned that any such forward-looking statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Because such statements involve risks and uncertainties, the actual results and performance of the Company may differ materially from the results expressed or implied by such forward-looking statements. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Longwei’s operations are conducted in the PRC and, accordingly, are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environment and foreign currency exchange. The Company’s results may be adversely affected by changes in the political and social conditions in the PRC and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation. Other potential risks and uncertainties include but are not limited to the ability to procure, properly price, retain and successfully complete projects, and changes in products and competition. Unless otherwise required by law, the Company also disclaims any obligation to update its view of any such risks or uncertainties or to announce publicly the result of any revisions to the forward-looking statements made here. Readers should review carefully reports or documents the Company files periodically with the Securities and Exchange Commission.
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Contact: |
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At the Company: |
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Michael Toups, Chief Financial Officer |
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U.S. Office +1 727-641-1357 |
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mtoups@longweipetroleum.com |
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http://www.longweipetroleum.com |
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Investor Relations: |
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Mike Bowdoin |
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RedChip Companies, Inc. |
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Tel: +1-800-733-2447, Ext. 110 |
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Email: info@redchip.com |
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Web: http://www.redchip.com |
dELiA*s, Inc. (DLIA) Announces Fourth Quarter and Fiscal 2011 Results
dELiA*s, Inc. (NASDAQ: DLIA), a multi-channel retail company comprised of two lifestyle brands primarily targeting teenage girls and young women, today announced the results for its fourth quarter and fiscal year ended January 28, 2012.
Walter Killough, Chief Executive Officer, commented, “Our fourth quarter marked the end of a transition period in merchandising for dELiA*s. Despite disappointing overall fourth quarter results, we were pleased with the sales and margin performance of product bought under our new merchandising strategy. The comparable store sales decline and the margin contraction in the quarter reflected weak sell-through on sweater and outerwear key items associated with our prior merchandising approach.
Since the start of January we are beginning to see customer acceptance and positive sales in all channels with our new merchandising strategy, which reflects shorter lead times and more frequent deliveries of new product, with the ability to chase business effectively. We are optimistic that this shift in strategy, among other key initiatives in real estate and the web, will position us to drive improved financial performance for the long term.”
Fiscal Fourth Quarter Results
Total revenue for the fourth quarter of fiscal 2011 decreased 2.0% to $65.6 million from $66.9 million in the fourth quarter of fiscal 2010. Revenue from the retail segment decreased 3.6% to $33.6 million, or 51.3% of total revenue. Revenue from the direct segment was flat at $32.0 million, or 48.7% of total revenue.
Total gross margin decreased to 32.3% in the fourth quarter of fiscal 2011, compared to 36.8% in the prior year quarter, predominantly reflecting reduced merchandise margins related to markdowns and the deleveraging of occupancy costs.
Selling, general and administrative (SG&A) expenses were $26.3 million, or 40.1% of sales, for the fourth quarter of fiscal 2011 compared to $26.2 million, or 39.1% of sales, in the fourth quarter of fiscal 2010. The increase in SG&A expenses as a percent of sales reflects the deleveraging of selling and overhead expenses.
Net loss for the fourth quarter of fiscal 2011 was $4.2 million, or $0.13 per diluted share, compared to net income for the fourth quarter of fiscal 2010 of $0.7 million, or $0.02 per diluted share. The net loss for the fourth quarter of fiscal 2011 included a gift card breakage benefit of $1.8 million, or $0.06 per diluted share, and store impairment charges of $0.5 million, or $0.02 per diluted share. The net income for the fourth quarter of fiscal 2010 included a gift card breakage benefit of $0.2 million, or $0.01 per diluted share.
The provision for income tax expense for the fourth quarter of fiscal 2011 was $72,000, or $0.00 per diluted share, compared to a benefit for income taxes of $2.1 million, or $0.07 per diluted share, for the prior year period.
Results by Segment
Retail Segment Results
Total revenue for the retail segment for the fourth quarter of fiscal 2011 decreased 3.6% to $33.6 million from $34.9 million in the fourth quarter of fiscal 2010. Retail comparable store sales decreased 3.6% for the fourth quarter of fiscal 2011 compared to a decrease of 2.3% for the fourth quarter of fiscal 2010.
Gross margin for the retail segment, which includes distribution, occupancy and merchandising costs, was 20.5% for the fourth quarter of fiscal 2011 compared to 27.0% in the prior year period. The decrease in gross margin resulted primarily from lower merchandise margins and the deleveraging of occupancy costs.
SG&A expenses for the retail segment were $12.8 million, or 38.0% of sales, in the fourth quarter of fiscal 2011 compared to $12.8 million, or 36.7% of sales, in the prior year period. The increase in SG&A expenses as a percent of sales reflects the deleveraging of selling and overhead expenses.
In the fourth quarter of fiscal 2011, the Company recorded a pre-tax non-cash store impairment charge of $0.5 million related to certain underperforming store locations.
The operating loss for the fourth quarter of fiscal 2011 for the retail segment was $6.2 million compared to $3.3 million in the prior year period. Included in fiscal 2011 was the aforementioned store impairment charge of $0.5 million.
The Company opened one store location and closed two store locations during the fourth quarter of fiscal 2011, ending the period with 113 stores.
Direct Segment Results
Total revenue for the direct segment for the fourth quarter of fiscal 2011 was flat compared to the prior year period at $32.0 million.
Gross margin for the direct segment was 44.6% compared to 47.6% in the fourth quarter of the prior year, primarily resulting from decreased merchandise margins and increased shipping costs.
SG&A expenses for the direct segment were $13.5 million, or 42.4% of sales, compared to $13.3 million, or 41.7% of sales, in the prior year period. The increase in SG&A expenses in dollars and as a percent of sales reflects increased selling expenses.
Operating income for the fourth quarter of fiscal 2011 for the direct segment was $2.3 million as compared to $2.0 million in the prior year period. Included in fiscal 2011 is an incremental gift card breakage benefit of $1.5 million.
Balance Sheet Highlights
At the end of the fourth quarter of fiscal 2011, cash and cash equivalents were $28.4 million compared with $36.3 million, including restricted amounts, at the end of the fourth quarter of fiscal 2010.
Total net inventories at January 28, 2012 were $30.9 million compared with $32.0 million at January 29, 2011. Inventory per average retail store was down 7.4% compared to the prior year period, and inventory for the direct segment was down 5.3% compared to the prior year.
Fiscal Year Results
For the fiscal year ended January 28, 2012, total revenue decreased 1.6% to $217.2 million from $220.7 million for the prior year period.
Total gross margin was 31.5% compared to 33.3% for the prior year period. SG&A expenses were $92.7 million, or 42.7% of sales, for fiscal 2011, compared to $95.7 million, or 43.4% of sales, for the prior year period.
The operating loss for fiscal 2011 decreased to $22.9 million, compared to $29.4 million for fiscal 2010. Included in fiscal 2011 was the aforementioned store impairment charge of $0.5 million and gift card breakage benefit of $2.0 million. In fiscal 2010, the Company recognized a goodwill impairment charge related to the direct marketing segment of $7.6 million, and a gift card breakage benefit of $0.5 million.
Net loss for fiscal 2011 increased to $22.7 million, or $0.73 per diluted share, compared to a net loss of $21.6 million, or $0.70 per diluted share, for fiscal 2010. Included in fiscal 2011 was the aforementioned store impairment charge of $0.5 million, or $0.02 per diluted share, and gift card breakage benefit of $2.0 million, or $0.06 per diluted share. Included in fiscal 2010 was the aforementioned goodwill impairment charge of $7.6 million, or $0.24 per diluted share, and gift card breakage benefit of $0.5 million, or $0.02 per diluted share.
The benefit for income taxes for fiscal 2011 was $0.8 million, or $0.03 per diluted share, compared to a benefit of $8.1 million, or $0.26 per diluted share, for fiscal 2010.
Conference Call and Webcast Information
A conference call to discuss fourth quarter and fiscal year 2011 results is scheduled for Thursday, March 15, 2012 at 10:00 A.M. Eastern Time. The conference call will be webcast live at www.deliasinc.com. A replay of the call will be available until April 12, 2012 and can be accessed by dialing (888) 286-8010 and providing the pass code number 32682089.
During the conference call, the Company may discuss and answer questions concerning business and financial developments and trends. The Company’s responses to questions, as well as other matters discussed during the conference call, may contain or constitute information that has not been disclosed previously.
About dELiA*s, Inc.
dELiA*s, Inc. is a multi-channel retail company comprised of two lifestyle brands primarily targeting teenage girls and young women. Its brands – dELiA*s and Alloy – generate revenue by selling apparel, accessories, footwear and room furnishings to consumers through direct mail catalogs, websites, and dELiA*s mall-based retail stores.
Forward-Looking Statements
This announcement may contain forward-looking statements made in reliance upon the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding our expectations and beliefs regarding our future results or performance. Because these statements apply to future events, they are subject to risks and uncertainties. When used in this announcement, the words “anticipate”, “believe”, “estimate”, “expect”, “expectation”, “should”, “would”, “project”, “plan”, “predict”, “intend” and similar expressions are intended to identify such forward-looking statements. Our actual results could differ materially from those projected in the forward-looking statements. Additionally, you should not consider past results to be an indication of our future performance. For a discussion of risk factors that may affect our results, see the “Risk Factors That May Affect Future Results” section of our filings with the Securities and Exchange Commission, including our annual report on Form 10-K and quarterly reports on Form 10-Q. We do not intend to update any of the forward-looking statements after the date of this announcement to conform these statements to actual results, to changes in management’s expectations or otherwise, except as may be required by law.
| dELiA*s, Inc. CONSOLIDATED BALANCE SHEETS (in thousands, except par value and share data) (unaudited) |
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| January 28, 2012 | January 29, 2011 | ||||||||||
| ASSETS | |||||||||||
| CURRENT ASSETS: | |||||||||||
| Cash and cash equivalents | $ | 28,426 | $ | 28,074 | |||||||
| Inventories, net | 30,937 | 32,025 | |||||||||
| Prepaid catalog costs | 2,111 | 1,845 | |||||||||
| Restricted cash | – | 8,268 | |||||||||
| Other current assets | 3,556 | 12,511 | |||||||||
| TOTAL CURRENT ASSETS | 65,030 | 82,723 | |||||||||
| PROPERTY AND EQUIPMENT, NET | 42,588 | 49,988 | |||||||||
| GOODWILL | 4,462 | 4,462 | |||||||||
| INTANGIBLE ASSETS, NET | 2,419 | 2,419 | |||||||||
| OTHER ASSETS | 837 | 111 | |||||||||
| TOTAL ASSETS | $ | 115,336 | $ | 139,703 | |||||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||
| CURRENT LIABILITIES: | |||||||||||
| Accounts payable | $ | 24,199 | $ | 21,301 | |||||||
| Accrued expenses and other current liabilities | 16,747 | 21,788 | |||||||||
| Income taxes payable | 736 | 742 | |||||||||
| TOTAL CURRENT LIABILITIES | 41,682 | 43,831 | |||||||||
| DEFERRED CREDITS AND OTHER LONG-TERM LIABILITIES | 11,545 | 11,828 | |||||||||
| TOTAL LIABILITIES | 53,227 | 55,659 | |||||||||
| COMMITMENTS AND CONTINGENCIES | |||||||||||
| STOCKHOLDERS’ EQUITY: | |||||||||||
| Preferred Stock, $.001 par value; 25,000,000 shares authorized, none issued | – | – | |||||||||
| Common Stock, $.001 par value; 100,000,000 shares authorized; 31,726,645 and 31,432,531 shares issued and outstanding, respectively | 32 | 31 | |||||||||
| Additional paid-in capital | 99,244 | 98,510 | |||||||||
| Accumulated deficit | (37,167 | ) | (14,497 | ) | |||||||
| TOTAL STOCKHOLDERS’ EQUITY | 62,109 | 84,044 | |||||||||
| TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | 115,336 | $ | 139,703 | |||||||
| dELiA*s, Inc. CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share and per share data) (unaudited) |
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| For the Thirteen Weeks Ended | |||||||||||||||||
| January 28, 2012 | January 29, 2011 | ||||||||||||||||
| NET REVENUES | $ | 65,592 | 100.0 | % | $ | 66,913 | 100.0 | % | |||||||||
| Cost of goods sold | 44,436 | 67.7 | % | 42,266 | 63.2 | % | |||||||||||
| GROSS PROFIT | 21,156 | 32.3 | % | 24,647 | 36.8 | % | |||||||||||
| Selling, general and administrative expenses | 26,333 | 40.1 | % | 26,160 | 39.1 | % | |||||||||||
| Impairment of long-lived assets | 495 | 0.8 | % | – | 0.0 | % | |||||||||||
| Other operating income | (1,763 | ) | -2.7 | % | (174 | ) | -0.3 | % | |||||||||
| TOTAL OPERATING EXPENSES | 25,065 | 38.2 | % | 25,986 | 38.8 | % | |||||||||||
| OPERATING LOSS | (3,909 | ) | -6.0 | % | (1,339 | ) | -2.0 | % | |||||||||
| Interest expense, net | 183 | 0.3 | % | 93 | 0.1 | % | |||||||||||
| LOSS BEFORE INCOME TAXES | (4,092 | ) | -6.2 | % | (1,432 | ) | -2.1 | % | |||||||||
| Provision (benefit) for income taxes | 72 | 0.1 | % | (2,124 | ) | -3.2 | % | ||||||||||
| NET (LOSS) INCOME | $ | (4,164 | ) | -6.3 | % | $ | 692 | 1.0 | % | ||||||||
| BASIC (LOSS) INCOME PER SHARE: | |||||||||||||||||
| NET (LOSS) INCOME PER SHARE | $ | (0.13 | ) | $ | 0.02 | ||||||||||||
| WEIGHTED AVERAGE BASIC COMMON SHARES OUTSTANDING | 31,239,527 | 31,136,931 | |||||||||||||||
| DILUTED (LOSS) INCOME PER SHARE: | |||||||||||||||||
| NET (LOSS) INCOME PER SHARE | $ | (0.13 | ) | $ | 0.02 | ||||||||||||
| WEIGHTED AVERAGE DILUTED COMMON SHARES OUTSTANDING | 31,239,527 | 31,265,800 | |||||||||||||||
| dELiA*s, Inc. CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share and per share data) (unaudited) |
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| For the Fifty-Two Weeks Ended | |||||||||||||||||
| January 28, 2012 | January 29, 2011 | ||||||||||||||||
| NET REVENUES | $ | 217,152 | 100.0 | % | $ | 220,697 | 100.0 | % | |||||||||
| Cost of goods sold | 148,816 | 68.5 | % | 147,242 | 66.7 | % | |||||||||||
| GROSS PROFIT | 68,336 | 31.5 | % | 73,455 | 33.3 | % | |||||||||||
| Selling, general and administrative expenses | 92,740 | 42.7 | % | 95,746 | 43.4 | % | |||||||||||
| Impairment of long-lived assets and goodwill | 495 | 0.2 | % | 7,611 | 3.4 | % | |||||||||||
| Other operating income | (1,957 | ) | -0.9 | % | (475 | ) | -0.2 | % | |||||||||
| TOTAL OPERATING EXPENSES | 91,278 | 42.0 | % | 102,882 | 46.6 | % | |||||||||||
| OPERATING LOSS | (22,942 | ) | -10.6 | % | (29,427 | ) | -13.3 | % | |||||||||
| Interest expense, net | 577 | 0.3 | % | 353 | 0.2 | % | |||||||||||
| LOSS BEFORE INCOME TAXES | (23,519 | ) | -10.8 | % | (29,780 | ) | -13.5 | % | |||||||||
| Benefit for income taxes | (849 | ) | -0.4 | % | (8,137 | ) | -3.7 | % | |||||||||
| NET LOSS | $ | (22,670 | ) | -10.4 | % | $ | (21,643 | ) | -9.8 | % | |||||||
| BASIC AND DILUTED LOSS PER SHARE: | |||||||||||||||||
| NET LOSS PER SHARE | $ | (0.73 | ) | $ | (0.70 | ) | |||||||||||
| WEIGHTED AVERAGE BASIC AND DILUTED COMMON SHARES OUTSTANDING | 31,217,185 | 31,111,878 | |||||||||||||||
| dELiA*s Inc. CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (unaudited) |
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| For the Fifty-Two Weeks Ended | ||||||||||
| January 28, 2012 | January 29, 2011 | |||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||||
| Net loss | $ | (22,670 | ) | $ | (21,643 | ) | ||||
| Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||||||||
| Depreciation and amortization | 11,446 | 10,669 | ||||||||
| Deferred income taxes | – | 1,138 | ||||||||
| Stock-based compensation | 734 | 827 | ||||||||
| Impairment of long-lived assets and goodwill | 495 | 7,611 | ||||||||
| Changes in operating assets and liabilities: | ||||||||||
| Inventories | 1,088 | 1,677 | ||||||||
| Prepaid catalog costs and other assets | 7,963 | 1,064 | ||||||||
| Restricted cash | 8,268 | (728 | ) | |||||||
| Income taxes payable | (6 | ) | 9 | |||||||
| Accounts payable, accrued expenses and other liabilities | (2,951 | ) | (8,389 | ) | ||||||
| Total adjustments | 27,037 | 13,878 | ||||||||
| NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | 4,367 | (7,765 | ) | |||||||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||||
| Capital expenditures | (4,015 | ) | (5,819 | ) | ||||||
| NET CASH USED IN INVESTING ACTIVITIES | (4,015 | ) | (5,819 | ) | ||||||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||||
| Proceeds from exercise of employee stock options | – | 12 | ||||||||
| NET CASH PROVIDED BY FINANCING ACTIVITIES | – | 12 | ||||||||
| NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 352 | (13,572 | ) | |||||||
| CASH AND CASH EQUIVALENTS, beginning of period | 28,074 | 41,646 | ||||||||
| CASH AND CASH EQUIVALENTS, end of period | $ | 28,426 | $ | 28,074 | ||||||
| dELiA*s, Inc. SELECTED OPERATING DATA (in thousands, except number of stores) (unaudited) |
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| For The Thirteen Weeks Ended | For The Fifty-Two Weeks Ended | |||||||||||||||||||||||||
| January 28, 2012 | January 29, 2011 | January 28, 2012 | January 29, 2011 | |||||||||||||||||||||||
| Channel net revenues: | ||||||||||||||||||||||||||
| Retail | $ | 33,634 | $ | 34,906 | $ | 123,223 | $ | 122,444 | ||||||||||||||||||
| Direct | 31,958 | 32,007 | 93,929 | 98,253 | ||||||||||||||||||||||
| Total net revenues | $ | 65,592 | $ | 66,913 | $ | 217,152 | $ | 220,697 | ||||||||||||||||||
| Comparable store sales | (3.6 | %) | (2.3 | %) | 0.1 | % | (4.1 | %) | ||||||||||||||||||
| Catalogs mailed | 12,817 | 14,121 | 38,758 | 43,271 | ||||||||||||||||||||||
| Inventory – retail | $ | 16,149 | $ | 16,414 | $ | 16,149 | $ | 16,414 | ||||||||||||||||||
| Inventory – direct | $ | 14,788 | $ | 15,611 | $ | 14,788 | $ | 15,611 | ||||||||||||||||||
| Number of stores: | ||||||||||||||||||||||||||
| Beginning of period | 114 | 115 | 114 | 109 | ||||||||||||||||||||||
| Opened | 1 | – | 4 | * | 9 | ** | ||||||||||||||||||||
| Closed | 2 | 1 | 5 | * | 4 | ** | ||||||||||||||||||||
| End of period | 113 | 114 | 113 | 114 | ||||||||||||||||||||||
| Total gross sq. ft @ end of period | 434.4 | 436.3 | 434.4 | 436.3 | ||||||||||||||||||||||
| * Totals include two stores that were closed, remodeled and reopened during fiscal 2011, and one store that was closed and relocated to an alternative site in the same mall during fiscal 2011. |
| ** Totals include one store that was closed, remodeled and reopened during fiscal 2010, and one store that was closed and relocated to an alternative site in the same mall during fiscal 2010. |
Socket Mobile (SCKT) Launches Apple Certified 1D Barcode Scanner
NEWARK, CA — (Marketwire) — 03/15/12 — Socket Mobile, Inc. (NASDAQ: SCKT), an innovative provider of mobile productivity solutions, today announced that the Socket Bluetooth® Cordless Hand Scanner (CHS) 7Ci barcode scanner has been certified by Apple for the iPad®, iPhone® and iPod touch®. The CHS 7Ci will enable Socket Mobile to service the majority of enterprise barcode scanning applications, which only require support for 1D barcodes, as more businesses deploy corporate scanning solutions with iOS devices.
“Approximately sixty-percent of Bluetooth barcode scanners sold worldwide in 2012 are expected to be 1D,” said Drew Nathanson, vice president of Auto ID at VDC Research Group, the leading authority on the barcode scanning market.
“Socket Mobile began by offering Apple certified 2D barcode scanners, which enabled developers to create and write software applications that require rapid and robust barcode scanning, however this only suited 40% of the Bluetooth barcode scanner market,” said Mike Gifford, executive vice president of Socket Mobile. “Applications requiring only 1D barcode scanning at a lower cost of entry were not being adequately served. By adding the CHS 7Ci — an Apple certified 1D barcode scanner — into our product line, we are now able to service the entire Apple market.”
Socket Scan 10 SDK customers who have developed an application for the CHS 7Xi or 7XiRx need to obtain the latest version of the SDK to add support for the CHS 7Ci. For more information, please email developers@socketmobile.com.
Socket Mobile barcode scanning developers continue to create and deploy corporate and enterprise software solutions for a wide range of markets including commercial and healthcare services, retail in-store, industrial/manufacturing and government.
Pricing and Availability
The CHS 7Ci (SKU# CX2870-1409) is expected to be available April 1, 2012, at an MSRP of $260. The CHS 7Xi (SKU# CX2864-1336), an Apple-certified 2D scanner, is available now at an MSRP of $560. For more information, please email sales@socketmobile.com.
About Socket Mobile
With 20 years of experience in the Automatic Identification and Data Capture market, Socket makes mobile computing and productivity work. The company offers a family of handheld computers and an extensive portfolio of AIDC peripherals designed specifically for business mobility deployments and to enable productivity increases and drive operational efficiencies in healthcare, hospitality and other vertical markets. The company also offers OEM solutions for the mobile device market. Socket is headquartered in Newark, Calif. and can be reached at 510-933-3000 or www.socketmobile.com. Follow Socket Mobile on Twitter @socketmobile and subscribe to sockettalk.socketmobile.com, the company’s official blog.
Socket and Socket Bluetooth Cordless Hand Scanner are registered trademarks of Socket Mobile. All other trademarks and trade names contained herein may be those of their respective owners.
AdCare Health Systems (ADK) Acquires Two Skilled Nursing Facilities in Oklahoma
SPRINGFIELD, OH — (Marketwire) — 03/15/12 — AdCare Health Systems, Inc. (NYSE Amex: ADK), a leading long-term care provider, has signed definitive purchase agreements for two skilled nursing facilities in Oklahoma for a total consideration of $11.6 million.
The facilities have an aggregate of 239 beds in service and generate an estimated $10.3 million in gross annualized revenues according to their most recent financial statements. The transaction is expected to be completed in the next 90 days. AdCare plans to finance the acquisition of the facilities with traditional bank loans.
“Including the two new acquisitions announced today, we have a total of 12 skilled nursing facilities we expect to close in established markets over the next 120 days,” said Boyd Gentry, AdCare’s president and chief executive officer. “Together, these facilities have existing estimated gross annualized revenues of $49.0 million, which is prior to our optimization process that we believe will increase sub-acute census and revenues.
“We are especially excited about the significant upside of our Arkansas expansion, which includes three Little Rock facilities. One of these is a recently fully renovated 157 bed facility that we will open exclusively as a sub-acute facility. Once fully optimized, this facility’s revenues are anticipated to exceed $15 million. This transaction is scheduled to close at the end of this month.”
AdCare’s M&A program is driven by management’s commitment to acquire, develop and manage facilities where it can leverage operational efficiencies and improve profitability — even in a more conservative Medicare environment. In line with this strategy, the company recently terminated an agreement to acquire or lease 15 skilled nursing facilities in South Carolina, North Carolina, Virginia, and Tennessee that was announced in June of last year, following further due-diligence and renegotiation efforts.
“AdCare will no longer pursue this acquisition as it has become significantly more expensive as consent negotiations with third-party landlords progressed,” continued Gentry. “Although we tried to negotiate suitable terms, we eventually decided it was in our best interest to focus on the other numerous acquisitions we have identified which could quickly take its place.”
The company plans to continue pursuing an aggressive M&A program throughout 2012, focused on acquiring facilities that fit within its optimization strategy and have the ability to increase the company’s overall Medicare census and patient acuity.
“Our pipeline of potential acquisitions is as robust as ever, and we are working on several opportunities for owned facilities that we expect to announce soon,” added Gentry. “All of these facilities are within our existing seven state footprints, where we can leverage our existing regional operations teams.”
Combining the company’s current annualized run-rate with transactions in the process of closing, AdCare’s estimated annualized revenue run-rate is expected to exceed $246 million. This would represent an increase of more than 62% over the company’s revenues in 2011, and an increase of more than 8 times revenues since initiating its M&A campaign in the fall of 2009.
“As our portfolio of skilled nursing facilities expands, we continue to focus on cost reduction strategies that improve margins going forward,” continued Gentry. “We recently lowered our contract therapy costs, are currently leveraging a GPO program for our medical supplies and food purchases, negotiating with pharmacy providers and are in the final stages of outsourcing a large part of our IT infrastructure. We estimate that when fully implemented these cost reduction initiatives will save $4 million annually.”
Chris Brogdon, AdCare’s vice chairman and chief acquisitions officer, commented: “Today’s new signing brings the total number of facilities we’ve put under contract to 47 since we began our current M&A program. This transaction also increases the total number of facilities we’ve put under contract to 12 in Oklahoma. With our M&A program and the integration of new facilities remaining our major focus in 2012, we continue to evaluate a number of opportunities that fit our acquisition strategy. And we demonstrated today that we are willing to walk away from those transactions that we discover are not aligned with this strategy.”
About AdCare Health Systems
AdCare Health Systems, Inc. (NYSE Amex: ADK) is a recognized innovator in senior living and health care facility management. AdCare develops, owns and manages long-term care facilities and retirement communities, and since the company’s inception in 1988, its mission has been to provide the highest quality of healthcare services to the elderly, including a broad range of skilled nursing and sub-acute care services. For more information about AdCare, visit www.adcarehealth.com.
Important Cautions Regarding Forward-Looking Statements
Statements contained in this press release that are not historical facts may be forward-looking statements within the meaning of federal law. Such statements can be identified by the use of forward-looking terminology, such as “believes,” “expects,” “plans,” “intends,” “anticipates” and variations of such words or similar expressions, but their absence does not mean that the statement is not forward-looking. Statements in this announcement that are forward-looking include, but are not limited to, statements made by Mr. Gentry that the company expects better results, and statements by Mr. Brogdon that the company continues to expect its new facilities and those pending acquisitions to improve the company’s overall EBITDAR margin, as well as other statements regarding the signing and closing of expected acquisitions, and the company’s expected annualized run-rate. Such forward-looking statements reflect management’s beliefs and assumptions and are based upon information currently available to management and involve known and unknown risks, results, performance or achievements of AdCare, which may differ materially from those expressed or implied in such statements. Such factors are identified in the public filings made by AdCare with the Securities and Exchange Commission and include, among others, AdCare’s ability to secure lines of credit and/or an acquisition credit facility, find suitable acquisition properties at favorable terms, changes in the health care industry because of political and economic influences, changes in regulations governing the health care industry, changes in reimbursement levels including those under the Medicare and Medicaid programs and changes in the competitive marketplace. There can be no assurance that such factors or other factors will not affect the accuracy of such forward-looking statements. Except where required by law, AdCare undertakes no obligation to revise or update any forward-looking statements to reflect events or circumstances after the date of this press release.
In addition, facilities mentioned in this press release are operated by a separate, wholly owned, independent operating subsidiary that has its own management, employees and assets.
References to the consolidated company and its assets and activities, as well as the use of terms such as “we,” “us,” “our,” and similar verbiage, is not meant to imply that AdCare Health Systems, Inc. has direct operating assets, employees or revenue or that any of the facilities, the home health business or other related businesses are operated by the same entity.
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Company Contacts
Boyd Gentry, CEO
Chris Brogdon, Vice Chairman & CAO
David A. Tenwick, Chairman of Board
AdCare Health Systems, Inc.
Tel (937) 964-8974
Investor Relations
Ron Both or Geoffrey Plank
Liolios Group, Inc.
Tel (949) 574-3860
Crystal Rock (CRVP) Announces Promotions of Key Leadership
WATERTOWN, CT — (Marketwire) — 03/12/12 — Crystal Rock Holdings, Inc. (NYSE Amex: CRVP), through its subsidiary Crystal Rock LLC, announces several new promotions of key leadership functions which will continue to shape the direction of the company as it looks to become a single-source supply leader in water, coffee and office products.
“As we continue to prime Crystal Rock for delivering a premier customer experience, and look to grow profitability, ensuring stability in key leadership functions is a critical factor as the structure and personnel of our organization expands,” stated Peter Baker, President and CEO of Crystal Rock. “We’ve invested significant resources in personnel, facilities and technology, and as a result, we’re simply protecting those investments by elevating key, accountable individuals into broader roles.”
PROMOTION ANNOUNCEMENTS
Peter Guildner has been promoted to Vice-President of Sales & Marketing. With a degree from Fairfield University and beginning in 2005, Peter has been instrumental in building and shaping the sales and marketing department — a critical component to Crystal Rock’s future success. With competitive pressures and a 40,000 plus office products lineup, Peter will work cross-functionally throughout the organization and be primarily responsible for leading a staff of over 70, identifying innovative marketing solutions, architecting new sales revenue and develop new market opportunities for the company.
Cheryl Gustafson has been promoted to Vice-President of Human Resources. With a Master of Human Resource Management (MHRM) from DeVry University and BS in Finance, Cheryl is SPHR certified and began her Crystal Rock career in 2000. Currently responsible for 360 employees across 13 branches and 5 states, Cheryl directs all HR matters, including: compensation, benefits, training, policy, compliance with state/federal law, risk manager in regards to workers comp, auto and general liability claims. As Crystal Rock’s organization expands, Cheryl will lead efforts to support the needs of new personnel, retain top talent and create a recurring, systematic pipeline of new recruits.
Tim Descoteaux has been promoted to Vice-President of Procurement. Originally hired as a service technician repairing equipment in 1989, Tim worked through the company in service and route sales, and later, Tim expanded into management of Crystal Rock’s service department and eventually led the management of all purchasing. Tim currently oversees the service department, warehouse facilities and truck loading, in addition to tackling complex supplier and supply chain issues that are extremely important in supporting Crystal Rock’s customers. With more products in Crystal Rock’s portfolio and 13 facilities across New England and New York, Tim will engineer new opportunities that help build supplier partnerships that are more efficient, maintain the highest standards of quality and secure new innovative product solutions.
David Jurasek has been promoted to Vice-President of Finance. With more personnel and products, David will continue to evaluate the financial health and direction of the business. Evaluating costs versus investments and creation of financial Key Performance Indicators will help to ensure Crystal Rock is financially sound, and David will help Crystal Rock navigate changing economic market conditions. With an MBA from UCONN School of Business, David was hired in 1995 as Controller, overseeing daily accounting operations, forecasting and budgeting, tax reporting and compliance, assisting in SEC and SOX compliance and running M&A financial analysis.
For more information or to schedule an interview, please contact Chris Mitchell at 860.525.0070 x3067 or at cmitchell@crystalrock.com.
ABOUT CRYSTAL ROCK
Crystal Rock Holdings, Inc. (NYSE Amex: CRVP) — operating through its subsidiary Crystal Rock LLC — is a single source supplier of water, coffee, office supplies and other home and office refreshment products throughout the Northeast. The Company is the largest independent home and office distributor of its kind in the United States. It bottles and distributes natural spring water under the Vermont Pure® brand, purified water with minerals added under the Crystal Rock® Waters label and roasts and packages coffee under its Cool Beans® brand. The majority of its sales are derived from a route distribution system that delivers water in 3- to 5-gallon reusable, recyclable bottles, and coffee in fractional packs or pods. With a new identity and the tagline, “Little Things Matter(SM),” Crystal Rock continues to set high standards in the home and office refreshment industry through technical innovation, a commitment to the environment, and the integration of its family roots into relationships with employees and customers. More information is available at crystalrock.com.
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Media Contact:
Chris Mitchell
800.525.0070 x3067
cmitchell@crystalrock.com
Pete Baker
860.525.0070
pbaker@crystalrock.com
Spire (SPIR) Completes Sale of Semiconductor Business For Aggregate Consideration of $8.5 Million
Spire Corporation (“Spire”) (NASDAQ: SPIR), a diversified global company providing solar photovoltaic equipment and systems, and biomedical processing services, announced today that it has completed the sale of substantially all the assets of Spire Semiconductor, LLC’s foundry services business for aggregate consideration of $8.5 million, as described in more detail below, to Masimo Semiconductor, Inc., a wholly owned subsidiary of Masimo Corporation (“Masimo”).
“With the divestiture of our semiconductor business to Masimo, Spire has strengthened its financial position and can now more aggressively pursue opportunities in its solar and biomedical businesses,” said Roger G. Little, Chairman and Chief Executive Officer of Spire Corporation. “For the past several years, Masimo has been one of our largest customers and is an ideal strategic buyer for the business.”
Joe Kiani, Masimo CEO and Chairman of the Board stated, “Spire Semiconductor is a very innovative company. We have been extremely impressed with their technology and the service they have provided to us as a customer. We plan to continue building on the proprietary technology base established by Spire Semiconductor. The acquisition will permit us to focus the operation on Masimo’s custom component requirements and accelerate technology advancements in our non-invasive blood monitoring products.”
The asset purchase agreement provided that the aggregate purchase price for the Semiconductor Business unit was $8.0 million plus the assumption of $500,000 in liabilities, with the cash portion of the purchase price being reduced by retained cash and liabilities assumed by Masimo in excess of $500,000. As a result on the closing date, the Company received approximately $7.2 million in cash and Masimo assumed approximately $1.2 million in liabilities. Of the purchase price approximately 10% of the cash portion was deposited into an indemnity escrow account for fifteen months.
ThinkEquity LLC served as exclusive financial adviser to Spire Corporation.
About Spire Corporation
Spire Corporation is a diversified company serving the solar energy, biomedical and defense industries worldwide with innovative products and services based upon a common technology platform. For further details on the Company and its products, please visit www.spirecorp.com.
Certain matters described in this press release may be forward-looking statements subject to risks and uncertainties that could cause actual results to differ materially from those indicated in the forward-looking statements. Such risks and uncertainties include, but are not limited to, the risk of dependence on market growth, competition and dependence on government agencies and other third parties for funding contract research and services, as well as other factors described in the Company’s Form 10-K and other periodic reports filed with the Securities and Exchange Commission.
FuelCell Energy (FCEL) and POSCO Energy Announce Expanded Partnership
DANBURY, Conn., March 12, 2012 (GLOBE NEWSWIRE) — FuelCell Energy, Inc. (Nasdaq:FCEL) a leading manufacturer of ultra-clean, efficient and reliable fuel cell power plants, today announced the signing of Memorandums of Understanding (MOU) outlining a series of strategic initiatives with its South Korean partner, POSCO Energy (formally POSCO Power). These include a 120 megawatt (MW) multi-year order commitment, acceleration of deliveries under the existing 70 MW order, and a license commitment which provides for the manufacturing of Direct FuelCell® (DFC®) components in South Korea by October 2014.
“We are experiencing increasing demand for ultra-clean baseload fuel cell power plants from electric utilities and independent power producers under the South Korean Renewable Portfolio Standard and we are projecting significant demand from the commercial building market in South Korea as well as exports to other Asian countries,” said Soung-Sik Cho, President and CEO, POSCO Energy. “We are investing in increased capacity to meet this forecasted demand as the capacity of the existing FuelCell Energy production facility in the USA is not sufficient to meet our mutual global demand forecasts.”
Under the terms of the MOU, POSCO Energy will purchase 20,000,000 shares of FCEL common stock at a price of $1.50 per share for proceeds of $30 million. Proceeds will be used for general corporate purposes. The transaction is expected to close in April 2012.
“This strategic transaction reflects significant progress for FuelCell Energy and our ultra-clean stationary fuel cell power plants as we execute on our global growth plans, strengthen our balance sheet and drive to profitability,” said Chip Bottone, President and Chief Executive Officer for FuelCell Energy, Inc. “This announcement will be welcomed by project investors as it expands the global manufacturing footprint for our Direct FuelCell products.”
The MOU anticipates that POSCO Energy will order 120 MW of fuel cell kits for delivery starting in 2013 and concluding in 2016, all to be produced at the Torrington, Connecticut production facility owned by FuelCell Energy. Additionally, the MOU contemplates that the existing 70 MW order will be accelerated from 2.8 MW of fuel cell kits delivered each month to 4.2 MW per month, beginning in August 2012.
“The 120 megawatt order provides a committed level of production for our Torrington Connecticut production facility for the next several years, which provides certainty to our supply chain and increases capacity utilization,” continued Mr. Bottone.
The expanded license agreement will provide for the manufacture of Direct FuelCell components in Korea in a facility owned by POSCO Energy. POSCO Energy will provide the land and building in Pohang, South Korea for the manufacturing facility along with all necessary funding for construction and daily operation of the facility. POSCO Energy will pay a one-time licensing fee upon execution of the agreement and an on-going royalty. The expanded license agreement is expected to be finalized in the Company’s third quarter of 2012.
DFC power plants efficiently provide ultra-clean and reliable power at the point of use. The fuel cells utilize an electrochemical process to efficiently generate ultra-clean electricity and usable high quality heat. Due to the absence of combustion, virtually no pollutants are emitted. Avoiding the emission of NOx, SOx and particulate matter supports clean air regulations and benefits public health. The high efficiency of the fuel cell power generation process reduces fuel costs and carbon emissions, and producing both electricity and heat from the same unit of fuel further supports favorable economics while also promoting sustainability. Fuel cells can achieve up to 90 percent efficiency when configured to use the high quality heat generated by the power plant in a combined heat & power (CHP) mode.
FuelCell Energy management will discuss these strategic initiatives as part of the previously scheduled First Quarter 2012 earnings call at 10:00 am Eastern Time on March 12, 2012. The live webcast of the call will be available on the Company website at www.fuelcellenergy.com. To listen to the call, select ‘Investors’ on the home page, then click on ‘events & presentations’ and then click on ‘Listen to the webcast.’
About FuelCell Energy
Direct FuelCell® power plants are generating ultra-clean, efficient and reliable power at more than 50 locations worldwide. With over 180 megawatts of power generation capacity installed or in backlog, FuelCell Energy is a global leader in providing ultra-clean baseload distributed generation to utilities, industrial operations, universities, municipal water treatment facilities, government installations and other customers around the world. The Company’s power plants have generated more than one billion kilowatt hours of ultra-clean power using a variety of fuels including renewable biogas from wastewater treatment and food processing, as well as clean natural gas. For more information please visit our website at www.fuelcellenergy.com
The FuelCell Energy, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=3284
This news release contains forward-looking statements, including statements regarding the Company’s plans and expectations regarding the continuing development, commercialization and financing of its fuel cell technology and business plans. All forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Factors that could cause such a difference include, without limitation, whether the Company is able to reach definitive agreements on the terms contemplated in the recently announced memorandums of understanding with POSCO Energy, general risks associated with product development, manufacturing, changes in the regulatory environment, customer strategies, potential volatility of energy prices, rapid technological change, competition, and the Company’s ability to achieve its sales plans and cost reduction targets, as well as other risks set forth in the Company’s filings with the Securities and Exchange Commission. The forward-looking statements contained herein speak only as of the date of this press release. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statement to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which any such statement is based.
Direct FuelCell, DFC, DFC/T, DFC-H2 and FuelCell Energy, Inc. are all registered trademarks of FuelCell Energy, Inc. DFC-ERG is a registered trademark jointly owned by Enbridge, Inc. and FuelCell Energy, Inc.
CONTACT: FuelCell Energy, Inc.
Kurt Goddard, Vice President Investor Relations
203-830-7494
ir@fce.com
Clean Diesel Technologies, Inc. (CDTI) Reports Fourth Quarter and Fiscal Year 2011 Financial Results
VENTURA, Calif., March 12, 2012 /PRNewswire/ — Clean Diesel Technologies, Inc. (NASDAQ: CDTI) (“Clean Diesel”), a cleantech emissions reduction company, announced today its financial results for the fourth quarter and fiscal year ended December 31, 2011. The highlights are as follows:
- Record fourth quarter revenue of $21.3 million, up 80.5% year over year
- Income from operations of $0.2 million in fourth quarter 2011 compared to loss from operations of $3.9 million in 2010
- Record fiscal year 2011 revenue of $61.6 million, up 28.0% year over year
“Fourth quarter revenue exceeded our expectations, recording growth of over 80%,” said Craig Breese, Chief Executive Officer of Clean Diesel. “Sales in our Heavy Duty Diesel Systems division more than doubled compared to the prior year quarter. This was led by strong sales, both in the London Low Emission Zone (“LEZ”) and the North America retrofit market. Meanwhile, external sales for our Catalyst division grew more than 17% compared to the prior-year quarter.
“Our 27.6% gross margin was a significant improvement over the 23.2% recorded in the fourth quarter of 2010. For the year, gross margins increased by 350 basis points compared to 2010. This gross margin improvement was attributable in large part to a substantial increase in intercompany catalyst sales.
“We are very pleased with the strong finish of 2011. Sales in the London LEZ represented $8.0 million for the year and $6.0 million in the fourth quarter. Given the extension announced by the regulator in December, we expect an additional $3.0 million to $4.0 million of sales in the first quarter of 2012. In addition, with the California Truck and Bus Regulation going into effect this year, we believe the mandatory emissions compliance of over 150,000 Class 7 and 8 Heavy Duty trucks over the next 3 years provides us with a unique opportunity to grow the business in 2012 and beyond.”
Financial Results
Fourth Quarter 2011
The October 15, 2010 business combination with Catalytic Solutions, Inc. (or “CSI”), which Clean Diesel refers to as the “Merger” was accounted for as a reverse acquisition. Accordingly, Clean Diesel’s (the legal acquirer’s) consolidated financial statements are now those of CSI (the accounting acquirer), with the assets and liabilities and revenues and expenses of legacy Clean Diesel being included in CSI’s financial statements effective from October 15, 2010, the closing date of the Merger. As such, the amounts discussed below for periods prior to the Merger are those of CSI and its consolidated subsidiaries, with amounts of legacy Clean Diesel operations included from the date of the Merger.
Total revenue for the fourth quarter of 2011 was $21.3 million, an increase of $9.5 million, or 80.5%, from $11.8 million for the prior year quarter. Total revenue from legacy Clean Diesel business as a result of the Merger, includes $0.4 million, unchanged from the prior year quarter, all of which is included in Clean Diesel’s Heavy Duty Diesel Systems division.
Revenue for Clean Diesel’s Heavy Duty Diesel Systems division for the quarter ended December 31, 2011 increased $8.9 million, or 105.9%, to $17.3 million from $8.4 million for the prior year quarter. Revenue, excluding intercompany sales, for Clean Diesel’s Catalyst division for the quarter ended December 31, 2011 increased $0.6 million, or 17.3%, to $4.0 million from $3.4 million for the prior year quarter. Intercompany sales to its Heavy Duty Diesel Systems division increased by $2.4 million for the quarter ended December 31, 2011 compared to the prior year quarter.
Total operating expenses for the fourth quarter of 2011 were $5.7 million, compared to $6.6 million in the prior year quarter.
Net income for the fourth quarter of 2011 was $0.5 million, or $0.06 per diluted share, compared to net loss of $5.6 million, or $1.71 per share, in the prior year quarter. Net income included non-cash expense of approximately $0.1 million related to stock based compensation expense and $0.5 million related to depreciation and amortization of intangible assets, including those acquired in the Merger, for a total of approximately $0.6 million compared to $0.1 million and $0.4 million, respectively, for a total of approximately $0.5 million in the net loss for the same period in 2010. Diluted common shares outstanding were 7,217,000 in the current quarter compared to 3,280,000 in the same quarter a year ago, with the increase in the number of shares due principally to the public offering completed on July 5, 2011.
At December 31, 2011 and December 31, 2010, Clean Diesel had cash and cash equivalents of $3.5 million and $5.0 million, respectively. As previously announced, Clean Diesel completed a public offering on July 5, 2011 in which Clean Diesel sold 3,053,750 shares of common stock resulting in net proceeds of $10.2 million after deducting underwriting commissions and expenses. On October 7, 2011, Clean Diesel entered into a purchase agreement with Lincoln Park Capital Fund, LLC (“LPC”) which provides Clean Diesel with the option, at its sole discretion, to sell to LPC up to $10.0 million of its common stock. Currently, 1,823,577 shares have been registered with the Securities and Exchange Commission for this purpose. Net proceeds from the public offering and any net proceeds resulting from sales of stock under the purchase agreement are intended to be used for working capital and general corporate purposes.
Full Year 2011
Total revenue for the year ended December 31, 2011 was $61.6 million, an increase of $13.5 million, or 28.0%, from $48.1 million for the prior year. Total revenue includes $2.2 million from legacy Clean Diesel business as a result of the Merger, all of which is included in Clean Diesel’s Heavy Duty Diesel Systems division.
Revenue for Clean Diesel’s Heavy Duty Diesel Systems division for the year ended December 31, 2011 increased $16.2 million, or 52.3%, to $47.4 million from $31.2 million for the prior year. Revenue, excluding intercompany sales, for Clean Diesel’s Catalyst division for the year ended December 31, 2011 was down $2.7 million, or 16.6%, to $14.2 million from $16.9 million for the prior year. Intercompany sales to its Heavy Duty Diesel Systems division increased $5.8 million for the year ended December 31, 2011 compared to the same period in 2010.
Total operating expenses for the year ended December 31, 2011 were $24.1 million, compared to $15.8 million for the prior year. Total operating expenses for the prior year included a $3.9 million gain, which arose from the sale of specific three-way catalyst technology and intellectual property to Clean Diesel’s partner in its Asian investment.
Net loss for the year ended December 31, 2011 was $7.3 million, or $1.31 per share, compared to a net loss of $8.3 million, or $6.71 per share, in the prior year. Net loss included non-cash expense of approximately $1.5 million related to stock based compensation expense and $1.7 million related to depreciation and amortization of intangible assets, including those acquired in the Merger, for a total of approximately $3.2 million compared to approximately $0.3 million and $1.3 million, respectively, for a total of approximately $1.6 million in the same period in 2010. Diluted common shares outstanding were 5,574,000 for the year ended December 31, 2011 compared to 1,238,000 for the prior year, with the increase in the number of shares due principally to the public offering completed on July 5, 2011.
Mr. Breese concluded, “I am pleased to be taking over as Chief Executive Officer following the significant positive momentum from 2011. We expect this momentum to continue into the first quarter of 2012. In 2012, we anticipate good growth in our Heavy Duty Diesel Systems business compared to 2011 as sales in the London LEZ conclude and as key retrofit programs are implemented in North America, particularly in California. We also expect to see more stable demand from our OEM customers for light duty vehicle catalysts. We realize the world continues to face economic uncertainty and risk, so a critical part of our planning process is to make sure we’re prepared for a potentially more challenging situation. In 2011, we strengthened our balance sheet through a successful completion of a public offering in early July and establishing a discretionary equity commitment from Lincoln Park Capital in October. As of today we have not needed to utilize this equity commitment, but it does provide us with the flexibility we may need to fund the growth of our business. Overall, we are encouraged by our performance in 2011 and look forward to delivering solid results in 2012.”
Conference Call and Webcast Information
Clean Diesel will host a conference call and simultaneous webcast over the Internet beginning at 12:00 p.m. Pacific Time today to discuss its financial results and its business outlook. This conference call will contain forward-looking information. To participate in the conference call, dial +1 (877) 303-9240 and use confirmation code 58405818. International participants should dial +1 (760) 666-3571 and use the same confirmation code. The conference call will be webcast live on the Clean Diesel website at www.cdti.com under the “Investor Relations” section. To listen to the live webcast, participants should visit the site at least 15 minutes prior to the conference to download any required streaming media software. An archived recording of the conference call will be available on the Clean Diesel website for 30 days.
About Clean Diesel Technologies, Inc.
Clean Diesel is a vertically integrated global manufacturer and distributor of emissions control systems and products, focused on the heavy duty diesel and light duty vehicle markets. Clean Diesel utilizes its proprietary patented Mixed Phase Catalyst (MPC®) technology, as well as its ARIS® selective catalytic reduction, Platinum Plus® fuel-borne catalyst, and other technologies to provide high-value sustainable solutions to reduce emissions, increase energy efficiency and lower the carbon intensity of on- and off-road engine applications. Clean Diesel is headquartered in Ventura, California and currently has operations in the U.S., Canada, U.K., France, Japan and Sweden. For more information, please visit www.cdti.com.
Forward-Looking Statements Safe Harbor
Certain statements in this news release, such as statements regarding Clean Diesel’s estimated sales in the London LEZ and increased sales by its Heavy Duty Diesel Systems division, overall business growth and momentum, implementation of government mandated diesel retrofit programs and the stabilized demand from OEM customers for its catalyst products constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known or unknown risks, including those detailed in Clean Diesel’s filings with the U.S. Securities and Exchange Commission, uncertainties and other factors that may cause the actual results, performance or achievements of Clean Diesel to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Clean Diesel assumes no obligation to update the forward-looking information contained in this release.
|
Clean Diesel Technologies, Inc. Summary Income Statements (unaudited) ($ millions) |
|||||||||
|
3 Months Ended December 31, |
Year Ended December 31, |
||||||||
|
2011 |
2010 |
2011 |
2010 |
||||||
|
Revenues |
$ |
21.3 |
$ |
11.8 |
$ |
61.6 |
$ |
48.1 |
|
|
Gross profit |
5.9 |
2.7 |
17.6 |
12.0 |
|||||
|
Gross margin |
27.6% |
23.2% |
28.5% |
25.0% |
|||||
|
Operating expenses: |
|||||||||
|
Selling, general and administrative |
3.7 |
3.4 |
16.7 |
11.8 |
|||||
|
Research and development |
2.0 |
1.2 |
7.4 |
4.4 |
|||||
|
Recapitalization expense |
─ |
1.8 |
─ |
3.2 |
|||||
|
Severance Expense |
─ |
0.2 |
─ |
0.3 |
|||||
|
Gain on sale of intellectual property |
─ |
─ |
─ |
(3.9) |
|||||
|
Total operating expenses |
$ |
5.7 |
$ |
6.6 |
$ |
24.1 |
$ |
15.8 |
|
|
Income (loss) from operations |
$ |
0.2 |
$ |
(3.9) |
$ |
(6.5) |
$ |
(3.8) |
|
|
Other expense |
(0.5) |
(2.6) |
(0.4) |
(5.5) |
|||||
|
Loss from continuing operations before income tax |
(0.3) |
(6.5) |
(6.9) |
(9.3) |
|||||
|
Income tax (benefit) expense from continuing operations |
(0.7) |
(0.5) |
0.3 |
─ |
|||||
|
Net income (loss) from continuing operations |
0.4 |
(6.0) |
(7.2) |
(9.3) |
|||||
|
Discontinued operations |
0.1 |
0.4 |
(0.1) |
1.0 |
|||||
|
Net income (loss) |
$ |
0.5 |
$ |
(5.6) |
$ |
(7.3) |
$ |
(8.3) |
|
|
Basic and diluted EPS |
$ |
0.06 |
$ |
(1.71) |
$ |
(1.31) |
$ |
(6.71) |
|
|
Weighted shares outstanding (in thousands) |
7,217 |
3,280 |
5,574 |
1,238 |
|||||
|
Clean Diesel Technologies, Inc. Segment Information ($ millions) |
|||||||||
|
3 Months Ended December 31, |
Year Ended December 31, |
||||||||
|
2011 |
2010 |
2011 |
2010 |
||||||
|
Revenue |
|||||||||
|
Heavy Duty Diesel Systems |
$ |
17.3 |
$ |
8.4 |
$ |
47.4 |
$ |
31.2 |
|
|
Catalyst |
6.8 |
3.8 |
20.8 |
17.7 |
|||||
|
Eliminations |
(2.8) |
(0.4) |
(6.6) |
(0.8) |
|||||
|
Total |
$ |
21.3 |
$ |
11.8 |
$ |
61.6 |
$ |
48.1 |
|
|
Income (loss) from operations |
|||||||||
|
Heavy Duty Diesel Systems |
$ |
0.3 |
$ |
(0.4) |
$ |
1.4 |
$ |
2.0 |
|
|
Catalyst |
1.1 |
(1.0) |
(1.0) |
(2.6) |
|||||
|
Corporate |
(1.2) |
(2.5) |
(6.7) |
(3.2) |
|||||
|
Eliminations |
─ |
─ |
(0.2) |
─ |
|||||
|
Total |
$ |
0.2 |
$ |
(3.9) |
$ |
(6.5) |
$ |
(3.8) |
|
|
Clean Diesel Technologies, Inc. Summary Balance Sheets (unaudited) ($ millions) |
||||||
|
As of December 31 |
||||||
|
2011 |
2010 |
|||||
|
Total current assets |
$ |
27.1 |
$ |
17.6 |
||
|
Total assets |
$ |
41.1 |
$ |
32.7 |
||
|
Total current liabilities |
$ |
15.7 |
$ |
14.8 |
||
|
Total long-term liabilities |
$ |
5.5 |
$ |
2.6 |
||
|
Stockholders’ equity |
$ |
19.9 |
$ |
15.4 |
||
|
Short-term debt |
$ |
4.5 |
$ |
2.4 |
||
|
Long-term debt |
$ |
4.5 |
$ |
1.5 |
||
NewLead Holdings Ltd. (NEWL) Announces Progress in the Restructuring Process
PIRAEUS, Greece, March 12, 2012 /PRNewswire/ — NewLead Holdings Ltd. (NASDAQ: NEWL) (“NewLead” or the “Company”), an international shipping company owning and operating tankers and dry bulk vessels, today announced the completion of the sale of the four LR1 product tankers and one Panamax dry bulk vessel, the 1990-built “Newlead Esmeralda”. The sale of these vessels was conducted as part of the Company’s overall financial restructuring plan.
Following the successful completion of sale of the five vessels, the net sales proceeds have been applied in full satisfaction of all liabilities under the governing loan agreements. NewLead’s overall indebtedness decreased by an aggregate of approximately $159.0 million after these sales, of which a decrease of $147.9 million resulted from the sale of the four LR1 product tankers and a decrease of $11.1 million resulted from the sale of the “Newlead Esmeralda” for total sale proceeds of $12.0 million out of which $0.9 million will be used to satisfy a substantial part of the vessel’s trade debt.
Michael Zolotas, President and Chief Executive Officer of NewLead, stated, “The successful completion of the sale of the five vessels is a momentous step forward in achieving a successful restructuring for the Company. We have significantly reduced the indebtedness of the Company and together with our restructuring advisors continue to work with our lenders to successfully complete the financial restructuring of NewLead and move the Company forward.”
About NewLead Holdings Ltd.
NewLead Holdings Ltd. is an international, vertically integrated shipping company that owns and manages product tankers and dry bulk vessels. NewLead currently controls 11 vessels, of which two are double-hull product tankers and 9 are dry bulk vessels including four newbuildings and one vessel currently under construction that is scheduled to be delivered in the third quarter of 2012. NewLead’s common shares are traded under the symbol “NEWL” on the NASDAQ Global Select Market. To learn more about NewLead Holdings Ltd., please visit the new website at www.newleadholdings.com
“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995
This press release includes assumptions, expectations, projections, intentions and beliefs about future events. These statements, as well as words such as “anticipate,” “estimate,” “project,” “plan,” and “expect,” are intended to be ”forward-looking” statements. We caution that assumptions, expectations, projections, intentions and beliefs about future events may vary from actual results and the differences can be material. Forward-looking statements include, but are not limited to, such matters as future operating or financial results; our liquidity position and cash flows, our ability to borrow additional amounts under our revolving credit facility and, if needed, to obtain waivers from our lenders and restructure our debt, and our ability to continue as a going concern; statements about planned, pending or recent vessel disposals and/or acquisitions, business strategy, future dividend payments and expected capital spending or operating expenses, including dry-docking and insurance costs; statements about trends in the product tanker and dry bulk vessel shipping segments, including charter rates and factors affecting supply and demand; expectations regarding the availability of vessel acquisitions; completion of repairs; length of off-hire; availability of charters; and anticipated developments with respect to any pending litigation. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management’s examination of historical operating trends, data contained in our records and other data available from third parties. Although NewLead believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, NewLead cannot assure you that it will achieve or accomplish these expectations, beliefs or projections described in the forward looking statements. Important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the strength of world economies and currencies, general market conditions, including changes in charter rates and vessel values, failure of a seller to deliver one or more vessels, and other factors discussed in NewLead’s filings with the U.S. Securities and Exchange Commission from time to time. NewLead expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in NewLead’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
Investor and Media Relations:
Elisa Gerouki
NewLead Holdings Ltd.
Telephone: + 30 213 014 8023
Email: egerouki@newleadholdings.com
Harris Interactive (HPOL) Announces Share Repurchase Program; Provides Current Fiscal Year Guidance
NEW YORK, March 8, 2012 /PRNewswire/ — Harris Interactive Inc. (NASDAQ: HPOL), a global market research firm, today announced that its Board of Directors has authorized a share repurchase program of up to $3 million of the Company’s common stock over the next twenty-four months. The program calls for the repurchases to be made at management’s discretion in the open market or through privately negotiated transactions from time to time in compliance with applicable laws, rules, and regulations, subject to cash requirements for other purposes, and other relevant factors, such as trading price, trading volume, general market and business conditions, Company performance, and the Company’s compliance with the covenants under its credit agreement.
(Logo: http://photos.prnewswire.com/prnh/20100518/NY06801LOGO )
The share repurchase authorization does not obligate the Company to acquire any specific number of shares in any period, and may be modified, suspended, or discontinued at any time at the discretion of the Company’s Board of Directors. Share repurchases will be funded using cash generated from operations, and repurchased shares will be retired and returned to unissued status.
Commenting on the share repurchase program announcement, Al Angrisani, President and Chief Executive Officer of Harris Interactive, said, “Although we still have a lot of work to do to successfully execute the turnaround program, I am pleased with the progress we have made to date. The share repurchase program allows the Company flexibility to repurchase shares at its discretion while maintaining sufficient liquidity, and reflects our commitment to returning value to our stockholders.”
Eric Narowski, Interim Chief Financal Officer of Harris Interactive, further commented, “Based on current market conditions and forecasts, the Company projects Adjusted EBITDA after the effect of restructuring and other charges to be between $9.5 and $11.5 million for the fiscal year ending June 30, 2012. At the mid-range of this guidance, fiscal 2012 Adjusted EBITDA after the effect of restructuring and other charges is projected to increase approximately 54% compared with fiscal 2011. Relative to our projected fiscal 2012 performance, we believe that our stock is currently undervalued and view the repurchase program as an efficient way to enhance stockholder value.”
Cautionary Note Regarding Forward Looking Statements
Certain statements in this press release constitute forward-looking statements for purposes of the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. These statements include, among others, statements as to future economic performance, projections as to financial items, estimates, and plans and objectives for future operations, products and services. In some cases, you can identify forward-looking statements by terminology such as, “may”, “should”, “expects”, “plans”, “anticipates”, “feel”, “believes”, “estimates”, “predicts”, “potential”, “continue”, “consider”, “possibility”, or the negative of these terms or other comparable terminology. These forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from those in the forward looking statements. Such risks and uncertainties include, without limitation, risks detailed in the “Risk Factors” section of the Company’s most recent Annual Report on Form 10-K, as updated quarterly in our Quarterly Reports on Form 10-Q to reflect additional material risks. The Company has filed its reports on Forms 10-K and 10-Q with the Securities and Exchange Commission, and they are available under the Investor Relations section of our website at http://ir.harrisinteractive.com/. Risks and uncertainties also include the continued volatility of the global macroeconomic environment and its impact on the Company and its clients, the Company’s ability to sustain and grow its revenue base, the Company’s ability to maintain and improve cost efficient operations, the impact of reorganization, restructuring and related charges, quarterly variations in financial results, actions of competitors, the Company’s ability to develop and maintain products and services attractive to the market, the Company’s ability to remain in compliance with the financial covenants in its credit agreement, and uncertainties surrounding the Company’s ability to regain compliance with certain NASDAQ listing requirements.
You are urged to consider these factors carefully in evaluating such forward-looking statements and are cautioned not to place undue reliance on them. The forward-looking statements are qualified in their entirety by this cautionary statement.
Non-GAAP Financial Measure
Included in this press release is Adjusted EBITDA, which is a “non-GAAP financial measure”. This non-GAAP financial measure should not be considered in isolation; it is in addition to, and is not a substitution, for financial performance measures under GAAP. This non-GAAP financial measure may be different from non-GAAP measures used by other companies. Further, we may utilize other measures to illustrate performance in the future. Non-GAAP measures have limitations since they do not reflect all of the amounts associated with the Company’s results of operations as determined in accordance with GAAP. The Company has disclosed the reconciliation between EBITDA and Adjusted EBITDA and GAAP net income (loss) below to compensate for these limitations.
The Company defines Non-GAAP Adjusted EBITDA as earnings before net interest expense, income taxes, depreciation and amortization, and stock based compensation. Non-GAAP Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies. The Company is presenting Non-GAAP Adjusted EBITDA because it provides investors with an additional way to view its operations, when considered with both its GAAP results and the reconciliation to net income, which the Company believes provides a more complete understanding of its business than could be obtained absent this disclosure. Non-GAAP Adjusted EBITDA is presented solely as a supplemental disclosure because: (i) the Company believes it is a useful tool for investors to assess the operating performance of the business without the effect of non-cash depreciation, amortization and stock based compensation expenses; (ii) the Company believes that investors will find this data useful in assessing its ability to service or incur indebtedness; and (iii) Non-GAAP Adjusted EBITDA is a component of the financial covenant measures used by the Company’s lenders in connection with the Company’s credit facilities. The use of Non-GAAP Adjusted EBITDA has limitations and should not be considered in isolation from or as an alternative to GAAP measures, such as net income, operating income or other data prepared in accordance with GAAP, or as a measure of the Company’s profitability or liquidity.
The Company believes that its description of Non-GAAP Adjusted EBITDA after the effect of restructuring and other charges is useful to investors because it provides a means for investors to better understand the Company’s ongoing operations.
About Harris Interactive
Harris Interactive is one of the world’s leading custom market research firms, leveraging research, technology, and business acumen to transform relevant insight into actionable foresight. Known widely for the Harris Poll and for pioneering innovative research methodologies, Harris offers expertise in a wide range of industries including health care, technology, public affairs, energy, telecommunications, financial services, insurance, media, retail, restaurant, and consumer package goods. Serving clients in more than 215 countries and territories through our North American and European offices and a network of independent market research firms, Harris specializes in delivering research solutions that help us – and our clients – stay ahead of what’s next. For more information, please visit www.harrisinteractive.com.
HPOL – F
|
Reconciliation of GAAP Loss to EBITDA and Adjusted EBITDA (1) |
|
|
|
|
Amounts in millions of USD |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Fiscal Year |
For the Fiscal |
|
|
GAAP net loss |
$ (4.8) |
$ (8.5) |
|
|
Loss from discontinued operations, net of tax |
2.0 |
0.8 |
|
|
Interest expense, net |
0.7 |
1.2 |
|
|
Provision for income taxes |
0.1 |
0.2 |
|
|
Depreciation and amortization |
5.9 |
7.3 |
|
|
EBITDA |
$ 3.9 |
$ 1.0 |
|
|
Stock-based compensation (4) |
1.2 |
0.7 |
|
|
Adjusted EBITDA |
$ 5.1 |
$ 1.7 |
|
|
|
|
|
|
|
Adjusted EBITDA |
$ 5.1 |
$ 1.7 |
|
|
Add-back of restructuring and other charges |
5.4 |
5.1 |
|
|
Adjusted EBITDA with add-back of restructuring and other charges |
$ 10.5 |
$ 6.8 |
|
|
|
|
|
|
|
(1) Results shown above reflect the reclassification of our Asian operations as discontinued operations for all periods shown. |
|||
|
|
|
|
|
|
(2) This reconciliation is based on the midpoint of the Adjusted EBITDA guidance range provided in this press release. |
|||
|
|
|
|
|
|
(3) The amounts expressed in this column are based on current estimates as of the date of this press release. |
|||
|
|
|
|
|
|
(4) Stock-based compensation expense represents the cost of stock-based compensation awarded by the Company to its employees under the FASB guidance for stock-based compensation. |
|||
Press Contact:
Michael T. Burns
Investor Relations
Harris Interactive Inc.
800-866-7655 x7328
mburns@harrisinteractive.com
Intellicheck Mobilisa (IDN) Announces 2011 Fourth Quarter and Year End Financial Results
Intellicheck Mobilisa (NYSE Amex: IDN) has released its financial results for the fourth quarter and year ended December 31, 2011.
Revenues for the quarter ended December 31, 2011 decreased 6% to $2,868,031 compared to $3,046,567 in the same period of the previous year. Adjusted EBITDA was $283,835 for the fourth quarter of 2011 compared to $(253,795) for the fourth quarter of 2010. Net loss for the three months ended December 31, 2011 was $13,907 or $(0.00) per diluted share compared to a net loss of $641,844 or $(0.02) per diluted share for the three months ended December 31, 2010. The Company’s backlog, which represents non-cancelable sales orders for products not yet shipped and services to be performed, was approximately $2.8 million at December 31, 2011, compared to $2.8 million at December 31, 2010.
For the year ended December 31, 2011, revenues increased 2% to $12,484,331 compared to revenues of $12,291,551 reported in the same period of the prior year. Adjusted EBITDA for 2011 increased to $875,164 compared to $(938,934) in 2010. Net loss was $290,859 or $(0.01) per diluted share for the year ended December 31, 2011, compared to a net loss of $2,573,223 or $(0.10) for the year ended December 31, 2010.
Steve Williams, CEO of Intellicheck Mobilisa, commented, “Our efforts to reduce costs are reflected in our numbers and we intend to place additional resources on growing our revenues during 2012.”
Q4 2011 and Recent Highlights:
- Commercial Identity Group enters into contract with major international banking firm to incorporate ID Check into the teller transaction system
- ACCOR’s Motel 6 and Studio 6 hotels integrate ScanINN™ check-in and ID verification software with their property management system
Conference Call Information
IDN will host a conference call for members of the investment community today at 1:00 p.m. Eastern / 10:00 a.m. Pacific Time. Interested parties dial (877) 407-8037 approximately 10 minutes before the scheduled beginning. To listen to the conference call, please dial (877) 407-8037. For callers outside the U.S., please dial (201) 689-8037. The slides may be viewed at: http://www.investorcalendar.com/IC/CEPage.asp?ID=167126 and will also be available on our website: www.icmobil.com under Investor Relations. For those unable to participate in the live conference, a recording will be available for 48 hours after the call. The rebroadcast can be accessed by dialing (877) 660-6853 and (201) 612-7415 for international callers. The account access code is 327 and the replay ID is 387178. After the 48-hour window, please visit the investor relations portion of our website at http://www.icmobil.com for rebroadcast.
About Intellicheck Mobilisa
Intellicheck Mobilisa (ICMOBIL) is a leading technology company that is engaged in developing and marketing wireless technology and identity systems for various applications, including mobile and handheld access control and security systems for the government, military and commercial markets. ICMOBIL’s products include the Fugitive Finder system, an advanced ID card access control product currently protecting approximately 100 military and federal locations; ID-Check, a patented technology that instantly reads, analyzes, and verifies encoded data in magnetic stripes and barcodes on government-issued IDs from U.S. and Canadian jurisdictions, designed to improve the Customer Experience for the financial, hospitality and retail sectors; and Aegeus, a wireless security buoy system for the government, military and oil industry.
For more news and information on ICMOBIL, please visit www.icmobil.com.
Safe Harbor Statement
Certain statements in this press release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. When used in this press release, words such as “will,” “believe,” “expect,” “anticipate,” “encouraged,” and similar expressions, as they relate to the company or its management, as well as assumptions made by and information currently available to the company’s management identify forward-looking statements. Actual results may differ materially from the information presented here. Additional information concerning forward-looking statements is contained under the heading of risk factors listed from time to time in the company’s filings with the SEC. We do not assume any obligation to update the forward-looking information.
Adjusted EBITDA
Intellicheck Mobilisa uses Adjusted EBITDA as a non-GAAP financial performance measurement. Adjusted EBITDA is calculated by adding back to net income (loss) interest, income taxes, impairments of long-lived assets and goodwill, depreciation, amortization and stock-based compensation expense. Adjusted EBITDA is provided to investors to supplement the results of operations reported in accordance with GAAP. Management believes that Adjusted EBITDA provides an additional tool for investors to use in comparing Intellicheck Mobilisa financial results with other companies that also use Adjusted EBITDA in their communications to investors. By excluding non-cash charges such as impairments of long-lived assets and goodwill, amortization, depreciation and stock-based compensation, as well as non-operating charges for interest and income taxes, investors can evaluate the Company’s operations and can compare its results on a more consistent basis to the results of other companies. In addition, adjusted EBITDA is one of the primary measures management uses to monitor and evaluate financial and operating results.
Intellicheck Mobilisa considers Adjusted EBITDA to be an important indicator of the Company’s operational strength and performance of its business and a useful measure of the Company’s historical operating trends. However, there are significant limitations to the use of Adjusted EBITDA since it excludes interest income and expense, impairments of long lived assets and goodwill, stock based compensation expense, all of which impact the Company’s profitability, as well as depreciation and amortization related to the use of long term assets which benefit multiple periods. Intellicheck Mobilisa believes that these limitations are compensated by providing Adjusted EBITDA only with GAAP net income (loss) and clearly identifying the difference between the two measures. Consequently, Adjusted EBITDA should not be considered in isolation or as a substitute for net income (loss) presented in accordance with GAAP. Adjusted EBITDA as defined by the Company may not be comparable with similarly named measures provided by other entities. A reconciliation of Adjusted EBITDA to GAAP net income or loss is included in the enclosed schedule.
| INTELLICHECK MOBILISA, INC. | ||||||||||||||||
| CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||||||||||
| Three Months Ended | Year Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| (Unaudited) | ||||||||||||||||
| 2011 | 2010 | 2011 | 2010 | |||||||||||||
| REVENUES | $ | 2,868,031 | $ | 3,046,567 | $ | 12,484,331 | $ | 12,291,551 | ||||||||
| COST OF REVENUES | (927,466 | ) | (1,043,260 | ) | (4,339,772 | ) | (4,297,158 | ) | ||||||||
| Gross profit | 1,940,565 | 2,003,307 | 8,144,559 | 7,994,393 | ||||||||||||
| OPERATING EXPENSES | ||||||||||||||||
| Selling | 430,569 | 687,922 | 1,896,747 | 2,380,979 | ||||||||||||
| General and administrative | 872,418 | 1,212,492 | 3,922,024 | 5,181,005 | ||||||||||||
| Research and development | 651,488 | 742,248 | 2,608,020 | 2,979,047 | ||||||||||||
| Total operating expenses | 1,954,475 | 2,642,662 | 8,426,791 | 10,541,031 | ||||||||||||
| Loss from operations | (13,910 | ) | (639,355 | ) | (282,232 | ) | (2,546,638 | ) | ||||||||
| OTHER INCOME (EXPENSE) | ||||||||||||||||
| Interest income | 3 | 11 | 40 | 87 | ||||||||||||
| Interest expense | – | (2,500 | ) | (8,667 | ) | (24,808 | ) | |||||||||
| Other expense | – | – | – | (1,864 | ) | |||||||||||
| 3 | (2,489 | ) | (8,627 | ) | (26,585 | ) | ||||||||||
| Loss before income taxes | (13,907 | ) | (641,844 | ) | (290,859 | ) | (2,573,223 | ) | ||||||||
| Provision for income taxes | – | – | – | – | ||||||||||||
| Net loss | $ | (13,907 | ) | $ | (641,844 | ) | $ | (290,859 | ) | $ | (2,573,223 | ) | ||||
| PER SHARE INFORMATION | ||||||||||||||||
| Net loss per common share – | ||||||||||||||||
| Basic and diluted | $ | ( 0.00 | ) | $ | (0.02 | ) | $ | (0.01 | ) | $ | (0.10 | ) | ||||
| Weighted average common shares used in | ||||||||||||||||
| computing per share amounts – | ||||||||||||||||
| Basic and diluted | 27,462,504 | 26,990,708 | 27,247,558 | 26,645,897 | ||||||||||||
| CONDENSED CONSOLIDATED BALANCE SHEETS | |||||||
| ASSETS | |||||||
| December 31, | December 31, | ||||||
| 2011 | 2010 | ||||||
| CURRENT ASSETS: | |||||||
| Cash and cash equivalents | $ | 1,394,148 | $ | 1,488,904 | |||
| Accounts receivable, net of allowance of $4,884 and $1,651 | |||||||
| as of December 31, 2011 and 2010, respectively | 3,058,788 | 2,905,794 | |||||
| Inventory | 11,894 | 17,524 | |||||
| Other current assets | 108,770 | 115,195 | |||||
| Total current assets | 4,573,600 | 4,527,417 | |||||
| PROPERTY AND EQUIPMENT, net | 439,736 | 570,613 | |||||
| GOODWILL | 12,308,661 | 12,308,661 | |||||
| INTANGIBLE ASSETS, net | 5,551,149 | 6,494,134 | |||||
| OTHER ASSETS | 72,006 | 73,051 | |||||
| Total assets | $ | 22,945,152 | $ | 23,973,876 | |||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||
| CURRENT LIABILITIES: | |||||||
| Accounts payable | $ | 221,019 | $ | 366,924 | |||
| Accrued expenses | 675,907 | 858,058 | |||||
| Deferred revenue, current portion | 1,692,881 | 1,935,144 | |||||
| Notes payable | – | 193,333 | |||||
| Total current liabilities | 2,589,807 | 3,353,459 | |||||
| OTHER LIABILITIES | |||||||
| Deferred revenue, long-term portion | 405,190 | 709,378 | |||||
| Deferred rent | 194,759 | 125,426 | |||||
| Total liabilities | 3,189,756 | 4,188,263 | |||||
| STOCKHOLDERS’ EQUITY | 19,755,396 | 19,785,613 | |||||
| Total liabilities and stockholders’ equity | $ | 22,945,152 | $ | 23,973,876 | |||
| RECONCILIATION OF ADJUSTED EBITDA TO NET LOSS | ||||||||||||||||
| (Unaudited) | ||||||||||||||||
| Three Months Ended | Year Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2011 | 2010 | 2011 | 2010 | |||||||||||||
| Net loss | $ | (13,907 | ) | $ | (641,844 | ) | $ | (290,859 | ) | $ | (2,573,223 | ) | ||||
| Reconciling items: | ||||||||||||||||
| Interest – net | (3 | ) | 2,489 | 8,627 | 24,721 | |||||||||||
| Provision for income taxes | – | – | – | – | ||||||||||||
| Depreciation and amortization | 275,855 | 283,878 | 1,123,509 | 1,135,743 | ||||||||||||
| Stock-based compensation | 21,890 | 101,682 | 33,887 | 473,825 | ||||||||||||
| Adjusted EBITDA | $ | 283,835 | $ | (253,795 | ) | $ | 875,164 | $ | (938,934 | ) | ||||||
MTR Gaming Group (MNTG) Reports Fourth Quarter 2011 Results
MTR Gaming Group, Inc. (NasdaqGS: MNTG) today announced financial results for the fourth quarter and full year ended December 31, 2011.
Fourth Quarter 2011 Highlights and Subsequent Events
- Net revenue growth of 9.3%, including net revenue growth of 15.2% for Mountaineer Casino, Racetrack & Resort
- Record Adjusted EBITDA from continuing operations of $20.0 million
- Adjusted EBITDA margin of 19.3%, a 110 basis point increase from the prior-year quarter
- In January 2012, Scioto Downs Casino & Racetrack received its conditional gaming license to install and operate video lottery terminals, and construction is progressing on schedule at the facility
“We are pleased with our fourth quarter 2011 results, which saw a considerable increase in revenue, record Adjusted EBITDA and improved Adjusted EBITDA margin, which was the result of our focus on targeted marketing programs at our facilities, optimizing our cost structure, improving economic conditions in the region and favorable weather in the latter part of the fourth quarter,” said Jeffrey J. Dahl, President and Chief Executive Officer of MTR Gaming Group, Inc. “Looking forward into 2012, we have already received our conditional license to install and operate video lottery terminals (“VLTs”) at our Scioto Downs Casino & Racetrack and are pleased to note that construction is proceeding on schedule for an anticipated second quarter 2012 opening. Once completed, we believe the casino will have a significant beneficial impact on the Columbus, Ohio area in terms of entertainment, job opportunities and economic growth, as well as provide long-term value for our stockholders.”
For the fourth quarter of 2011, the Company’s total net revenues were $103.6 million, an increase of 9.3% compared to $94.8 million in the same period of 2010. Adjusted EBITDA from continuing operations was $20.0 million, up 15.9% compared to $17.2 million in the fourth quarter of 2010. The fourth quarter 2011 Adjusted EBITDA margin was 19.3% compared to 18.2% in the prior-year quarter.
The Company reported a net loss of $6.0 million for the quarter, or $0.21 per diluted share (which included income of $0.8 million from discontinued operations), compared to a net loss of $2.8 million, or $0.10 per diluted share, in the same period of 2010, due primarily to increased interest expense associated with the Company’s debt refinancing in the third quarter of 2011.
Net revenues at Mountaineer Casino, Racetrack & Resort increased 15.2% to $55.8 million in the fourth quarter of 2011 compared to $48.4 million in the fourth quarter of 2010. Revenues from slots were $41.9 million compared to $36.4 million in the same quarter of 2010, while table gaming at Mountaineer generated $7.2 million of revenues compared to $6.1 million in the prior-year period. The property saw Adjusted EBITDA increase to $11.7 million from $9.0 million in the comparable quarter of 2010. The Adjusted EBITDA margin at Mountaineer increased to 21.0% compared to 18.6% in the prior-year quarter. As previously mentioned, the increase in net revenues and Adjusted EBITDA was attributable to targeted marketing programs and operating efficiencies at Mountaineer, as well as improving economic conditions and milder winter weather in the latter part of 2011.
Net revenues at Presque Isle Downs & Casino increased 3.2% to $47.5 million during the fourth quarter of 2011 compared to $46.0 million during the fourth quarter of 2010. Table gaming at Presque Isle Downs generated $5.4 million of revenues compared to $4.7 million in the prior-year period, while slot revenue increased by $0.8 million compared to the same quarter of 2010. The property generated Adjusted EBITDA of $10.9 million compared to $10.4 million in the same quarter of 2010, with the Adjusted EBITDA margin increasing to 23.0% compared to 22.6% in the prior-year period. The increase in net revenues and Adjusted EBITDA for the fourth quarter of 2011 was primarily attributable to the milder winter weather and operating efficiencies.
Corporate overhead costs increased by 21% to $2.3 million during the fourth quarter of 2011 compared to $1.9 million in the prior-year period, due primarily to increases in compensation-related expenses.
Full Year 2011 Highlights
For the year ended December 31, 2011, MTR’s total net revenues increased approximately 1% to $428.1 million compared to $424.9 million in the prior year. Adjusted EBITDA from continuing operations increased 6.7% to $82.6 million (which includes $2.1 million received from a mineral rights lease bonus payment) from $77.4 million last year (which includes $1.4 million of project-opening costs and $1.7 million of severance costs). For the year ended December 31, 2011, net loss was $50.4 million, or $1.81 per diluted share, and includes a $34.4 million pre-tax loss on debt extinguishment associated with MTR’s refinancing, a pre-tax charge of $5.9 million representing an estimate of the Company’s obligations associated with its estimated proportionate assessment of amounts due under an Administrative Order executed by the Pennsylvania Gaming Control Board on July 11, 2011 and other related assessments, income tax expense of approximately $4.0 million attributable to an increase in the valuation allowance on deferred tax assets and $0.8 million in income from discontinued operations. Absent these charges and discontinued operations, the net loss would have been $6.9 million, or $0.25 per diluted share. In the same period last year, the Company reported net loss of $5.1 million, or $0.19 per diluted share, which included a loss of $0.2 million from discontinued operations.
See attached tables, including reconciliation of income (loss) from continuing operations and income (loss) from discontinued operations, GAAP financial measures, to Adjusted EBITDA, as well as the calculation of Adjusted EBITDA margin, non-GAAP financial measures.
Balance Sheet and Liquidity
As of December 31, 2011, MTR had $85.6 million in cash and cash equivalents, $130.1 million of funds that are held for construction of the video lottery terminal gaming facility at Scioto Downs Casino & Racetrack, and $548.9 million in total debt, net of discount. In addition, the Company has $20 million available for borrowing under its revolving credit facility.
Reconciliation of GAAP Measures to Non-GAAP Measures
Adjusted EBITDA represents earnings (losses) before interest, income taxes, depreciation and amortization, gain (loss) on the sale or disposal of property, loss on asset impairment, loss on debt modification and extinguishment, other regulatory gaming assessment costs and equity in loss of unconsolidated joint venture, to the extent that such items existed in the periods presented. Adjusted EBITDA margin represents the calculation of Adjusted EBITDA divided by net revenues. Adjusted EBITDA and Adjusted EBITDA margin are not measures of performance or liquidity calculated in accordance with generally accepted accounting principles (“GAAP”), are unaudited and should not be considered as an alternative to, or more meaningful than, net income (loss) or income (loss) from operations or operating margin as indicators of our operating performance, or cash flows from operating activities, as a measure of liquidity. Adjusted EBITDA and Adjusted EBITDA margin have been presented as supplemental disclosures because they are widely used measures of performance and basis’ for valuation of companies in our industry. Management of the Company uses Adjusted EBITDA and Adjusted EBITDA margin as primary measures of the Company’s operating performance and as components in evaluating the performance of operating personnel. Uses of cash flows that are not reflected in Adjusted EBITDA include capital expenditures, interest payments, income taxes, debt principal repayments, and certain regulatory gaming assessments which can be significant. Moreover, other companies that provide EBITDA and/or Adjusted EBITDA information may calculate EBITDA and/or Adjusted EBITDA differently than we do. A reconciliation of GAAP income (loss) from continuing operations and GAAP income (loss) from discontinued operations to Adjusted EBITDA, as well as the calculation of Adjusted EBITDA margin, is included in the financial tables accompanying this release.
Conference Call
Management will conduct a conference call focusing on the financial results and corporate developments today at 4:30 p.m. EST. Interested parties may participate in the call by dialing (888) 713-3595. Please call in 10 minutes before the call is scheduled to begin and ask for the MTR Gaming call (conference ID #3987455).
The conference call will be webcast live via the Investor Relations section of the Company’s website at www.mtrgaming.com. To listen to the live webcast please go to the website at least 15 minutes early to register, download and install any necessary audio software. If you are unable to listen to the live call, the conference call will be archived on the Investor Relations section of the Company’s website.
A replay of the call will be available two hours following the end of the call through midnight EDT on Thursday, March 15, 2012 at www.mtrgaming.com and by telephone at (877) 870-5176; passcode 3987455.
About MTR Gaming Group
MTR Gaming Group, Inc. is a hospitality and gaming company that through subsidiaries owns and operates Mountaineer Casino, Racetrack & Resort in Chester, West Virginia; Presque Isle Downs & Casino in Erie, Pennsylvania; and Scioto Downs Casino & Racetrack in Columbus, Ohio. For more information, please visit www.mtrgaming.com.
Forward-Looking Statements
Except for historical information, this press release contains forward-looking statements concerning, among other things the prospects for improving the results of our operations at Mountaineer, Presque Isle Downs and Scioto Downs, including the success and growth of table gaming at Presque Isle Downs and Mountaineer and the successful implementation of video lottery terminals at Scioto Downs. Such statements are subject to a number of risks and uncertainties that could cause the statements made to be incorrect and/or for actual results to differ materially. Those risks and uncertainties include, but are not limited to, the impact of new competition for Mountaineer and Presque Isle Downs (including casino gaming and video lottery terminals in Ohio), the establishment of video lottery terminals at Scioto Downs, pending the receipt of required regulatory approval, the effectiveness of our marketing programs, the enactment of future gaming legislation in the jurisdictions in which we operate (including the implementation of casino gaming in Cleveland and Columbus, Ohio and the implementation of video lottery terminals at racetracks in Ohio), changes in, or failure to comply with, laws, regulations or the conditions of our gaming licenses, accounting standards or environmental laws, including adverse changes in the gaming tax rates that the Company currently pays in its various jurisdictions, general economic conditions, disruption (occasioned by weather conditions or work stoppages) of our operations, our ability to improve our operating margins, our continued suitability to hold and obtain renewals of our gaming and racing licenses, our ability to fulfill our obligations and comply with the covenants associated with our various debt instruments and/or our ability to obtain additional debt and/or equity financing, if and when needed, and other factors described in the Company’s periodic reports filed with the Securities and Exchange Commission. The Company does not intend to update publicly any forward-looking statements, except as may be required by law. The cautionary advice in this paragraph is permitted by the Private Securities Litigation Reform Act of 1995.
| MTR GAMING GROUP, INC. | ||||||||||||||||||||||||
| CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||||||||||||||||||
| (dollars in thousands, except per share amounts) | ||||||||||||||||||||||||
| Three Months Ended | Year Ended | |||||||||||||||||||||||
| December 31 | December 31 | |||||||||||||||||||||||
| 2011 | 2010 | 2011 | 2010 | |||||||||||||||||||||
| (unaudited) | (unaudited) | |||||||||||||||||||||||
| Revenues: | ||||||||||||||||||||||||
| Gaming | $ | 94,122 | $ | 85,986 | $ | 385,300 | $ | 382,514 | ||||||||||||||||
| Pari-mutuel commissions | 1,929 | 2,117 | 10,206 | 11,181 | ||||||||||||||||||||
| Food, beverage and lodging | 7,881 | 7,056 | 32,617 | 32,265 | ||||||||||||||||||||
| Other | 2,609 | 1,961 | 11,058 | 8,737 | ||||||||||||||||||||
| Total revenues | 106,541 | 97,120 | 439,181 | 434,697 | ||||||||||||||||||||
| Less promotional allowances | (2,951 | ) | (2,357 | ) | (11,095 | ) | (9,806 | ) | ||||||||||||||||
| Net revenues | 103,590 | 94,763 | 428,086 | 424,891 | ||||||||||||||||||||
| Operating expenses: | ||||||||||||||||||||||||
| Expenses of operating departments: | ||||||||||||||||||||||||
| Gaming: | ||||||||||||||||||||||||
| Operating costs | 58,266 | 53,933 | 238,343 | 238,594 | ||||||||||||||||||||
| Other regulatory assessments | 167 | – | 5,925 | 800 | ||||||||||||||||||||
| Pari-mutuel commissions | 2,252 | 2,126 | 11,411 | 11,276 | ||||||||||||||||||||
| Food, beverage and lodging | 5,670 | 5,227 | 23,701 | 23,249 | ||||||||||||||||||||
| Other | 1,468 | 1,321 | 6,271 | 6,144 | ||||||||||||||||||||
| Marketing and promotions | 2,931 | 2,801 | 12,609 | 12,788 | ||||||||||||||||||||
| General and administrative | 12,992 | 12,114 | 52,963 | 54,068 | ||||||||||||||||||||
| Project opening costs | 36 | – | 197 | 1,365 | ||||||||||||||||||||
| Depreciation | 6,863 | 7,162 | 27,939 | 28,733 | ||||||||||||||||||||
| Impairment loss | 685 | – | 685 | 40 | ||||||||||||||||||||
| Loss on the sale or disposal of property | 682 | 30 | 470 | 75 | ||||||||||||||||||||
| Total operating expenses | 92,012 | 84,714 | 380,514 | 377,132 | ||||||||||||||||||||
| Operating income | 11,578 | 10,049 | 47,572 | 47,759 | ||||||||||||||||||||
| Other income (expense): | ||||||||||||||||||||||||
| Interest income | 75 | 15 | 145 | 37 | ||||||||||||||||||||
| Interest expense | (17,162 | ) | (13,383 | ) | (60,159 | ) | (54,120 | ) | ||||||||||||||||
| Loss on debt extinguishment | – | – | (34,364 | ) | – | |||||||||||||||||||
| Loss from continuing operations before income taxes | (5,509 | ) | (3,319 | ) | (46,806 | ) | (6,324 | ) | ||||||||||||||||
| (Provision) benefit for income taxes | (1,256 | ) | 529 | (4,347 | ) | 1,361 | ||||||||||||||||||
| Loss from continuing operations | (6,765 | ) | (2,790 | ) | (51,153 | ) | (4,963 | ) | ||||||||||||||||
| Discontinued operations: | ||||||||||||||||||||||||
| Income (loss) from discontinued operations before income taxes and non-controlling interest | 787 | (41 | ) | 787 | (234 | ) | ||||||||||||||||||
| Benefit for income taxes | – | 14 | – | 82 | ||||||||||||||||||||
| Income (loss) from discontinued operations before non- controlling interest | 787 | (27 | ) | 787 | (152 | ) | ||||||||||||||||||
| Non-controlling interest | 1 | – | 1 | (1 | ) | |||||||||||||||||||
| Income (loss) from discontinued operations | 788 | (27 | ) | 788 | (153 | ) | ||||||||||||||||||
| Net loss | $ | (5,977 | ) | $ | (2,817 | ) | $ | (50,365 | ) | $ | (5,116 | ) | ||||||||||||
| Net loss per share – basic: | ||||||||||||||||||||||||
| Loss from continuing operations | $ | (0.24 | ) | $ | (0.10 | ) | $ | (1.84 | ) | $ | (0.18 | ) | ||||||||||||
| Income (loss) from discontinued operations | 0.03 | – | 0.03 | (0.01 | ) | |||||||||||||||||||
| Net loss | $ | (0.21 | ) | $ | (0.10 | ) | $ | (1.81 | ) | $ | (0.19 | ) | ||||||||||||
| Net loss per share – diluted: | ||||||||||||||||||||||||
| Loss from continuing operations | $ | (0.24 | ) | $ | (0.10 | ) | $ | (1.84 | ) | $ | (0.18 | ) | ||||||||||||
| Income (loss) from discontinued operations | 0.03 | – | 0.03 | (0.01 | ) | |||||||||||||||||||
| Net loss | $ | (0.21 | ) | $ | (0.10 | ) | $ | (1.81 | ) | $ | (0.19 | ) | ||||||||||||
| Weighted average number of shares outstanding: | ||||||||||||||||||||||||
| Basic | 27,940,702 | 27,655,526 | 27,835,649 | 27,549,546 | ||||||||||||||||||||
| Diluted | 27,940,702 | 27,655,526 | 27,835,649 | 27,549,546 | ||||||||||||||||||||
| MTR GAMING GROUP, INC. | |||||||||||||||||||
| SELECTED FINANCIAL INFORMATION | |||||||||||||||||||
| (dollars in thousands) | |||||||||||||||||||
| (unaudited) | |||||||||||||||||||
| Three Months Ended | Year Ended | ||||||||||||||||||
| December 31 | December 31 | ||||||||||||||||||
| 2011 | 2010 | 2011 | 2010 | ||||||||||||||||
| Net revenues: | |||||||||||||||||||
| Mountaineer Casino, Racetrack & Resort | $ | 55,766 | $ | 48,408 | $ | 224,103 | $ | 228,784 | |||||||||||
| Presque Isle Downs & Casino | 47,505 | 46,048 | 201,148 | 193,005 | |||||||||||||||
| Scioto Downs | 298 | 285 | 2,750 | 2,963 | |||||||||||||||
| Corporate | 21 | 22 | 85 | 139 | |||||||||||||||
| Consolidated net revenues | $ | 103,590 | $ | 94,763 | $ | 428,086 | $ | 424,891 | |||||||||||
| Adjusted EBITDA from continuing operations: | |||||||||||||||||||
| Mountaineer Casino, Racetrack & Resort | $ | 11,718 | $ | 9,012 | $ | 47,449 | $ | 48,451 | |||||||||||
| Presque Isle Downs & Casino | 10,949 | 10,413 | 45,778 | 41,047 | |||||||||||||||
| Scioto Downs | (402 | ) | (300 | ) | (1,476 | ) | (1,217 | ) | |||||||||||
| Corporate | (2,290 | ) | (1,884 | ) | (9,160 | ) | (10,874 | ) | |||||||||||
| Consolidated Adjusted EBITDA from continuing operations | $ | 19,975 | $ | 17,241 | $ | 82,591 | $ | 77,407 | |||||||||||
| Adjusted EBITDA from discontinued operations | 626 | (41 | ) | 626 | (232 | ) | |||||||||||||
| Consolidated Adjusted EBITDA | $ | 20,601 | $ | 17,200 | $ | 83,217 | $ | 77,175 | |||||||||||
| _______________________________________________________________________ | |||||||||||||||||||
| The following tables set forth a reconciliation of income (loss) from continuing operations and income (loss) from discontinued operations, GAAP financial measures, to Adjusted EBITDA, as well as the calculation of Adjusted EBITDA margin, non-GAAP financial measures. | |||||||||||||||||||
| _______________________________________________________________________ | |||||||||||||||||||
| Three Months Ended | Year Ended | ||||||||||||||||||
| December 31 | December 31 | ||||||||||||||||||
| 2011 | 2010 | 2011 | 2010 | ||||||||||||||||
| ADJUSTED EBITDA FROM CONTINUING OPERATIONS: | |||||||||||||||||||
| Mountaineer Casino, Racetrack & Resort: | |||||||||||||||||||
| Income from continuing operations | $ | 8,732 | $ | 1,549 | $ | 35,653 | $ | 22,526 | |||||||||||
| Interest (income) expense, net | (2 | ) | 9 | 22 | 142 | ||||||||||||||
| Provision (benefit) for income taxes | – | 4,211 | (4 | ) | 12,328 | ||||||||||||||
| Depreciation | 2,786 | 3,223 | 11,831 | 13,383 | |||||||||||||||
| Impairment loss | 204 | – | 204 | – | |||||||||||||||
| (Gain) loss on the sale or disposal of property | (2 | ) | 20 | (257 | ) | 72 | |||||||||||||
| Adjusted EBITDA from continuing operations | $ | 11,718 | $ | 9,012 | $ | 47,449 | $ | 48,451 | |||||||||||
| Net revenues | $ | 55,766 | $ | 48,408 | $ | 224,103 | $ | 228,784 | |||||||||||
| Adjusted EBITDA margin | 21.0 | % | 18.6 | % | 21.2 | % | 21.2 | % | |||||||||||
| Presque Isle Downs & Casino: | |||||||||||||||||||
| Income from continuing operations | $ | 4,548 | $ | 1,431 | $ | 19,491 | $ | 15,160 | |||||||||||
| Interest (income) expense, net | (3 | ) | 7 | 4 | 28 | ||||||||||||||
| Provision for income taxes | 1,268 | 5,240 | 3,927 | 10,553 | |||||||||||||||
| Other regulatory gaming assessment | 167 | – | 5,925 | 800 | |||||||||||||||
| Depreciation | 3,873 | 3,725 | 15,292 | 14,503 | |||||||||||||||
| Impairment loss | 412 | – | 412 | – | |||||||||||||||
| Loss on the sale or disposal of property | 684 | 10 | 727 | 3 | |||||||||||||||
| Adjusted EBITDA from continuing operations | $ | 10,949 | $ | 10,413 | $ | 45,778 | $ | 41,047 | |||||||||||
| Net revenues | $ | 47,505 | $ | 46,048 | $ | 201,148 | $ | 193,005 | |||||||||||
| Adjusted EBITDA margin | 23.0 | % | 22.6 | % | 22.8 | % | 21.3 | % | |||||||||||
| Scioto Downs: | |||||||||||||||||||
| Loss from continuing operations | $ | (557 | ) | $ | (222 | ) | $ | (2,164 | ) | $ | (1,355 | ) | |||||||
| (Capitalized interest) interest expense, net | (37 | ) | 16 | (20 | ) | 70 | |||||||||||||
| Benefit for income taxes | – | (295 | ) | – | (733 | ) | |||||||||||||
| Depreciation | 192 | 201 | 767 | 801 | |||||||||||||||
| Gain on debt extinguishment | – | – | (59 | ) | – | ||||||||||||||
| Adjusted EBITDA from continuing operations | $ | (402 | ) | $ | (300 | ) | $ | (1,476 | ) | $ | (1,217 | ) | |||||||
| MTR GAMING GROUP, INC. | |||||||||||||||||||
| SELECTED FINANCIAL INFORMATION (continued) | |||||||||||||||||||
| (dollars in thousands) | |||||||||||||||||||
| (unaudited) | |||||||||||||||||||
| Three Months Ended | Year Ended | ||||||||||||||||||
| December 31 | December 31 | ||||||||||||||||||
| 2011 | 2010 | 2011 | 2010 | ||||||||||||||||
| ADJUSTED EBITDA FROM CONTINUING OPERATIONS (continued): | |||||||||||||||||||
| Corporate: | |||||||||||||||||||
| Loss from continuing operations | $ | (19,488 | ) | $ | (5,548 | ) | $ | (104,133 | ) | $ | (41,294 | ) | |||||||
| Interest expense, net of interest income | 17,129 | 13,336 | 60,008 | 53,843 | |||||||||||||||
| (Benefit) provision for income taxes | (12 | ) | (9,685 | ) | 424 | (23,509 | ) | ||||||||||||
| Depreciation | 12 | 13 | 49 | 46 | |||||||||||||||
| Impairment loss | 69 | – | 69 | 40 | |||||||||||||||
| Loss on debt extinguishment | – | – | 34,423 | – | |||||||||||||||
| Adjusted EBITDA from continuing operations | $ | (2,290 | ) | $ | (1,884 | ) | $ | (9,160 | ) | $ | (10,874 | ) | |||||||
| Consolidated: | |||||||||||||||||||
| Loss from continuing operations | $ | (6,765 | ) | $ | (2,790 | ) | $ | (51,153 | ) | $ | (4,963 | ) | |||||||
| Interest expense, net of interest income and capitalized interest | 17,087 | 13,368 | 60,014 | 54,083 | |||||||||||||||
| Provision (benefit) for income taxes | 1,256 | (529 | ) | 4,347 | (1,361 | ) | |||||||||||||
| Other regulatory gaming assessment | 167 | – | 5,925 | 800 | |||||||||||||||
| Depreciation | 6,863 | 7,162 | 27,939 | 28,733 | |||||||||||||||
| Loss on the sale or disposal of property | 682 | 30 | 470 | 75 | |||||||||||||||
| Impairment loss | 685 | – | 685 | 40 | |||||||||||||||
| Loss on debt extinguishment | – | – | 34,364 | – | |||||||||||||||
| Adjusted EBITDA from continuing operations | $ | 19,975 | $ | 17,241 | $ | 82,591 | $ | 77,407 | |||||||||||
| Net revenues | $ | 103,590 | $ | 94,763 | $ | 428,086 | $ | 424,891 | |||||||||||
| Adjusted EBITDA margin | 19.3 | % | 18.2 | % | 19.3 | % | 18.2 | % | |||||||||||
| ADJUSTED EBITDA FROM DISCONTINUED OPERATIONS: | |||||||||||||||||||
| Income (loss) from discontinued operations | $ | 788 | $ | (27 | ) | $ | 788 | $ | (153 | ) | |||||||||
| Interest (income) expense | (162 | ) | – | (162 | ) | 3 | |||||||||||||
| (Benefit) provision for income taxes | – | (14 | ) | – | (82 | ) | |||||||||||||
| Adjusted EBITDA from discontinued operations | $ | 626 | $ | (41 | ) | $ | 626 | $ | (232 | ) | |||||||||
| MTR GAMING GROUP, INC. | |||||||||||||
| CONSOLIDATED BALANCE SHEETS | |||||||||||||
| (dollars in thousands) | |||||||||||||
| December 31 | December 31 | ||||||||||||
| 2011 | 2010 | ||||||||||||
| (unaudited) | |||||||||||||
| ASSETS | |||||||||||||
| Current assets: | |||||||||||||
| Cash and cash equivalents | $ | 85,585 | $ | 53,820 | |||||||||
| Restricted cash | 1,146 | 1,143 | |||||||||||
| Accounts receivable, net of allowance for doubtful accounts of $383 in 2011 and $386 in 2010 | 4,554 | 2,790 | |||||||||||
| Amounts due from West Virginia Lottery Commission | 122 | – | |||||||||||
| Inventories | 3,503 | 3,476 | |||||||||||
| Deferred financing costs | 1,622 | 4,106 | |||||||||||
| Deferred income taxes | 494 | – | |||||||||||
| Prepaid expenses and other current assets | 5,366 | 5,177 | |||||||||||
| Total current assets | 102,392 | 70,512 | |||||||||||
| Property and equipment, net | 299,579 | 314,484 | |||||||||||
| Funds held for construction project | 130,114 | – | |||||||||||
| Goodwill | – | 494 | |||||||||||
| Other intangibles | 85,577 | 85,529 | |||||||||||
| Deferred financing costs, net of current portion | 9,919 | 8,113 | |||||||||||
| Deposits and other | 1,902 | 1,984 | |||||||||||
| Non-operating real property | 11,207 | 12,215 | |||||||||||
| Assets of discontinued operations | 181 | 178 | |||||||||||
| Total assets | $ | 640,871 | $ | 493,509 | |||||||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||||
| Current liabilities: | |||||||||||||
| Accounts payable | $ | 1,461 | $ | 1,887 | |||||||||
| Accounts payable – gaming taxes and assessments | 8,854 | 7,968 | |||||||||||
| Accrued payroll and payroll taxes | 4,114 | 3,861 | |||||||||||
| Accrued interest | 27,072 | 16,702 | |||||||||||
| Accrued income taxes | 958 | 546 | |||||||||||
| Other accrued liabilities | 10,741 | 9,052 | |||||||||||
| Construction project and equipment liabilities | 3,732 | 136 | |||||||||||
| Deferred income taxes | – | 64 | |||||||||||
| Current portion of long-term debt and capital lease obligations | – | 1,255 | |||||||||||
| Liabilities of discontinued operations | 223 | 217 | |||||||||||
| Total current liabilities | 57,155 | 41,688 | |||||||||||
| Long-term debt and capital lease obligations, net of current portion | 548,933 | 376,830 | |||||||||||
| Other regulatory gaming assessments | 5,408 | – | |||||||||||
| Deferred income taxes | 11,048 | 6,756 | |||||||||||
| Total liabilities | 622,544 | 425,274 | |||||||||||
| Stockholders’ equity: | |||||||||||||
| Common stock | – | – | |||||||||||
| Additional paid-in capital | 62,804 | 61,910 | |||||||||||
| (Accumulated Deficit) retained earnings | (44,288) | 6,359 | |||||||||||
| Accumulated other comprehensive loss | (404) | (251) | |||||||||||
| Total stockholders’ equity of MTR Gaming Group, Inc. | 18,112 | 68,018 | |||||||||||
| Non-controlling interest of discontinued operations | 215 | 217 | |||||||||||
| Total stockholders’ equity | 18,327 | 68,235 | |||||||||||
| Total liabilities and stockholders’ equity | $ | 640,871 | $ | 493,509 | |||||||||
Sequenom (SQNM) Announces Participation at the Barclays Global Healthcare Conference
SAN DIEGO, Calif., March 8, 2012 /PRNewswire/ — Sequenom, Inc. (NASDAQ: SQNM), a life sciences company providing innovative genetic analysis solutions, today announced the Company’s participation at the Barclays Global Healthcare Conference at the Loews Miami Hotel in Miami, FL on March 13-14, 2012.
Ronald M. Lindsay, Ph.D., Director and EVP of Research and Development, will present on Wednesday, March 14, 2012 beginning at 4:15 p.m. ET, to provide an overview of and update on the Company. The presentation is expected to last approximately 30 minutes and will be web cast live through the “Investors” section of the Sequenom website at www.sequenom.com. An audio replay will be available for 30 days following the initial presentation web cast.
About Sequenom
Sequenom, Inc. (NASDAQ: SQNM) is a life sciences company committed to improving healthcare through revolutionary genetic analysis solutions. Sequenom develops innovative technology, products and diagnostic tests that target and serve discovery and clinical research, and molecular diagnostics markets. The company was founded in 1994 and is headquartered in San Diego, California. Sequenom maintains a Web site at http://www.sequenom.com to which Sequenom regularly posts copies of its press releases as well as additional information about Sequenom. Interested persons can subscribe on the Sequenom Web site to email alerts or RSS feeds that are sent automatically when Sequenom issues press releases, files its reports with the Securities and Exchange Commission or posts certain other information to the Web site.
(Logo: http://photos.prnewswire.com/prnh/20040415/SQNMLOGO)
SOURCE Sequenom, Inc.
GSE Systems (GVP) Announces 2011 Fourth Quarter and Full Year Financial Results
GSE Systems, Inc. (“GSE” or “the Company”) (NYSE Amex: GVP), a global energy services solutions provider, announced financial results for the fourth quarter and year ended December 31, 2011.
Jim Eberle, Chief Executive Officer of GSE, commented, “2011 was an important and eventful year for GSE: we increased revenue, improved our margins significantly, operated profitably, and made notable progress towards diversifying our revenue streams and broadening our portfolio of energy services solutions.
“During 2011, we closed the acquisition of GSE EnVision, introduced a suite of new products, commercialized our 3D Visualization business, made strategic hires, and completed a reorganization designed to focus our energies and provide a firm foundation for growth. In 2011, we were awarded contracts totaling $44.4 million, $16.1 million of which were awarded in Q4 2011. Thus far in Q1 2012, we have announced $8.0 million in new contracts. All of these awards address a variety of energy end markets, including nuclear, fossil, process simulation, 3D Visualization, training, and engineering services. GSE’s business development activities and organic growth initiatives align with our core operating thesis that as energy demand continues to rise, the looming shortage of qualified energy operations professionals – many of whom are at or near retirement age – remains a growing industry concern.”
Mr. Eberle continued, “Our financial position at December 31, 2011 included cash and cash equivalents of $20.3 million, or $1.09 per diluted share, working capital of $30.2 million, and $0 in long-term debt.”
Q4 2011 RESULTS
Q4 2011 revenue was $15.0 million, up 21.7% from $12.3 million in Q4 2010, reflecting a change in scope to an ongoing simulation project and a $0.9 million revenue contribution from GSE EnVision Inc., which was acquired in January 2011.
Gross profit in Q4 2011 rose to $4.5 million, or 30.0% of revenue, from $1.9 million, or 15.7% of revenue, in Q4 2010. A significant portion of the improvement is attributable to the fact that in Q4 2010, the Company had a large negative adjustment due to the above-mentioned change in project scope and no corresponding adjustment in Q4 2011. Additionally, only 3.9% of total Q4 2011 revenue was comprised of lower margin revenue from the Slovak reactor project as compared to 18.9% of total revenue in Q4 2010. Also contributing to the improved Q4 2011 gross margin was revenue from GSE EnVision, whose products typically generate a substantially higher gross profit margin than the Company’s normal gross profit margin.
Operating income for Q4 2011 increased to $1.3 million from an operating loss of $2.1 million in Q4 2010. The improvement reflects the Q4 2011 higher gross margin and a $1.1 million reduction in selling, general and administrative expenses. The change in the fair value of contingent consideration related to the TAS and EnVision acquisitions resulted in a gain of $0.7 million for Q4 2011 versus a loss of $0.1 million in Q4 2010. In Q4 2010, the Company incurred bad debt expense of $0.2 million.
Net income for Q4 2011 improved to $1.2 million, or $0.06 per basic and diluted share, from a net loss of $2.5 million, or $0.13 per basic and diluted share, in Q4 2010.
Earnings before interest, taxes, depreciation and amortization (“EBITDA”) for Q4 2011 were $1.6 million, compared to an EBITDA loss of $2.2 million in Q4 2010.
Backlog at December 31, 2011 was $51.5 million, compared to $50.8 million at September 30, 2011 and $55.9 million at December 31, 2010. At December 31, 2011, approximately $5.8 million of GSE’s backlog was related to the Slovakia project. The Company believes that approximately $34.0 million of backlog at December 31, 2011 will convert to revenue in 2012. Not included in backlog at December 31, 2011 is approximately $8.0 million of new orders announced during Q1 2012.
SHARE REPURCHASE
Under the provisions of the share repurchase program authorized by GSE’s Board of Directors in March 2011, during the three and twelve month periods ended December 31, 2011, GSE repurchased 302,974 and 824,374 shares of common stock, respectively, for an aggregate purchase price of $0.5 million and $1.6 million, respectively. Subsequent to the close of the fourth quarter and through March 6, 2012, GSE repurchased an additional 150,287 shares of its common stock for an aggregate purchase price of $0.3 million.
CONFERENCE CALL
Management will host a conference call this afternoon at 4:30 pm Eastern Time to discuss the results. Interested parties may participate in the call by dialing:
- (877) 407-9753 (Domestic) or
- (201) 493-6739 (International)
The conference call will also be accessible via the following link:
http://www.investorcalendar.com/IC/CEPage.asp?ID=167551
ABOUT GSE SYSTEMS, INC.
GSE Systems, Inc. provides a wide range of simulation and training solutions to the global energy (nuclear and non-nuclear) industry, and is the world leader in nuclear simulation. The Company has over four decades of experience, more than 1,000 installations, and hundreds of customers in over 50 countries spanning the globe. Our software, hardware and integrated training solutions leverage proven technologies to deliver real-world business advantages to the energy, process, manufacturing and government sectors worldwide. GSE Systems is headquartered in Sykesville (Baltimore), Maryland, with offices in St. Marys, Georgia; Tarrytown, New York; Madison, New Jersey; Cary, North Carolina; Chennai, India; Nyköping, Sweden; Stockton-on-Tees, UK; and Beijing, China. Information about GSE Systems is available via the Internet at http://www.gses.com.
FORWARD LOOKING STATEMENTS
We make statements in this press release that are considered 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. These statements reflect our current expectations concerning future events and results. We use words such as “expect,” “intend,” “believe,” “may,” “will,” “should,” “could,” “anticipates,” and similar expressions to identify forward-looking statements, but their absence does not mean a statement is not forward-looking. These statements are not guarantees of our future performance and are subject to risks, uncertainties, and other important factors that could cause our actual performance or achievements to be materially different from those we project. For a full discussion of these risks, uncertainties, and factors, we encourage you to read our documents on file with the Securities and Exchange Commission, including those set forth in our periodic reports under the forward-looking statements and risk factors sections. We do not intend to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.
| GSE SYSTEMS, INC. AND SUBSIDIARIES | ||||||||||||||||
| CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||||||||||
| (in thousands, except share and per share data) | ||||||||||||||||
| (unaudited) | ||||||||||||||||
| Three Months ended | Year ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2011 | 2010 | 2011 | 2010 | |||||||||||||
| Contract revenue | $ | 14,998 | $ | 12,328 | $ | 51,126 | $ | 47,213 | ||||||||
| Cost of revenue | 10,503 | 10,390 | 34,781 | 36,081 | ||||||||||||
| Gross profit | 4,495 | 1,938 | 16,345 | 11,132 | ||||||||||||
| Selling, general and administrative | 2,752 | 3,846 | 12,672 | 11,683 | ||||||||||||
| Depreciation | 132 | 161 | 497 | 579 | ||||||||||||
| Amortization of definited-lived intangible assets | 319 | 39 | 948 | 102 | ||||||||||||
| Operating expenses | 3,203 | 4,046 | 14,117 | 12,364 | ||||||||||||
| Operating income (loss) | 1,292 | (2,108 | ) | 2,228 | (1,232 | ) | ||||||||||
| Interest income (expense), net | 40 | (29 | ) | 131 | 19 | |||||||||||
| Loss on derivative instruments | (117 | ) | (282 | ) | (68 | ) | (913 | ) | ||||||||
| Other income, net | 2 | 18 | 72 | 83 | ||||||||||||
| Income (loss) before income taxes | 1,217 | (2,401 | ) | 2,363 | (2,043 | ) | ||||||||||
| Provision (benefit) for income taxes | 43 | 119 | (438 | ) | 206 | |||||||||||
| Net income (loss) | $ | 1,174 | $ | (2,520 | ) | $ | 2,801 | $ | (2,249 | ) | ||||||
| Basic income (loss) per common share | $ | 0.06 | $ | (0.13 | ) | $ | 0.15 | $ | (0.12 | ) | ||||||
| Diluted income (loss) per common share | $ | 0.06 | $ | (0.13 | ) | $ | 0.15 | $ | (0.12 | ) | ||||||
| Weighted average shares outstanding – Basic | 18,518,687 | 19,155,782 | 18,952,401 | 18,975,007 | ||||||||||||
| Weighted average shares outstanding – Diluted | 18,569,210 | 19,155,782 | 19,122,903 | 18,975,007 | ||||||||||||
| GSE SYSTEMS, INC AND SUBSIDIARIES | ||||||
| Selected balance sheet data | ||||||
| (in thousands) | ||||||
| December 31, 2011 |
December 31, 2010 |
|||||
| Cash and cash equivalents | $ | 20,326 | $ | 26,577 | ||
| Restricted cash- current | 3,505 | 179 | ||||
| Current assets | 47,920 | 45,949 | ||||
| Long-term restricted cash | 897 | 794 | ||||
| Total assets | 58,815 | 53,614 | ||||
| Current liabilities | $ | 17,680 | $ | 15,909 | ||
| Long-term liabilities | 2,352 | 799 | ||||
| Stockholders’ equity | 38,783 | 36,906 | ||||
EBITDA Reconciliation
EBITDA is not a measure of financial performance under generally accepted accounting principles (“GAAP”). Management believes EBITDA, in addition to operating profit, net income and other GAAP measures, is useful to investors to evaluate the Company’s results because it excludes certain items that are not directly related to the Company’s core operating performance. Investors should recognize that EBITDA might not be comparable to similarly-titled measures of other companies. This measure should be considered in addition to, and not as a substitute for or superior to, any measure of performance prepared in accordance with GAAP. A reconciliation of EBITDA to the most directly comparable GAAP measure in accordance with SEC Regulation G follows:
| (in thousands) | Three Months Ended December 31, | Years Ended December 31, | |||||||||||||||
| 2011 | 2010 | 2011 | 2010 | ||||||||||||||
| Net income (loss) | $ | 1,174 | $ | (2,520 | ) | $ | 2,801 | $ | (2,249 | ) | |||||||
| Interest (income) expense, net | (40 | ) | 29 | (131 | ) | (19 | ) | ||||||||||
| Provision (benefit) for income taxes | 43 | 119 | (438 | ) | 206 | ||||||||||||
| Depreciation and amortization | 451 | 200 | 1,445 | 681 | |||||||||||||
| EBITDA | $ | 1,628 | $ | (2,172 | ) | $ | 3,677 | $ | (1,381 | ) | |||||||
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